INTERNATIONAL AIRLINE SUPPORT GROUP, INC.
              NON-QUALIFIED STOCK OPTION CERTIFICATE


	International Airline Support Group, Inc. ("IASG"), in 
accordance with the 1996 Long Term Incentive and Share Award 
Plan ("Plan"), hereby grants a non-qualified stock option 
("NQSO") to ______________ ("Employee") to purchase  ____ 
shares of common stock, $.001 par value per share, ("Stock") 
at an exercise price equal to the Market Value of such Stock 
on the Option Grant Date (as herein defined). The NQSO is 
granted effective as of                     , 1996 ("Option 
Grant Date") and is subject to all of the following terms 
and conditions:

I.             Plan.  The NQSO is subject to all of the 
applicable terms and conditions set forth in the Plan, and 
all of the terms defined in the Plan shall have the same 
meaning in this Option Certificate when such terms start 
with a capital letter.  A copy of the Plan will be made 
available to Employee upon written request to the corporate 
Secretary of IASG.

I.             Status as Incentive Stock Option.  IASG 
intends that the NQSO not qualify for any special income tax 
benefits under  422 of the Code.

I.             Accrual of Exercise Right.  So long as 
Employee remains in the employ of IASG or a subsidiary of 
IASG ("Subsidiary"), the right to exercise the NQSO granted 
by this Option Certificate shall accrue and first become 
exercisable, or subject to surrender as provided in 8 of 
this Option Certificate, according to the following 
schedule:

	(a)	_____ shares of Stock first may be purchased 
or surrendered on ______________ ;

	(b)	_____ shares of Stock first may be purchased 
or surrendered on _______________;

	(c)	_____ shares of Stock first may be purchased 
or surrendered on ______________;

	(d)	_____ shares of Stock first may be purchased 
or surrendered on ______________;

	(e)	_____ shares of Stock first may be purchased 
or surrendered on ______________.

        Except as provided in  5(b) of this Option 
Certificate, the aggregate number of shares of Stock subject 
to exercise or surrender on any date shall equal (a) the 
excess, if any, of the number of shares as to which the 
right to exercise or surrender then has accrued over (b) the 
number of shares for which the NQSO has been exercised, or 
in accordance with  8 of this Option Certificate, has been 
surrendered.  The NQSO may be exercised or surrendered in 
whole or in part at any time with respect to shares of Stock 
as to which the exercise right has accrued as of that time; 
provided, however, that the NQSO may not be exercised or 
surrendered for fewer than twenty-five (25) shares of Stock 
unless the total number of shares of Stock which can be 
purchased under the NQSO at the time of such exercise or 
surrender is fewer than twenty-five (25), in which event the 
NQSO shall be exercised or surrendered for the total number 
of such shares.

I.             Term of NQSO.  The NQSO shall expire when 
exercised or surrendered in full; provided, however, the 
NQSO shall expire, to the extent not exercised or 
surrendered in full, on the date which is the earlier of:  

a.	the date provided under  5 of this Option 
Certificate; or

b.	the tenth anniversary of the date the NQSO 
was granted.

I.             Special Rules.

A. 			Termination of Employment. In the event 
that Employee's employment by IASG is terminated on any 
date, the NQSO and the related surrender right shall expire 
immediately and automatically on the last day of the three 
(3) consecutive month period which immediately follows the 
last day of Employee's current continuous period of 
employment by IASG; provided, however, that in the event 
Employee's employment by IASG is terminated on any date 
(1) by IASG for cause or (2) by Employee without the written 
consent of IASG (other than as a result of "Change of 
Control" or "Change of Responsibilities," as defined in the 
Employment Agreement between IASG and the Employee, as in 
effect from time to time), the NQSO and the related 
surrender right shall expire immediately and automatically 
on such date and shall be of no further force and effect 
with respect to any shares of Stock not purchased or 
surrendered before such date.  In the event Employee's 
employment by IASG is terminated on any date (1) as a result 
of employee's death or disability, (2) by IASG without cause 
or (3) by Employee with the written consent of IASG or 
without written consent in the event of a Change of Control 
or Change of Responsibilities, then, notwithstanding the 
schedule set forth in  3 above, all options held by such 
Employee shall become immediately exercisable.  

	For purposes of determining whether Employee has 
terminated employment with IASG,

1. 		employment by a Subsidiary shall be 
treated as employment by IASG,

1. 		a transfer of employment between or 
among IASG and its Subsidiaries shall not be treated as 
a termination of Employee's continuous employment with 
IASG, 

1. 		if Employee is employed by a Subsidiary, 
the sale of such Subsidiary by IASG shall be treated as 
a termination of Employee's continuous employment with 
IASG, and

1. 		Employee's leave of absence from IASG or 
a Subsidiary shall not be treated as a termination of 
Employee's continuous employment with IASG, provided 
such leave of absence is approved in writing by the 
Committee.

A. 			Death.  In the event that Employee 
(1) dies while employed by IASG or a Subsidiary or 
(2) terminates employment and is entitled to the three (3) 
month exercise period described in  5(a) of this Option 
Certificate but dies before the NQSO and the related 
surrender right expire under such section, the NQSO may be 
exercised or surrendered at any time during the twelve (12) 
consecutive month period immediately following the date of 
Employee's death by the person or persons to whom Employee's 
rights under the NQSO pass in accordance with  7 of this 
Option Certificate.  The NQSO shall be exercisable or 
subject to surrender during such twelve (12) consecutive 
month period to the extent of (a) the excess, if any, of the 
total number of shares of Stock subject to the NQSO 
(determined without regard to the accrual of exercise rights 
under  3 of this Option Certificate) over (b) the number of 
shares of Stock subject to the NQSO which Employee had 
purchased or surrendered before his death, and the NQSO 
shall expire immediately and automatically on the last day 
of such twelve (12) consecutive month period.

I.             Method of Exercise.  Employee may (subject to 
the conditions of this Option Certificate) exercise the NQSO 
in whole or in part (before the date the NQSO expires) on 
any normal business day of IASG by (1) delivering to IASG at 
its principal place of business in Miami, Florida, a written 
notice (addressed to its corporate Secretary) of the 
exercise of the NQSO and (2) simultaneously paying the 
exercise price to IASG in cash or in Stock acceptable to the 
Committee, or in any combination of cash or Stock acceptable 
to the Committee.  All or any portion of the exercise price 
that is paid in Stock may be paid (1) by electing to have 
IASG withhold Stock (that otherwise would be transferred to 
Employee as a result of the exercise of the NQSO) to the 
extent necessary to pay the exercise price (in whole or in 
part) through the withholding of such Stock or (2) by 
tendering Stock.  Any payment made in Stock shall be treated 
as equal to the Fair Market Value of such Stock on the date 
the properly endorsed certificate for such Stock is 
delivered to the Committee or the date the Stock is treated 
by the Committee as withheld from the exercise of the NQSO.

I.             Non-Transferability.  Neither the NQSO nor 
any related surrender rights under  8 of this Option 
Certificate is transferable by Employee otherwise than by 
will or by the applicable laws of descent and distribution, 
and the NQSO shall be exercised or surrendered during 
Employee's lifetime only by Employee.  The person or persons 
to whom the NQSO is transferred by will or by the applicable 
laws of descent and distribution thereafter shall be treated 
as the Employee under this Option Certificate.

I.             Surrender of Option.  During the period when 
the NQSO is exercisable, the NQSO may be surrendered, in 
whole or in part, on any normal business day of IASG (in 
lieu of exercise) if the fair market value of the Stock on 
such date exceeds the exercise price of such Stock.  The 
surrender of the NQSO (or a part of the NQSO) shall be 
effected by delivering to the Committee (or to its delegate) 
the Option Certificate and a written notice (signed by 
Employee) which specifies (1) the number of shares of Stock 
as to which Employee surrenders his NQSO under this Option 
Certificate, (2) whether such shares are NQSOs or ISOs (if 
his option includes NQSOs and ISOs), and (3) how he desires 
payment to be made for the Surrendered Option.  Employee, in 
exchange for his Surrendered Option, may request that 
payment be made for the Surrendered Option in the form of 
cash or Stock, or a combination of Cash and Stock, equal in 
amount to the excess, if any, of the Fair Market Value of 
the Surrendered Option on the date such surrender is 
effected over the exercise price for such Surrendered 
Option.  The Committee, acting in its absolute discretion, 
shall determine the form and timing of such payment and the 
Committee shall have the right to take into account whatever 
factors the Committee deems appropriate under the 
circumstances, including any written request made by 
Employee and delivered to the Committee (or to its 
delegate).  

	If IASG has a class of equity securities registered 
pursuant to Section 12 of the Securities Exchange Act of 
1934, as amended, and Employee is an officer or director 
(within the meaning of Section 16(a) of the Securities 
Exchange Act of 1934, as amended (the "Exchange Act")) of 
IASG, Employee shall not surrender his NQSO or, in the event 
Employee exercises this NQSO, in whole or in part, within 
six (6) months of the Option Grant Date, Employee shall not 
sell or otherwise dispose of the Stock received upon 
exercise of this NQSO, on any date (while he remains such an 
officer or director) either within six (6) months after the 
date the NQSO is granted if the grant of such NQSO was not 
approved by the board of directors or the Company's 
shareholders as provided in Rule 16b-3(d) under the Exchange 
Act or which is outside each period beginning on the third 
business day following the date of release for publication 
of IASG's quarterly or annual summary statements of sales 
and earnings and ending on the twelfth business day 
following such date, and any surrender or request made 
before the end of such six (6) month period or outside any 
such ten (10) day period shall be null and void and shall be 
rejected automatically by IASG.

I.             Resale of Shares Acquired by Exercise of 
Option.  If the Stock underlying the NQSO is not registered 
under the Securities Act of 1933 ("1933 Act") or the 
applicable state securities law at the time or times 
Employee exercises or surrenders the NQSO, Employee shall 
execute a written representation to IASG, in form and 
substance satisfactory to IASG at such time or times, that 
by such exercise or surrender he shall purchase Stock only 
for investment purposes for his own account and not with a 
view to, or for resale in connection with, the distribution 
of such Stock.  In addition, upon the exercise or surrender 
of the NQSO, Employee shall represent that, if Employee is 
an "affiliate" (within the meaning of the 1933 Act or any 
applicable state securities law) of IASG at the time of any 
proposed sale of any shares of Stock acquired upon the 
exercise or surrender of the NQSO, he shall not sell or 
offer to sell any of such shares in the absence of (1) an 
effective registration statement under the 1933 Act and any 
applicable state securities law with respect to the proposed 
sale of such shares or (2) an opinion, in form and substance 
satisfactory to IASG, of legal counsel acceptable to IASG, 
that an exemption from the registration requirements of the 
1933 Act and any applicable state securities law is 
available for the sale.  In such case, the certificate 
representing the shares of Stock that are transferred to 
Employee upon exercise or surrender of the NQSO may, in the 
discretion of IASG, bear a legend satisfactory to IASG to 
the effect that there has been no registration under the 
1933 Act or any applicable state securities law and that the 
Stock may not be sold or offered for sale in the absence of 
(1) an effective registration statement as to the Stock 
under the 1933 Act and any applicable state securities law 
or (2) the delivery to IASG of an opinion, in form and 
substance satisfactory to IASG, of legal counsel acceptable 
to IASG, that such registration is not required.  By 
exercising or surrendering the NQSO, Employee agrees that 
any sales made by him of shares of Stock acquired through 
the exercise or surrender of the NQSO shall be made in 
accordance with Rule 144 under the 1933 Act and any 
successor to such Rule.
	
I.             Not Employment Contract; No Shareholder 
Rights. This Option Certificate (1) shall not be deemed a 
contract of employment, (2) shall not give Employee any 
rights of any kind or description whatsoever as a 
shareholder of IASG as a result of the grant of the NQSO or 
his exercise or surrender of the NQSO before the date of the 
actual delivery of Stock subject to the NQSO to such 
Employee, (3) shall not affect or impair the right of IASG 
or a Subsidiary to terminate the employment relationship 
existing with Employee at any time, and (4) shall not confer 
on Employee any rights upon his termination of employment in 
addition to those rights expressly set forth in this Option 
Certificate. 

I.             Modification, Amendment, Adjustment and 
Cancellation.  IASG shall have the right to modify, amend, 
adjust or cancel the NQSO in accordance with the terms of 
the Plan; provided, however, Employee consents to such 
action if it adversely affects the rights of the Employee 
under this Option Certificate. 

I.             Delivery.  IASG's delivery of Stock pursuant 
to the exercise in whole or in part of the NQSO (as defined 
by  6 of this Option Certificate) shall discharge IASG of 
all of its duties and responsibilities with respect to that 
portion of the NQSO exercised.

I.             Other Laws.  IASG shall have the right to 
refuse to issue or transfer any Stock under this Option 
Certificate if IASG determines that the issuance or transfer 
of such Stock might violate any applicable law or 
regulation, and any payment tendered in such event to 
exercise the NQSO shall be promptly refunded to Employee.  

I.             Other Conditions.  If so requested by IASG 
upon the exercise or surrender of the NQSO, Employee shall 
(as a condition to the exercise or surrender of the NQSO) 
enter into any other agreement or make such other 
representations prepared by IASG which in relevant part will 
restrict the transfer of Stock acquired pursuant to this 
Option Certificate and will provide for the repurchase of 
such Stock by IASG under certain circumstances.

I.             Tax Withholding.  Employee shall have the 
right to satisfy any income tax or other applicable 
withholding requirement arising out of the exercise or 
surrender of the NQSO by electing to have IASG withhold 
Stock that otherwise would be transferred to such Employee 
as a result of the exercise or surrender of such NQSO.  To 
the extent Employee does not satisfy such income tax or 
other applicable withholding requirements by withholding 
Stock, IASG shall have the right upon the exercise or 
surrender of the NQSO to take such action as IASG deems 
necessary or appropriate to satisfy any income tax or other 
applicable withholding requirements.

I.             Governing Law.  The Plan and the NQSO shall 
be governed by the laws of the State of Delaware.



	INTERNATIONAL AIRLINE SUPPORT GROUP, INC.

By:	
Title:	

Date: