UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  FORM 10-QSB/A
                                  Amendment 2


               Quarterly Report Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934
           For Quarter ended June 30, 2005 Commission File No. 0-28575

                         GLOBAL AIRCRAFT SOLUTIONS, INC.
                         -------------------------------
                  Formerly Renegade Venture (NEV.) Corporation
                  --------------------------------------------

               (Exact name of issuer as specified in its charter)


            NEVADA                                         84-1108499
 ------------------------------                  -----------------------------
(State or other jurisdiction of                        (I.R.S. Employer
      Identification No.)                        incorporation or organization)


 6901 South Park Avenue
 Tucson, Arizona 85706
 Mail:  P.O. Box 23009
 Tucson AZ 85734-3009                                     (520) 294-3481
- ---------------------------------------               ----------------------
(Address of Principal Executive Offices)             (Issuer's Telephone No.)

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 such shorter period `that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for at least the past 90 days.

Yes [ x ] No [ ]


The number of shares outstanding of each of the Registrant's classes of common
equity, as of June 30, 2005 are as follows:



     Class of Securities                              Shares Outstanding
- -----------------------------                         ------------------
Common Stock, $.001 par value                             30,700,386


<PAGE>


                                      INDEX

                          PART I. FINANCIAL INFORMATION


Item 1.  Financial Statements.

         Condensed Consolidated Balance Sheets:

         As of December 31, 2004 (audited) and June 30, 2005
          (unaudited)..................................................  3

         Condensed Consolidated Statements of Operations:

         For the three months and six months ended June 30, 2004 and
          2005 (unaudited)............................................   5

         Consolidated Statement of Changes in Stockholders' Equity:

         For the year ended December 31, 2004 (audited) and
          six months ended June 30, 2005 (unaudited)...................  6

         Consolidated Statements of Cash Flows:

         For the six-month periods ended June 30, 2004 and 2005
          (unaudited).................................................   7

         Notes to Financial Statements (unaudited) ...................   8


Item 2.  Management's Discussion and Analysis or
          Plan of Operation..........................................   21

Item 3.  Controls and Procedures.....................................   25


                           PART II. OTHER INFORMATION


Item 5. Other Information.............................................  25

Item 6. Exhibits......................................................  25

         Signatures...................................................  25

                 Certifications ......................................

<PAGE>


ITEM 1. FINANCIAL STATEMENTS.


                         GLOBAL AIRCRAFT SOLUTIONS, INC.
                      Condensed Consolidated Balance Sheet
                       December 31, 2004 and June 30, 2005



                                     ASSETS
                                                       2004             2005
                                                     (audited)       (unaudited)
                                                   -----------       -----------
CURRENT ASSETS
Cash and cash equivalents                          $   549,904       $   140,359
Accounts receivable                                  4,766,215         4,932,485
Note receivable                                        175,642           224,161
Costs and estimated earnings on
 uncompleted contracts in                                                337,388
 excess of billings
Inventory                                            3,507,249         1,131,923
Other current assets                                   380,932           876,778
                                                   -----------       -----------

  TOTAL CURRENT ASSETS                             $ 9,379,942       $ 7,643,094

Property, plant and equipment                        1,632,134         1,468,301
Investment                                              25,000            25,000
Customer list, net                                     267,771           200,828
Agreement with vendor, net                              56,980            42,735
Goodwill                                                38,992            38,992
Inventory, non-current                                 212,500         2,536,320
Other assets                                           144,693            64,814
                                                   -----------       -----------

  TOTAL ASSETS                                     $11,758,012       $12,020,084
                                                   ===========       ===========

The accompanying notes are an integral part of these condensed consolidated
financial statements.


<PAGE>


                         GLOBAL AIRCRAFT SOLUTIONS, INC.
                      Condensed Consolidated Balance Sheet
                       December 31, 2004 and June 30, 2005



                      LIABILITIES AND STOCKHOLDERS' EQUITY
                                                        2004            2005
                                                     (audited)       (unaudited)
                                                   ------------    ------------

CURRENT LIABILITIES
Notes payable - short term                         $               $    178,678
Accounts payable - trade                              2,644,593       2,255,553
Due to factor                                           604,411         895,320
Customer deposits                                       280,537
Billings in excess of costs and estimated
  earnings on contracts in progress                     966,238
Accrued liabilities                                     844,709         442,175
Income taxes payable                                    311,182         311,182
Commitments and contingencies
                                                   ------------    ------------

  TOTAL CURRENT LIABILITIES                        $  5,651,670    $  4,082,908

LONG-TERM LIABILITIES
Notes payable - long term portion                                       475,575
                                                   ------------    ------------

  TOTAL LONG-TERM LIABILITIES                                      $    475,575
                                                   ------------    ------------

  TOTAL LIABILITIES                                $  5,651,670    $  4,558,483
                                                   ============    ============


STOCKHOLDERS' EQUITY
Common stock, $.001 par value, 50,000,000
  shares authorized 30,650,386 and
  30,700,386 shares issued 2004 and
  2005 and 30,650,386 and 30,700,386
  shares outstanding 2004
  and 2005                                         $     31,030   $      31,080
Additional paid-in capital                            7,033,950       7,048,900
Deferred compensation
Contributed capital                                     620,289         620,289
Retained earnings                                    (1,578,927)       (238,668)
                                                   ------------    ------------

  TOTAL STOCKHOLDERS' EQUITY                       $  6,106,342    $  7,461,601
                                                   ============    ============

  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY       $ 11,758,012    $ 12,020,084
                                                   ============    ============

The accompanying notes are an integral part of these condensed consolidated
financial statements.

<PAGE>

<TABLE>
<CAPTION>

                                          GLOBAL AIRCRAFT SOLUTIONS, INC.
                                Condensed Consolidated Statement of Operations
                          For the Three Months and Six Months ended June 30, 2004 and 2005
                                                   (unaudited)

                                              Three Months        Three Months         Six Months          Six Months
                                             ended June 30,      ended June 30,      ended June 30,      ended June 30,
                                                  2004               2005                2004                2005


<S>                                          <C>                 <C>                 <C>                 <C>
Net sales                                    $  4,300,874        $  8,829,378        $  8,586,905        $ 17,481,614
Cost of sales                                  (2,645,235)         (6,375,131)         (5,496,853)        (12,674,327)
Inventory write down                              (55,208)            (55,208)           (104,861)           (110,417)
                                             ------------        ------------        ------------        ------------

Gross profit                                 $  1,600,431        $  2,399,039        $  2,985,191        $  4,696,870

Selling, general and administrative
expense                                          (822,399)         (1,738,041)         (1,698,592)         (3,366,775)
Penalties                                        (154,706)             (1,006)           (190,512)             (1,006)
                                             ------------        ------------        ------------        ------------

Gain (loss) from operations                  $    623,326        $    659,992        $  1,096,087        $  1,329,089

Other income (expense):
     Interest income                               31,271             173,956              61,392             204,019
     Interest expense                             (89,819)           (170,402)           (184,813)           (304,391)
     Discounts taken                               12,536                                  14,273              17,715
     Miscellaneous expense                         (1,578)             18,666              (9,084)
     Miscellaneous income                           2,583                                   2,583              93,917
     Gain on renegotiation of contracts           224,654                                 537,308
                                             ------------        ------------        ------------        ------------
                                             $    802,973        $    682,212        $  1,517,746        $  1,340,349
Net profit (loss), Before taxes
     Arizona Income Tax                                                   (45)                                    (90)
                                             ------------        ------------        ------------        ------------

Net profit (loss), After taxes               $    802,973        $    682,167        $  1,517,746        $  1,340,259
                                             ============        ============        ============        ============

Net profit (loss) per share, Basic           $       0.04        $       0.02        $       0.08        $       0.04
Net profit (loss) per share, Fully           $       0.04        $       0.02        $       0.08        $       0.04
diluted                                      ============        ============        ============        ============


The accompanying notes are an integral part of these condensed consolidated
financial statements.

<PAGE>


                                                    GLOBAL AIRCRAFT SOLUTIONS, INC.
                                             Formerly Renegade Venture (NEV.) Corporation
                                       Consolidated Statement of Changes in Stockholders' Equity
    For the Year ended December 31, 2004 and the Quarter ended June 30, 2005

----------------------- ---------- -------- ----------- ------------ -------------- --------- ---------------- -----------
                                              Additional Contributed    Deferred     Treasury    Accumulated    Stockholder
                                              Paid-in     Capital    Compensation    Stock    Earnings/Deficit   Equity
                                              Capital
                          Shares    Amount     Amount      Amount        Amount                    Amount         Amount
----------------------- ---------- -------- ----------- ------------ -------------- --------- ---------------- -----------

 Balance December 31,   17,480,000   17,860   2,412,373      620,289    (332,000)                (3,870,213)    (1,151,691)
         2003
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------

----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
    1st Qtr, 2004
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
Compensation expensed                                                     12,000
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
     2ndQtr, 2004
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
   Shares issued to      9,600,000    9,600   3,009,600
Barron partners for a
cash consideration of
    $.34 per share
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
  Shares pledged as      1,000,000    1,000     499,000
    payment on the
purchase of World Jet
    valued at $.50
   (issued 7/27/04)
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
   900,000 options                               54,000
   granted at $ .06
     below market
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
    3rd Qtr, 2004
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
 Shares issued to JG     2,115,386    2,115     946,832
 Capital, et al for a
cash consideration or
    $.52 per share
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
  Shares issued upon        55,000       55      17,545
 exercise of options
at $.32 per share and
   cash payment of
       $17,600.
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
   Shares issued as        400,000      400     91,600
   compensation for
professional services
to be rendered over a
   two-year period.
  Valued at $92,000
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
   100,000 options                                3,000
 granted at .03 below
        market
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
Shares vested (Herman                                                       320,000
 & Sawyer employment
    agreement, 3rd
   Quarter of 2003)
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
    4th Qtr, 2004
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
   Net Income/Loss                                                                                2,291,286
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
 Balance December 31,   30,650,386   31,030   7,033,950      620,289              0              (1,578,927)     6,106,342
         2004
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------

----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
    1st Qtr, 2005
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
   Net Income/Loss
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
    Shares issued           50,000       50      14,950
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
   Net Income/Loss                                                                                  658,092
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
Balance March 31, 2005  30,700,386   31,080  7,048,900       620,289              0                (920,835)     6,779,434
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------

----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
    2nd Qtr, 2005
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
      No change
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
   Net Income/Loss                                                                                  682,167
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------
Balance June 30, 2005   30,700,386   31,080   7,048,900      620,289              0                (238,668)     7,461,601
----------------------- ---------- -------- ----------- ------------ -------------- --------- -------------    -----------

The accompanying notes are an integral part of these condensed consolidated
financial statements.
<PAGE>


                                      GLOBAL AIRCRAFT SOLUTIONS, INC.
                              Condensed Consolidated Statement of Cash Flows
                             For the Six Months ended June 30, 2004 and 2005
                                                (unaudited)


                                                                    2004                     2005
                                                                 ----------                ----------

Cash flows from operating activities:
   Net Profit/(Loss)                                              1,517,746                1,340,259

Adjustments to reconcile net proft to net cash
  provided (used) by operating activities:
    Depreciation                                                    114,465                  231,912
    Amortization                                                     81,188                   81,188
    Allowance for Doubtful Accounts                                  (2,026)                 110,417
    Inventory write downs                                           102,083
    Gain from renegotiation                                        (537,308)
    Expenses paid with stock                                         46,959                  120,497

Changes in Assets and Liabilities:
    Accounts receivable                                                (502)                  77,407
    Prepaid expenses                                                 79,523                 (455,312)
    Costs and estimated earnings in excess of
          billings on contracts in progress                                                 (337,388)
    Inventory                                                    (1,224,620)               2,264,908
    Inventory, non-current                                                                (2,323,820)
    Restricted Funds                                             (1,650,945)                 (98,500)
    Other current assets                                            (30,736)
    Other non-current assets                                         (7,960)                 (26,782)
    Accounts payable-trade                                                                  (695,247)
    Accounts payable-related party                                   56,737                   (6,219)
    Due to factor                                                  (139,123)                 290,911
    Customer deposits                                               (25,000)                (280,537)
    Billings in excess of cost and estimated
       earnings on contracts in progress                            (18,766)                (966,238)
    Income tax payable                                             (463,690)
    Accrued liabilities                                            (360,924)                (396,315)

Net cash provided by/(used for) operating activities             (2,462,899)              (1,068,859)

Cash flows from investing activities:
    Purchase of property, plant and equipment                    (1,238,837)                 (68,081)

Net cash used for investing activities                           (1,238,837)                 (68,081)

Cash flows from financing activities:
   Proceeds from issuance of common stock                         3,264,000                   15,000
    Payments related to issuance of common stock                   (244,800)
    Proceeds from bank loans                                                                 750,000
    Repayment of bank loans                                                                  (95,747)
    Proceeds from short term financing                              206,311
    Payments received on notes receivable                           278,595
    Other financing activities, net                                 (34,165)                  58,142

Net cash provided by/(used for) financing activities              3,469,941                  727,395

Net increase in cash and cash equivalents                          (231,345)                (409,545)

Cash and cash equivalents at beginning of period                    599,036                  549,904

Cash and cash equivalents at end of period                          367,691                  140,359
</TABLE>


Interest paid for the six months ended June 30, 2004 was $220,959. Interest paid
for the six months ended June 30, 2005 was $304,391. Taxes paid during the six
months ended June 30, 2004 were $0. Taxes paid during the six months June 30,
2004 were $90.00.

The accompanying notes are an integral part of these condensed consolidated
financial statements.

<PAGE>


                         GLOBAL AIRCRAFT SOLUTIONS, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2005


1. BASIS OF PRESENTATION

The accompanying unaudited financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America
for financial information. In the opinion of management, all adjustments
consisting of normal recurring adjustments considered necessary to a fair
presentation have been included.

The condensed consolidated financial statements include the accounts of Global
Aircraft Solutions, Inc. ("Global") formerly Renegade Venture (NEV.) Corporation
and its wholly owned subsidiaries, Hamilton Aerospace Technologies, Inc.
("HAT"), Johnstone Softmachine Corporation ("Johnstone"), and World Jet
Corporation ("World Jet") collectively, the ("Company"). Global acquired HAT and
Johnstone on April 30, 2002. For accounting purposes, the HAT/Global transaction
was treated as an acquisition of Global by HAT and as a recapitalization of
Global. The acquisition of 100 per cent of World Jet stock was finalized July
15, 2004, with an effective date of January 1, 2004. The financial statements
reflect the accounting activity of HAT since its inception, April 5, 2002 and of
World Jet since January 1, 2004. Johnstone is currently inactive.


2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements, and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.


Trade Accounts Receivable

Trade accounts receivable represent amounts billed but uncollected on both
completed and in-progress aircraft repair and maintenance contracts as well as
amounts billed but uncollected on parts shipped to customers.

Accounts receivable are stated at the amount management expects to collect from
outstanding balances. Management provides for probable uncollectible amounts
through a charge to earnings and a credit to a valuation allowance based on its
assessment of the current status of individual accounts. The allowance is
estimated as a percentage of accounts receivable based on a review of accounts
receivable outstanding and the Company's prior history of uncollectible accounts
receivable. Balances that are still outstanding after management has used
reasonable collection efforts are written off through a charge to the valuation
allowance and a credit to trade accounts receivable. Changes in the valuation
allowance have not been material to the financial statements.


Inventory

Inventories are stated at the lower of cost (first-in, first-out) or market.
Inventory items held over one year are classified as "Inventory non-current".
The Company reviews the market value of inventories whenever events and
circumstances indicate that the carrying value of inventories may not be
recoverable from the estimated future sales price less cost of disposal and
normal gross profit. In cases where the market values are less than the carrying
value a write down is recognized equal to an amount by which the carrying value
exceeds the market value of inventories.
<PAGE>

Property and Equipment

Property and equipment are recorded at cost. Depreciation is provided for on the
straight-line method over the estimated useful lives of the assets. The
estimated useful life of computer equipment and software is three years at both
our HAT and World Jet subsidiaries; the estimated useful life of all other
categories of assets is five years at our HAT subsidiary; World Jet uses
estimated useful lives of 3,5 and 7 years for its other assets. Amortization of
leasehold improvements is computed using the shorter of the lease term or the
expected useful life of the assets. Maintenance and repairs that neither
materially add to the value of the property nor appreciably prolong its life are
charges to expense as incurred. Betterments or renewals are capitalized when
incurred.

The Company reviews the carrying value of property, plant and equipment for
impairment whenever events and circumstances indicate that the carrying value of
an asset may not be recoverable from the estimated future cash flows expected to
result from its use and eventual disposition. In cases where undiscounted
expected future cash flows are less than the carrying value, an impairment loss
is recognized equal to an amount by which the carrying value exceeds the fair
value of assets. The factors considered by management in performing this
assessment include current operating results, trends and prospects, as well as
the effects of obsolescence, demand, competition and other economic factors.
<PAGE>


Revenue and Cost Recognition

Revenues from fixed-fee contracts for MRO sales are recognized on the
percentage-of-completion method, measured by the cost-to-cost method, commencing
when progress reaches a point where experience is sufficient to estimate final
results with reasonable accuracy. The cumulative catch-up method is used to
account for changes in estimates of total revenues, total costs or extent of
progress. Each project is considered complete when the subject aircraft departs
our facility. Revision in cost and labor hour estimates and recognition of
losses on these contracts are reflected in the accounting period in which the
facts become known. During the periods covered by these financial statements, no
material prior period revisions were necessary. As of June 30, 2005 there are no
material amounts in excess of the agreed contract price that the Company seeks
to collect from customers or others for customer caused delays, error in
specifications or design, contract termination, change orders in dispute or
unapproved as to both scope and price, or other causes of unanticipated
additional costs. Revenue from part sales is recognized when parts are shipped.
Revenues from time and material contracts and all other ancillary services are
recognized as the services are performed.

Income   (Loss) per share - Basic earnings per share includes no dilution and is
         computed by dividing net earnings (loss) available to stockholders by
         the weighted number of common shares outstanding for the period.
         Diluted earnings per share reflect the potential dilution of securities
         that could share in the Company's earnings. Reconciliations of EPS for
         quarters ended June 30, 2005 and 2004 are as follows:
<TABLE>
<CAPTION>

                                                                   For the Six Months ended June 30, 2005
                                                                   --------------------------------------
                                                             Income                Shares              Per-Share
                                                          (Numerator)         (Denominator)            Amount
-----------------------------------------------------------------------------------------------------------------

<S>                                                        <C>                 <C>                      <C>
Net Income                                                $1,340,259
Basic EPS
Income available to common stockholders                   $1,340,259            30,695,693               $0.04


Warrants                                                                         2,475,247
Options                                                                            809,890
Diluted EPS
Income available to common stockholders + assumed         $1,340,259            33,980,830               $0.04
conversions


                                                                   For the Quarter ended June 30, 2005
                                                                   -----------------------------------
                                                            Income                Shares             Per-Share
                                                          (Numerator)         (Denominator)            Amount
-------------------------------------------------------------------------------------------------------------
Net Income                                                $  682,167
Basic EPS
Income available to common stockholders                   $  682,167            30,700,386               $0.02


Warrants                                                                         3,094,764
Options                                                                            828,713
Diluted EPS
Income available to common stockholders + assumed         $  682,167            34,623,863               $0.02
conversions


                                                                   For the Six Months ended June 30, 2004
                                                                   --------------------------------------
                                                            Income                Shares             Per-Share
                                                          (Numerator)         (Denominator)            Amount
--------------------------------------------------------------------------------------------------------------

Net Income                                                $1,517,746
Basic EPS
Income available to common stockholders                   $1,517,746            19,336,354               $0.08


Warrants                                                                            58,378
Options                                                                            486,486
Diluted EPS
Income available to common stockholders + assumed         $1,517,746            19,881,218               $0.08
conversions

<PAGE>


                                                                   For the Quarter ended June 30, 2004
                                                                   -----------------------------------
                                                            Income                Shares             Per-Share
                                                          (Numerator)         (Denominator)            Amount
--------------------------------------------------------------------------------------------------------------

Net Income                                                $  802,973
Basic EPS
Income available to common stockholders                   $  802,973            21,277,802               $0.04


Warrants                                                                           137,143
Options                                                                            535,714
Diluted EPS
Income available to common stockholders + assumed         $  802,973            21,950,659               $0.04
conversions
</TABLE>

    ----------------------------------------------------------------------
    Calculation of Weighted Average Shares for Six Months ended June 30,
    2005
    ----------------------------------------------------------------------
    Issues      Shares O/S     Dates                    Days   Average
    ------      ----------     -----                    ----   -------

                30,650,386     01/01/05 - 01/18/05       17      2,878,769
    50,000      30,700,386     01/18/05 - 06/30/05      164     27,816,924
    ----------- -------------- ----------------------- ------- -----------
                               Total shares                     30,695,693
    ----------- -------------- ----------------------- ------- -----------


    ---------------------------------------------------------------------
    Calculation of Weighted Average Shares for the Quarter ended June 30,
    2005
    ---------------------------------------------------------------------
    Issues      Shares O/S    Dates                    Days   Average
    ------      ----------    -----                    ----   -------

                30,700,386    04/01/05 - 06/30/05       91     30,700,386
    ----------- ------------- ----------------------- ------- -----------
                              Total shares                     30,700,386
    ----------- ------------- ----------------------- ------- -----------

<PAGE>


    --------------------------------------------------------
    Calculation of Dilution for Six Months ended June
    30, 2005
    --------------------------------------------------------
                            No. of         Incremental
                            shares         shares
                                           Outstanding
    ----------------------- -------------- -----------------

    Warrants @ $.34               720,000            450,989
    Warrants @ $.52               158,654             67,995
    Warrants @ $.68             7,740,000          1,956,264
    Options  @ $.17               900,000            731,868
    Options  @ $.20               100,000             78,022
    ----------------------- -------------- -----------------
                            Total                  3,285,137
                            dilution
    ----------------------- -------------- -----------------
    (Average Price $0.91)
    ----------------------- -------------- -----------------



    --------------------------------------------------------
    Calculation of Dilution for the Quarter ended June 30,
    2005
    --------------------------------------------------------
                            No. of         Incremental
                            shares         shares
                                           Outstanding
    ----------------------- -------------- -----------------

    Warrants @ $.34               720,000            477,624
    Warrants @ $.52               158,654             76,971
    Warrants @ $.68             7,740,000          2,528,911
    Warrants @ $1.00            1,137,020             11,258
    Options  @ $.17               900,000            748,515
    Options  @ $.20               100,000             80,198
    ----------------------- -------------- -----------------
                            Total                  3,923,476
                            dilution
    ----------------------- -------------- -----------------
    (Average Price $1.01)
    ----------------------- -------------- -----------------



    --------------------------------------------------------------------
    Calculation of Weighted Average Shares for Six Months ended June 30,
    2004
    --------------------------------------------------------------------
    Issues         Shares O/S    Dates                  Days   Average
    -------------- ------------- --------------------- ------- ---------

                   17,480,000    01/01/04 - 05/26/04   146      14,099,890

    9,600,000      27,080,000    05/26/04 - 06/30/04    35       5,236,464
    -------------- ------------- --------------------- ------- -----------
                                 Total shares                   19,336,354
    -------------- ------------- --------------------- ------- -----------

<PAGE>


    ----------------------------------------------------------------------
    Calculation of Weighted Average Shares for Three Months ended June 30,
    2004
    ----------------------------------------------------------------------
    Issues         Shares O/S    Dates                    Days   Average
    -------------- ------------- ----------------------- ------- ---------

                   17,480,000    04/01/04 - 05/26/04       55    10,564,835

    9,600,000      27,080,000    05/26/04 - 06/30/04       36    10,712,967
    -------------- ------------- ----------------------- ------- ----------
                                 Total shares                    21,277,802
    -------------- ------------- ----------------------- ------- ----------



    ---------------------------------------------------------
    Calculation of Dilution for Six Months ended June 30,
    2004
    ---------------------------------------------------------
                            No. of         Incremental
                            shares         shares
                                           Outstanding
    ----------------------- -------------- ------------------

    Warrants @ $.34               720,000             58,378
    Options  @ $.17               900,000            486,486
    ----------------------- ------------- -----------------
                            Total                    544,865
                            dilution
    ------------------------ -------------- ----------------
    (Average Price $0.37)
    ----------------------- -------------- -----------------



    --------------------------------------------------------
    Calculation of Dilution for Quarter ended June 30,  2004
    --------------------------------------------------------
                            No. of         Incremental
                            shares         shares
                                           Outstanding
    ----------------------- -------------- -----------------

    Warrants @ $.34               720,000            137,143
    Options  @ $.17               900,000            535,714
    ----------------------- -------------- -----------------
                            Total                    672,857
                            dilution
    --------------------------------------------------------
    (Average Price $0.42)
    --------------------------------------------------------

Intangible Assets

The amounts assigned to Customer List and Agreement with Vendor are recorded at
the value assigned when they were acquired in a business purchase. The amounts
are being amortized over three years using the straight-line method. The Company
assesses the ongoing recoverability of intangible assets subject to amortization
by determining whether the intangible asset balance can be recovered over the
remaining amortization period through projected undiscounted future cash flows.
If projected future cash flows indicate that the unamortized intangible asset
balances will not be recovered, an adjustment is made to reduce the net
intangible asset to an amount consistent with projected future cash flows
discounted at the Company's incremental borrowing rate.

Goodwill

The Company evaluates the carrying value of goodwill annually and between annual
evaluations if events occur or circumstances change that would more likely than
not reduce the fair value of a reporting unit below its goodwill carrying
amount. Such circumstances could include but are not limited to:

     1.   a significant adverse change in legal factors or in business climate
     2.   unanticipated competition
     3.   an adverse action or assessment by a regulator.

When evaluating whether goodwill is impaired, the Company compares the fair
value of the reporting unit to which the goodwill is assigned to that unit's
carrying amount, including goodwill. If the carrying amount of a reporting unit
exceeds its fair value, then the amount of the impairment loss must be measured.
The total of the implied fair value of all the other assets and liabilities of
the unit, based on their fair value, less the total amount assigned to those
assets and liabilities is the implied fair value of goodwill. An impairment loss
would be recognized when the carrying amount of the goodwill exceeds its implied
fair value.

<PAGE>


Recently Issued Accounting Pronouncements

     FASB Interpretation 46R "Consolidation of Variable Interest Entities", as
revised (FIN 46R), requires that variable interest entities created before
December 31, 2003 be consolidated during the first interim period beginning
after December 15, 2003. Accordingly, on January 1, 2004, we adopted FIN 46R and
the initial application had no impact on our financial statements.

     In January, 2004 the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 132 (revised 2003) "Employers' Disclosures
about Pensions and Other Postretirement Benefits", an amendment of FASB
Statements No. 87, 88, and 106. The Statement revises employers' disclosures
about pension plans and other postretirement benefit plans. The statement
retains the disclosure requirements contained in FASB Statement No. 132, which
it replaces, and requires additional annual disclosures about the assets,
obligations, cash flows, and net periodic benefit cost of defined benefit
pension plans and other defined benefit postretirement plans. Statement No. 132R
requires us to provide disclosures in interim periods for pensions and other
postretirement benefits. We adopted Statement No. 132R in the quarter ended
March 31, 2004 and the initial application had no impact on our financial
statements.

     In May 2004, the Financial Accounting Standards Board issued a staff
position, FSP 106-2, "Accounting and Disclosure Requirements Related to the
Medicare Prescription Drug, Improvement and Modernization Act of 2003". FSP
106-2 provides guidance on accounting for the effects of the Medicare
Prescription Drug Improvement Act of 2003 for employers that sponsor
postretirement healthcare plans that provide prescription drug benefits. The
initial application of FSP 106-2 will have no impact in the Company's financial
statements.

In November, 2004, the FASB issued SFAS No. 151, "Inventory Costs an amendment
of ARB No. 43, Chapter 4." This Statement clarifies the accounting for abnormal
amounts of idle facility expense, freight, handling costs, and wasted materials.
This Statement is effective for inventory costs incurred during fiscal years
beginning after June 15, 2005. The initial application of SFAS No. 151 will have
no impact on the Company's financial statements.

In December 2004, the FASB issued SFAS No. 152, "Accounting for Real Estate
Time-Sharing Transactions - an amendment of FASB Statements No. 66 and 67." This
Statement references the financial accounting and reporting guidance for real
estate time-sharing transactions that is provided in AICPA Statement of Position
04-2, "Accounting for Real Estate Time-Sharing Transactions." This Statement
also states that the guidance for incidental operations and costs incurred to
sell real estate projects does not apply to real estate time-sharing
transactions. This Statement is effective for financial statements for fiscal
years beginning after June 15, 2005. The initial application of SFAS No. 152
will have no impact on the Company's financial statements.

In December 2004, the FASB issued SFAS No. 153, "Exchanges of Nonmonetary Assets
- - an amendment of APB Opinion No. 29." This Statement eliminates the exception
for nonmonetary exchanges of similar productive assets and replaces it with a
general exception for exchanges of nonmonetary assets that do not have
commercial substance. A nonmonetary exchange has commercial substance if the
future cash flows of the entity are expected to change significantly as a result
of the exchange. This Statement is effective for nonmonetary asset exchanges
occurring in fiscal periods beginning after June 15, 2005. The Company does not
expect application of SFAS No. 153 to have a material affect on its financial
statements.

<PAGE>


Stock-Based Compensation

As permitted under the Statement of Financial Accounting Standards No. 123 (SFAS
No. 123), "Accounting for Stock-Based Compensation", the Company accounts for
its stock-based compensation to employees in accordance with the provisions of
Accounting Principles Board (APB) Opinion No. 25, "Accounting for Stock Issued
to Employees". As such, compensation expense is recorded on the date of grant
only if the current market price of the underlying stock exceeded the exercise
price. Certain pro forma net income and EPS disclosures for employee stock
option grants are also included in the notes to the financial statements as if
the fair value method as defined in SFAS No. 123 had been applied. Transactions
in equity instruments with non-employees for goods or services are accounted for
by the fair value method.

<PAGE>


3. SEGMENT INFORMATION

The company has divided its operations into the following reportable segments:
Aircraft maintenance, repair, and overhaul; Aircraft Brokerage; and Part sales.
These segments, for the most part, reflect the discrete operations of our
consolidating companies HAT, Global and World Jet respectively. Each segment
represents distinct product lines, marketing, and management of its business.
Limited other services for each company, which represent a small percentage of
income, have been shown in the aggregate.

The reporting segments follow the same accounting policies used for the
Company's consolidated financial statements and described in the summary of
significant accounting policies.

Selected information by business segment is presented in the following tables
for the six months ended June 30, 2005 and June 30, 2004.
<TABLE>
<CAPTION>

                                             Three Months      Three Months      Six Months        Six Months
                                                ended             Ended            ended             Ended
                                             June 30, 2005     June 30, 2004    June 30, 2005     June 30, 2004
                                             ------------------------------------------------------------------
                                             ($ millions)      ($ millions)     ($ millions)      ($ millions)

<S>                                          <C>                 <C>             <C>              <C>
Segment sales:
   Aircraft maintenance                            4.691             3.210            9.613             6.734
   Aircraft trading                                2.470              .300            3.995              .300
   Part sales                                      2.093              .744            4.407             1.534
   Other                                            .623              .119            1.623              .181

Sub Total                                          9.877             4.373           19.638             8.749

Elimination of intersegment sales                 -1.047             -.072           -2.156             -.162

Total consolidated sales                           8.830             4.301           17.482             8.587


Operating income:
   Aircraft maintenance                             .586             1.228             .741             2.452
   Aircraft trading                                 .710                              1.260
   Part sales                                       .534              .366            1.168              .519
   Other                                            .569              .006            1.528              .014

   Sub total                                       2.399             1.600            4.697             2.985

   Selling, general, administrative               -1.738             -.787           -3.367            -1.698
     expense
   Other, net                                       .021             -.011             .010              .230

Consolidated earnings before taxes                  .682              .802            1.340             1.517

<PAGE>


                                              Three Months      Three Months       Six Months       Six Months
                                                  Ended             Ended             Ended            Ended
                                              June 30, 2005     June 30, 2004     June 30, 2005    June 30, 2004
                                              ------------------------------------------------------------------
                                                   ($)               ($)               ($)             ($)

Depreciation and amortization by segment:
   Aircraft maintenance                            84,287            56,692           166,508           85,490
   Aircraft trading
   Part sales

Corporate                                          74,057            59,856           146,592          110,162
Total                                             158,344           116,548           313,100          195,652

Net asset values:
   Aircraft maintenance                         5,775,717         3,781,449         5,775,717        3,781,449
   Aircraft trading                               128,400                             128,400
   Part sales                                   4,379,254         2,617,327         4,379,254        2,617,327

Corporate                                       1,736,713         3,799,630         1,736,713        3,799,630
Total                                          12,020,084        10,198,406        12,020,084       10,198,406


Capital expenditures:
   Aircraft maintenance                            18,860         1,013,653            37,788        1,036,795
   Aircraft trading
   Part sales

Corporate                                          10,821           184,742            30,293          202,042
Total                                              29,681         1,198,395            68,081        1,238,837
</TABLE>


     All of the Company's facilities and assets are located in the United
States. The Company sells and ships to several foreign countries. All foreign
revenues are recorded and collected in U.S. dollars. Geographic information
regarding sales to foreign countries is presented in the following table:

                                 Six Months         Six  Months
                                 Ended              Ended
                                 June 30, 2004      June 31, 2005
          -------------------------------------------------------

          Mexico                 $      15,000      $   2,104,486
          Peru                          16,800
          United Kingdom                29,751             30,700
          Ecuador                    1,643,738
          Germany                       23,000             28,025
          UAE                            9,600          1,722,500
          Canada                           482
          Italy                         20,418             46,983
          Australia                     39,111              1,700
          Guam                       1,504,374
          Venezuela                     31,532
          Columbia                                         11,800
          Pakistan                                        459,612
          Ireland                                         209,395
          Brazil                                            5,100
          Hong Kong                        820
          Jordan                                        1,532,471
          Malawi                                          149,975
          South Africa                                     17,354
          Indonesia                                           835
          -------------------------------------------------------
          TOTALS                 $   3,334,626      $   6,320,936
          -------------------------------------------------------

<PAGE>

4. STOCK, STOCK OPTIONS AND WARRANTS

In January 2005, 50,000 options, issued as compensation for outside consultancy
services, were exercised at the option price of $.30 per share.


                               Share value  Vesting Date
                                        on
                               Measurement
                                      Date
        --------------------- ------------- ------------- ------------
               Common Shares                                30,700,386
                  Issued and
                 Outstanding
        --------------------- ------------- ------------- ------------

          Uncovered Warrants
                     Issued:
        --------------------- ------------- ------------- ------------

                     @ $0.34           .50                     720,000
                     @ $0.68           .50                   7,740,000
                     @ $1.36           .50                   7,740,000
                     @ $0.52           .65                     158,654
                     @ $1.00           .65                   1,137,020
                     @ $1.36           .65                   1,137,020
        --------------------- ------------- ------------- -------------
                    Subtotal                                18,632,694

             Options Issued:
        --------------------- ------------- ------------- -------------
                     @ $0.17           .23                     900,000
                     @ $0.20           .23                     100,000
        --------------------- ------------- ------------- -------------
                    Subtotal                                 1,000,000
        --------------------- ------------- ------------- -------------

             Awards of stock
               pending under
                  employment
                   contracts
        --------------------- ------------- ------------- -------------
                                       .60    07/23/2006        30,000
        --------------------- ------------- ------------- -------------
                                       .60    07/30/2006       300,000
        --------------------- ------------- ------------- -------------
                    Subtotal                                   330,000
        --------------------- ------------- ------------- -------------

                       Total                                50,663,080
        --------------------- ------------- ------------- -------------
<PAGE>


Pro-forma Stock-based Compensation Disclosure

The Company has adopted the disclosure-only provisions of SFAS No. 123,
"Accounting for Stock-Based Compensation." but applies accounting Principles
Board Opinion No. 25, "Accounting for Stock Issued to Employees", and related
interpretations in accounting for its plans. Stock issued under plans to
employees was issued at the value of the stock at the measurement date. All
options issued were immediately exercisable. Until 2004, options issued were
immediately exercised. Those options issued to employees that were not
immediately exercised remained outstanding in 2005 and are summarized below:
<TABLE>
<CAPTION>

------------------------- ---------------------- ----------------------- ----------------------
                                                 Weighted Average
                                                 Exercise Price
------------------------- ---------------------- ----------------------- ----------------------

<S>                       <C>
Options outstanding at      900,000
beginning of year

Granted during quarters        None              $0.17                   Exercisable on grant
1 & 2                                                                    date

Exercised during               None              $0.17
quarters 1 & 2

Forfeited during               None
quarters 1 & 2

Outstanding at 3/31/2005    900,000              $0.17                   Exercisable on grant
                                                                            date

Options exercisable at      900,000              $0.17
quarter end, June 30,
2005
------------------------- ---------------------- ----------------------- ----------------------

These options were issued at $0.06 below the share price on the measurement
date. Expense in the amount of $54,000 was included in selling, general and
administrative expenses for 2004 in the statement of operations. Because the
options were immediately available the intrinsic value and the fair value of the
options is calculated at the same $.23 per share.


A summary of the Company's stock option plans as of June 30, 2005 and changes
during the year is presented below:

                                                 Weighted Average
                                                 Exercise Price
------------------------- ---------------------- ----------------------- ----------------------


Options outstanding at      1,050,000            $.0179                  Exercisable on grant
beginning of year                                                        date

Granted during quarters          None
1 & 2

Exercised during               50,000            $0.30
quarter 1

Forfeited during                 None
quarters 1 & 2

Outstanding at 3/31/2005    1,000,000            $0.173                  Exercisable on grant
                                                                         date

Options exercisable at      1,000,000            $0.173
quarter end, June 30,
2005

Weighted average fair            None
value of options
granted during the year
------------------------- ---------------------- ----------------------- ----------------------
</TABLE>


5. TRADE ACCOUNTS RECEIVABLE

As of June 30, 2005, trade accounts receivable consisted of the following:

                                                June 30,        December 31,
                                                 2005              2004
                                               Unaudited         Audited
                                               ---------      --------------

        Contracts in progress                 $   864,728       $  1,961,319
        Completed contracts                     4,120,906          2,858,045
                                              -----------       ------------

                                              $ 4,985,634       $  4,819,364

        Less: allowance for doubtful
          accounts                                (53,149)           (53,149)
                                              -----------       ------------

                                              $ 4,932,485       $  4,766,215
                                              ===========       ============

<PAGE>


6. CONTRACTS IN PROGRESS

At June 30, 2005 costs and estimated earnings in excess of billings and billings
in excess of costs and estimated earnings on uncompleted contracts consisted of
the following:

                                                    June 30,        December 31,
                                                     2005              2004
                                                   Unaudited          Audited
                                                  ------------     -------------

         Costs incurred on uncompleted            $  1,570,985      $ 1,161,109
           contracts
         Profit earned to date                         894,706          412,938
                                                  ------------      -----------

                                                     2,465,691      $ 1,574,047
            Less: Billings to date                  (2,179,066)      (2,855,203)
                                                  ------------      -----------

                                                   $   286,625      $(1,281,156)
                                                   ===========      ============

Included in the accompanying balance sheet at June 30, 2005 and December 31,
2004 under the following captions:

    Costs and estimated earnings in excess of billings on uncompleted contracts
and Billings in excess of costs and estimated earnings on uncompleted contracts,
respectively.

                                                            2005         2004
                                                       Unaudited       Audited

     Costs and estimated earnings in excess            $ 286,625
      from above
     Billings in excess from above                                 $(1,281,156)
     Time and material, unbilled                          50,763       314,918
                                                       ---------   -----------

                                       Net             $ 337,388   $  (966,238)
                                                       =========   ===========


Billings in excess are the result of amounts due from customers under
contractual terms, which can be, in some cases, in advance of actual work
performed.


7. INVENTORY

Inventories consisted of the following:


                                           June 30,       December 31,
                                             2005             2004
                                          Unaudited         Audited


                 Maintenance Hardware        487,984          $ 991,206
                 Parts for Resale            515,539          2,011,269
                 Aircraft & Engines          128,400            214,774
                                           -----------    ---------------

                                          $1,131,923         $3,507,249
                                          ===========    ===============
<PAGE>


8. PROPERTY AND EQUIPMENT


                                       June 30,       December 31,
                                        2005             2004
                                      Unaudited         Audited

         Gross Asset Value

      Land and improvements          $    25,094      $    25,094
      Buildings and improvements         190,479          183,866
      Vehicles                            73,328           73,328
      Computers and Software             289,060          289,561
      Other office equipment              43,563           50,805
      Machinery and equipment          1,638,057         1,568,847
                                     -----------      ------------

           Sub Total                 $ 2,259,581       $ 2,191,501

      Less accumulated depreciation      791,280           559,367
                                     -----------       -----------


      Property and equipment, Net    $ 1,468,301       $ 1,632,134
                                     ===========       ===========

During 2004, depreciation expense was $325,966 and depreciation expense was
$231,912 during the 1st half of 2005.


9. DUE TO FACTOR

As of June 30, 2005, the Company's wholly owned subsidiary, World Jet, had
placed invoices belonging to various customers, in full recourse financing. The
debt is secured by the World Jet's accounts receivable due from customers and
bears interest at a rate as high as 37.5% per annum as of this date. The total
amount of invoices placed is $1,127,645.40 on which the factor advanced
$895,319.52. As of June 30, 2005, the customers made payment totaling
$648,205.08, leaving a balance due to the factor of $479,440.32 payable by
customers. The interest accrued during 2005 is being charged to the customer
whose invoices remain with the factor. Interest due to the factor as of June
30, 2005 was $25,372.02. Interest is charged by the factor on the face amount of
invoices placed less the payments made. See Note 10 of the condensed
consolidated financial statements filed as part of this report.


10. SUBSEQUENT EVENTS

On July 8, 2005 Global, HAT and World Jet closed on a transaction to increase
Global's Revolving Line of Credit with Global's existing bank to $2.5 million
with an interest rate of 3.5% per annum in excess of the applicable LIBOR rate
secured by a first priority lien on Global's, HAT's and World Jet's personal
property. The term of the line of credit expires on April 30, 2006 when the
entire unpaid principal balance and accrued and unpaid interest is due and
payable. While there are no required monthly installments, the Line of Credit is
based upon and limited by a borrowing base equal to the sum of 80% of all
eligible accounts receivable plus 50% all eligible inventory as defined in the
loan agreement up to a maximum of $2.5 million. See Form 8-K filed July 14,
2005. The current balance of the original $750.000 loan with M&I is to be paid
with the proceeds from this new financing agreement.

On July 27, 2005, Global issued 7,200,000 shares of restricted common stock to
Barron Partners, L.P. upon the exercise of warrants to purchases 7,200.000
shares of restricted common stock of the Company at $0.68 per share representing
a total warrant exercise price of $4,896,000. See Form 8-K filed 8/02/2005.


On August 1, 2005 all monies due to factor (see Note 9 above) were paid in full.


<PAGE>


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.


                           FORWARD-LOOKING STATEMENTS

This report contains certain forward-looking statements and information relating
to Global Aircraft Solutions, Inc. ("Global") and its wholly owned subsidiaries
Hamilton Aerospace Technologies Inc., "HAT", and World Jet Corporation, "World
Jet", that are based on the beliefs of our management as well as assumptions
made by and information currently available to our management. When used in this
report, the words "anticipate", "believe", "estimate", "expect", "intend",
"plan" and similar expressions, as they relate to Global, HAT, World Jet, or its
management, are intended to identify forward-looking statements. These
statements reflect management's current view of Global, HAT, and World Jet
concerning future events and are subject to certain risks, uncertainties and
assumptions, including among many others relating to our results of operations:
competitive factors, shifts in market demand, and other risks and uncertainties,
our ability to generate sufficient working capital to meet our operating
requirements and service our indebtedness, maintaining good working
relationships with our vendors and customers, our ability to attract and retain
qualified personnel, future terrorist-related activities, economic factors that
affect the aviation industry, changes in government regulation, increases in
fuel prices, and the overall economy.


                                     PART 1

The following discussion and analysis should be read in conjunction with the
information set forth under "Management's Discussion and Analysis of Financial
Condition and Results of Operations in our annual report on form 10-KSB for
2004. Global Aircraft Solutions, Inc. ("Global"), formerly Renegade Venture
(Nev.) Corporation, is a public company that trades in the U.S. over-the-counter
market. Our common stock is quoted on the OTC Bulletin board under the symbol
GACF. On May 2, 2002, Global acquired newly formed aviation company Hamilton
Aerospace Technologies, Inc., a Delaware corporation ("HAT") in a
stock-for-stock exchange. HAT was formed on April 5, 2002, to create a premier
provider of large aircraft maintenance, repair, overhaul and modification
("MRO") services to owners and operations of certain Transport Category
commercial jet aircraft. Its customers are all aircraft operators, including
passenger and cargo air carriers, and aircraft leasing companies. On July 25,
2004, Global acquired 100 percent of the common stock of World Jet Corporation
("World Jet"), a privately owned Nevada corporation. World Jet, incorporated in
1997, is an aviation parts sales company servicing aircraft operators, aircraft
leasing companies and MRO facilities. The acquisition of World Jet had an
effective transaction date of January 1, 2004 and the World Jet results of
operations are included in all quarters of calendar year 2004.

Global's plan of operation for the immediate future includes seeking and
acquiring, if possible, aviation industry related businesses to complement its
HAT and World Jet subsidiaries. Additionally, the Company will seek to expand
HAT and World Jet by organic growth. The Company will also endeavor to grow the
aircraft trading segment of its business. Aircraft trading denotes the purchase
and resale or lease, for profit, of aircraft, aircraft engines, and /or other
aircraft major components. Aircraft trading specifically encompasses the
transactions representing approximately one-quarter of the Company's 2004 annual
income and it is the goal of the Company to increase the contribution of this
business segment. Global will not limit its search for business combination
candidates to any particular geographical area. Management of Global will seek
combination candidates in the United States and other countries, as available
time and resources permit, through existing associations and by word of mouth.
This plan of operation has been adopted in order to attempt to increase value
for Global's shareholders.

Company management has rejected a policy of growth for growth's sake in favor of
focusing on profitability and building a good reputation for the Company and its
subsidiaries by limiting contracts to those perceived to have a high probability
of success. This strategy is also beneficial to the Company's marketing efforts
in that a good track record of maintenance and modification contracts, delivered
successfully on-time and on-budget, is by far the most potent tool for securing
new work contracts; and expedited delivery of parts at a competitive price leads
to greater volume of parts sales. In managing its operations, the Company is
committed to continuously evaluating the adequacy of its management structure
and its existing systems and procedures; including its quality control,
financial, and internal controls systems. The Company is focused on maintaining
a small, but tightly knit and multi-tasking, highly experienced management team.

In the United States, the Federal Aviation Administration (FAA) regulates the
manufacture, repair, overhaul and operation all aircraft and aircraft equipment
operated in the U.S. The FAA must certify each authorized repair station, and
certified facilities are issued an Air Agency Certificate. Each certificate
contains rating and limitations that specifically authorize the repair station
to only perform certain types of services on specific makes and models of
aircraft. Aircraft maintenance and modification is a highly regulated industry,
and a good working relationship with the FAA is essential to the successful
operation of an FAA-approved Repair Station such as HAT. The policy of HAT
management is to work closely and proactively with the FAA, which has resulted
in the very positive relationship needed to insure that when significant issues
do occasionally arise between HAT and the FAA they are addressed in a reasonable
and constructive nature.

World Jet is a seller/broker of aircraft parts which is not an operation or
activity which is regulated by the FAA or any other governing body or
governmental agency; however, any aircraft parts sold by World Jet must be
accompanied by documentation verifying that such part is traceable to either an
FAA approved manufacturer, overhaul or repair facility, or an FAA certificated
operator. In furtherance of satisfying customers that World Jet does sell and
broker parts that are traceable to FAA certification, World Jet voluntarily
participates in the Airline Suppliers Association which requires an annual audit
of suppliers of aircraft parts to verify that such supplier maintains the proper
traceability documents, properly tags aircraft parts in support of such
traceability and maintains proper packaging and storage of aircraft parts. In
addition to the foregoing, World Jet also certifies to each customer that any
part or material sold was not involved in any incident and is not government
surplus.

<PAGE>


HAT competes principally on the high quality of its services and its price
competitiveness due to its location in the Southwest. Location related benefits
include low labor rates; a dry, mild climate enabling HAT to do many MRO
projects outdoors; and low overhead. World Jet competes on price competitiveness
and expedited delivery of parts. World Jet has spent years acquiring inventories
at deep discounts and this inventory is the type HAT uses on a daily basis.
World Jet's customer base includes airlines, aircraft leasing companies and MRO
facilities. The large aircraft repair business and the aircraft parts sales
business are highly competitive. Revenues are sensitive to adverse changes in
the air carrier business, with factors such as airline profit levels, changes in
fuel costs, average fare levels, and passenger demand. The heavily regulated
airline industry, however, requires scheduled maintenance and repair services
irrespective of industry economics, thus providing a reasonably steady market
for HAT's and World Jet's services.


                  RECENT DEVELOPMENTS AFFECTING OUR OPERATIONS

The September 11th terrorist attacks carried out against the United States of
America in 2001 had a severe impact on the aviation industry. As a result of
these attacks and the related aftermath, many commercial passenger airlines and
air cargo carriers reported significant reductions in their operations, taking
more than 20% of their aircraft out of service, either parking them or returning
them to leasing companies. This reduction in operations caused the airline
industry in general to incur significant losses in 2001, 2002, and 2003 and
decreased revenues for MRO facilities that depend significantly on airline
customers, which HAT and World Jet do not. While airlines have recently exceeded
pre-September 11th levels, the effect of the terrorist acts, the continued
alerts by the U.S. Department of Homeland Security and fears of new terrorist
attacks, the U.S.-led invasion of Iraq, high fuel costs and the general state of
the economy could quite possibly produce negative impact on the aviation
industry.


                              RESULTS OF OPERATIONS

As a holding company, the bulk of our day-to-day operations are currently and
were as of June 30, 2005, conducted by our operating subsidiaries, HAT, which
was organized on April 5, 2002 and began operations on April 15, 2002, and World
Jet, which was acquired July 25, 2004, with an effective date of January 1,
2004. Management elected, beginning in 2005, to conduct our aircraft trading
operations under the parent company Global Aircraft Solutions, Inc.


OPERATING SEGMENTS

See Note 3 to the Condensed Consolidated Financial Statements for certain
segment and geographic financial data relating to our business. The Company has
divided its operations into the following reportable segments: Aircraft
maintenance, repair, and overhaul; aircraft trading (i.e. aircraft brokerage and
/or the purchase for resale or lease of aircraft and /or aircraft engines; and
part sales. All aircraft maintenance, repair and overhaul is performed at HAT.
Beginning January 1, 2005, all aircraft trading has been done through Global.
Prior to that date all aircraft trading transactions were handled through HAT.
Subsequent to its acquisition in January 2004, substantially all part sales were
done by the Company's wholly owned subsidiary, World Jet.

HAT operating revenues consist primarily of service revenues and sales of
materials consumed while providing services. World Jet revenues consist
primarily of sales of aircraft parts. Cost of sales consists primarily of labor
and materials, cost of parts and freight charges. Global revenues consist of
revenues derived from aircraft trading. Operating results have fluctuated in the
past and may fluctuate significantly in the future. Many factors affect our
operating results, including timing of repair orders and payments from large
customers, competition from other third-party MRO service providers, the state
of the aviation industry and the number of customers seeking services, the
impact of fixed pricing on gross margins and our ability to accurately project
our costs, our ability to obtain financing and other factors.

Significant portions of our operating expenses, such as insurance, rent, debt
payments, certain salaries and such, are relatively fixed. Since we typically do
not obtain long-term commitments from our customers, we must anticipate the
future volume of orders based upon the historic patterns of our customers and
upon discussions with our customers as to their future requirements.
Cancellations, reductions or delays in orders by a customer or group of
customers could have a material adverse effect on our business, financial
condition and results of operations.

Operating revenue for the three and six months ended June 30, 2005 was
$8,829,378 and $17,481,614, respectively. This operating revenue was
approximately twice the $4,300,874 and $8,586,905 that was earned during those
periods in 2004. Aircraft trading contributed $3.995 million to revenues in the
first half of 2005.

Gross profit for the first half of 2005 was $4,696,870 while gross profit for
the first half of 2004 was $2,985,191, a 57% increase. During the first half
of 2005, 56.8% of HAT's revenue came from its top five customers, 71% of Word
Jet's revenue, after intercompany eliminations, was derived from its top 3
customers.

While the Company aggressively seizes revenue-producing opportunities such as
aircraft sales, management gauges results by looking at what historically has
been the core revenue producing activity, the sale of labor hours. In the first
half of 2005, revenue produced from labor was $7,947,876 as compared with
$6,052,943 the first half of 2004. This represents an increase of 31%. The
comparative costs for all direct labor, including work performed by outside

<PAGE>


contractors, was $4,797,509 in the first half of 2005 compared with $2,849,265
for the same period in 2004. All direct labor costs were 60% of sales in first
half of 2005 compared with 47% in the first half of 2004. The relationship
between direct labor costs and direct labor revenues rose 13% from 2004 to 2005.
Direct labor percentages will always vary to some degree due to the nature of
flat-rate bidding as opposed to billing for all time and materials. Also, a
substantial sudden increase in volume can be expected to have a temporary impact
on efficiencies and are viewed by Management as a temporary consequence of
growth. Management is confident that adjustments to increased volume will be
made and profitability will benefit over time.

Management is cautiously optimistic that our adeptness at garnering jobs with
the likelihood of similar high gross profit potential and our continued
vigilance at holding down costs will be sustainable for the remainder of 2005.
HAT's option of being selective in the work booked is due to their growing
reputation for providing quality, on-budget, on-time deliveries to their
customers. HAT and World Jet are experiencing success in securing new customers
and securing more business from existing customers as well. Global has
experienced some success in branching out into the aircraft trading arena and
Management believes this segment will experience increasing growth and profits
during the last half of 2005 and into the future.

Gross profit levels during any particular period are dependent upon the number
and type of aircraft serviced, the contract terms under which services are
performed and the efficiencies that can be obtained in the performance of such
services. Significant changes in any one of these factors could have a material
impact on the amount and percentage of gross profits. Additionally, gross profit
could be impacted in the future by considerations as to the value of our
inventory.

Company SG&A expenses were $876,193 for the first quarter of 2004 and $822,399
for the second quarter of 2004 As a percentage of revenues were 20%and 19%
respectively. The same periods in 2005 showed SG&A expenses of $1,628,734 and
$1,738,041, which was 19% and 21% as a percentage of revenues. Management's
continued efforts to control costs remain a high priority for the remainder of
2005.

Interest expense for the Company, during the first half of 2005 was $304,391,
however, $154,368 of that amount was billed to a customer.


The following tables depict our results of operations for the second quarter of
2005 and for the second quarter of 2004 on a stand-alone basis and a
consolidated for Global, HAT and World Jet:

<TABLE>
<CAPTION>

2nd Quarter 2005
                                  Global         HAT       World Jet    Intercompany  Consolidated
                                Stand-Alone  Stand-Alone  Stand-Alone   Eliminations

<S>                             <C>          <C>          <C>           <C>           <C>
Revenues                         1,420,000   6,364,608    2,092,211     1,047,441     8,829,378
  Less:  Cost of sales             750,068   5,169,421    1,558,291     1,047,441     6,430,339
  Less:  Expenses                  373,059   1,124,751      241,237                   1,739,047
Pre-tax Operating Profit (Loss)    296,873      70,436      292,683                     659,992


2nd Quarter 2004
                                  Global         HAT       World Jet    Intercompany  Consolidated
                                Stand-Alone  Stand-Alone  Stand-Alone   Eliminations

Revenues                           545,458    3,083,528     743,721        71,833     4,300,874
  Less:  Cost of sales             286,625    2,108,359     377,292        71,833     2,700,443
  Less:  Expenses                  344,210      460,823     172,072                     977,105
Pre-tax Operating Profit (Loss)    (85,377)     514,346     194,357                     623,326

</TABLE>


                         LIQUIDITY AND CAPITAL RESOURCES

Liquidity

As of June 30, 2005 we had outstanding indebtedness of $654,253 representing
the amount owing relative to a Loan and Security Agreement with M&I Marshall &
Ilsley Bank in the amount of $750,000 secured by a first priority lien on HAT's
accounts receivable and all other assets. The term of the Loan is 3 years with
an interest rate of 6.75% per annum. The Loan is payable in monthly installments
of $23,072.19 with a maturity date of January 31, 2008. See Form 8-K filed
February 8, 2005. See Note 10, "Subsequent Events", in the Condensed
Consolidated Financial Statements included in this filing.

<PAGE>


As of June 30, 2005, the Company's wholly owned subsidiary, World Jet, had
placed invoices belonging to various customers, in full recourse financing. The
debt is secured by the World Jet's accounts receivable due from customers and
bears interest at a rate as high as 37.5% per annum as of this date. The total
amount of invoices placed is $1,127,645.40 on which the factor advanced
$895,319.52. As of June 30, 2005, the customers made payment totaling
$648,205.08, leaving a balance due to the factor of $479,440.32 payable by
customers. The interest accrued during 2005 is being charged to the customer
whose invoices remain with the factor. Interest due to the factor as of June 30,
2005 was $25,372.02. Interest is charged by the factor on the face amount of
invoices placed less the payments made. See Note 10 of the condensed
consolidated financial statements filed as part of this report.

Our ability to make payments of principal and interest on outstanding debt will
depend upon our future operating performance, which will be subject to economic,
financial, competitive and other factors, some of which are beyond our control.
Our ability to repay our indebtedness is dependent on several factors: our
continued ability to secure high profit margin jobs, more fully utilizing our
capacities, creating a higher bottom line and consequently more cash; and our
ability to establish revolving credit lines, which we can draw on as needed.

Significant changes in the Company's Balance Sheet for the quarter ended June
30, 2005 were as follows:

          Total assets increased from $10,572,271 at March 31, 2005 to
          $12,020,084 at June 30, 2005. Significant changes for the period were:

               Cash on hand increased $106,928.

               Accounts receivable showed an increase of $2,118,949. This
               increase reflects to a degree the unusually large $1,242,502 in
               unbilled earned revenue at March 31, 2005, approximately $1
               million of which could have been invoiced and been included in
               accounts receivable at March 31, 2005.

               Costs and expenses on uncompleted contracts in excess of billings
               decreased $905,114.


          During the second quarter of 2005, total liabilities increased from
          $3,792,837 at March 31, 2005 to $4,558,483 at June 30, 2005, primarily
          due to:

               Accounts Payable increased over the March 31, 2005 balance by
               $373,046.

               Due to factor increased over the March 31, 2005 balance by
               $361,580 to a total of $895,320. See Note 10, "Subsequent
               Events", in the Condensed Consolidated Financial Statements
               included in this filing.

               Accrued liabilities increased $179,134 reflecting the increased
               outstanding accrued payroll due to the scheduled timing of check
               issuance.

Cash

As of June 30, 2005 we had $140,359 in cash on hand and approximately $5,607,261
in collectible receivables. Management believes that anticipated cash flows will
be adequate to sufficiently provide working capital. We cannot assure you that
financing alternatives will be available to us in the future to support our
working capital requirements.


                CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES

Financial Reporting Release No. 60 of the SEC encourages all companies to
include a discussion of critical accounting policies or methods used in the
preparation of the financial statements. Our consolidated financial statements
filed as part of this annual report include a summary of the significant
accounting policies and methods used in the preparation of our consolidated
financial statements.


REVENUE RECOGNITION. We recognize revenues related to engine overhaul services
when we ship the overhauled engine. Revenues from fixed-fee contracts for MRO
sales are recognized on the percentage-of-completion method, measured by the
cost-to-cost method, commencing when progress reaches a point where experience
is sufficient to estimate final results with reasonable accuracy. Revision in
cost and labor hour estimates and recognition of losses on these contracts are
reflected in the accounting period in which the facts become known. Revenues
from time and material contracts are recognized as the services are performed.
Revenues from part sales are recognized when parts are shipped.

<PAGE>


USE OF ESTIMATES. Management's Discussion and Analysis of Financial Condition or
Plan of Operation is based upon our consolidated financial statements, which
have been prepared in accordance with accounting principles generally accepted
in the United States. The preparation of our financial statements requires
management to make estimates and judgments that affect the reported amounts of
assets, liabilities, revenues and expenses, and the related disclosure of
contingent assets and liabilities. Management evaluates these estimates on an
on-going basis, including those related to estimated losses on disposal of
discontinued operations, the allowance to reduce inventory to the lower of cost
or net realizable value, the estimated profit recognized as aircraft
maintenance, design and construction services are performed, the allowance for
doubtful accounts and notes receivable, future cash flows in support of long
lived assets, medical benefit accruals, and the estimated fair values of
facilities under capital leases. Management bases its estimates on historical
experience and on various other assumptions that they believe are reasonable
under the circumstances, the results of which form the basis for making
judgments about the carrying value of assets and liabilities that are not
readily apparent from other sources. Actual results may differ from these
estimates under different assumptions and conditions.


ITEM 3. CONTROLS AND PROCEDURES

(a) Within 90 days of filing this report on Form 10-QSB (the "Evaluation Date"),
our Chief Financial Officer and Chief Executive Officer, together with HAT's
President and Principal Financial and Accounting Officer, evaluated our
disclosure controls and procedures, as defined in Rules 13a-14(c) and 15d-14(c)
promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange
Act"). Based on that evaluation, these officers have concluded that as of the
Evaluation Date, our disclosure controls and procedures were effective in timely
alerting them to material information relating to our company (including our
consolidated subsidiaries) required to be included in our reports filed or
submitted by us under the Exchange Act.

(b) There have been no significant changes in our internal controls or in other
factors that could significantly affect internal controls subsequent to the date
of our most recent evaluation.


                           PART II. OTHER INFORMATION


ITEM 5. OTHER ITEMS

None


ITEM 6. EXHIBITS




(a)      Exhibits

31.1          Certification of Principal Executive Officer, Mr. Ian Herman

31.2          Certification of President and Chief Operating Officer,
                Mr. John B. Sawyer

31.3          Certification of Principal Financial Officer, Ms. Patricia Graham

32.1          Certification of Mr. Ian M. Herman, Chief Executive Officer and
                Chief Financial Officer




                                   SIGNATURES

In accordance with the requirements of the Exchange act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized individual.


Date: November 30, 2005

                                       GLOBAL AIRCRAFT SOLUTIONS, INC.


                                        By:  /s/  Ian Herman
                                             -----------------------------------
                                             Ian Herman,
                                             Chief Executive Officer And
                                             Chief Financial Officer