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No. of Shares ______                                     Exhibit 99.1
                                 FORM OF PROXY

                              AVIATION GROUP, INC.
            700 NORTH PEARL STREET, SUITE 2170, DALLAS, TEXAS 75201

                        SPECIAL MEETING OF SHAREHOLDERS
                                August __, 2000


     The undersigned hereby appoints Lee B. Sanders and Richard L. Morgan, or
any of them, with full power of substitution in each, proxies (and if the
undersigned is a proxy, substitute proxies) to vote all shares of Aviation
Group, Inc. common stock of the undersigned in Aviation Group, Inc. at the
Special Meeting of Shareholders to be held at 700 North Pearl Street, Suite
2170, Dallas, Texas, at 10:00 a.m., local time, on August __, 2000, and at any
adjournments thereof, as specified below:

1.   Proposal to approve the arrangement with travelbyus.com ltd. pursuant to
     the Arrangement Agreement, as described in the accompanying joint proxy
     statement/prospectus.

      [ ] FOR             [ ] AGAINST               [ ] ABSTAIN

2.   Proposal to amend the Articles of Incorporation to increase the number of
     authorized shares of common stock from 10,000,000 to 250,000,000.

      [ ] FOR             [ ] AGAINST               [ ] ABSTAIN

3.   Proposal to amend the Articles of Incorporation to change the name of
     Aviation Group, Inc. to travelbyus.com, Inc.

      [ ] FOR             [ ] AGAINST               [ ] ABSTAIN

4.   Proposal to ratify the issuance of warrants to purchase a total of 500,000
     shares of common stock to two executive officers.

      [ ] FOR             [ ] AGAINST               [ ] ABSTAIN

5.   Proposal to amend the Aviation Group, Inc. 1997 stock option plan.

      [ ] FOR             [ ] AGAINST               [ ] ABSTAIN

6.   Proposal to ratify the issuance of warrants to purchase a total of 150,000
     shares of common stock to three directors.

      [ ] FOR             [ ] AGAINST               [ ] ABSTAIN

7.   Proposal to ratify certain securities issued or to be issued in connection
     with the acquisition of Global Leisure Travel, Inc.

      [ ] FOR             [ ] AGAINST               [ ] ABSTAIN

8.   In their discretion, the proxies (and if the undersigned is a proxy, any
     substitute proxies) are authorized to vote upon such other business as may
     properly come before the meeting.

              Please sign and date on reverse side of this proxy.
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     This proxy, when properly executed, will be voted in the manner directed
herein by the undersigned shareholder. If no direction is made, this proxy will
   be voted FOR Proposals 1, 2, 3, 4, 5, 6 and 7 and at the discretion of the
         proxies with respect to any matters referred to in Proposal 8.


                              Dated:___________________________, 2000


                              Please sign exactly as name appears in left.  When
                              shares are held by joint tenants, both must sign.
                              When signing as attorney, as executor,
                              administrator, trustee or guardian, please give
                              full title as such.  If a corporation, please sign
                              in full corporate name by President or other
                              authorized officer. If a partnership, please sign
                              in partnership name by authorized person.


                              ------------------------------------------------
                              Signature


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                              Title


           This proxy is solicited by the Board of Directors.  If no
                specification is made, this Proxy will be voted
                           FOR all of the Proposals.