Exhibit 10.13(e)

               AMENDMENT NUMBER 5 TO PURCHASE AGREEMENT GCT-025/98

This Amendment Number 5 to Purchase Agreement GCT-025/98, dated as of October
15, 1999 ("Amendment No. 5") relates to the Purchase Agreement GCT-025/98
between EMBRAER - Empresa Brasileira de Aeronautica S.A. ("EMBRAER") and
Solitair Corp. ("BUYER") dated June 17, 1998 as amended from time to time
(together referred to herein as the "Agreement"). This Amendment No. 5 is
between EMBRAER and BUYER, collectively referred to herein as the "Parties".

This Amendment No. 5 constitutes an amendment and modification regarding the
Confirmation of Option Aircraft Group One, pursuant to Article 31 of the
Purchase Agreement. All terms defined in the Agreement and not defined herein
shall have the meaning given in the Agreement when used herein, and in case of
any conflict between this Amendment No.5 and the Agreement, this Amendment No.5
shall control.

NOW, THEREFORE, in consideration of the foregoing, EMBRAER and BUYER do hereby
agree as follows:

1.    CONFIRMATION OF OPTION AIRCRAFT GROUP ONE

The date for Confirmation of Option Aircraft Group One shall be changed to
[*] and Article 24.is hereby deleted and replaced to read as follows:

      "24.  OPTION FOR THE PURCHASE OF ADDITIONAL EMB-145 AIRCRAFT
            . . . . . . . . . .

      e.    CONFIRMATION OF GROUPS ONE AND TWO Buyer's option to purchase Option
            Group One shall be confirmed [*]

2.    PROGRESS PAYMENT FOR THE FIRST AIRCRAFT OF OPTION GROUP ONE

Notwithstanding the provisions of Article 24.d.2 of the Purchase Agreement, the
first progress payment of [*] based upon payment pursuant to Article 24(d)(1))
for the first Aircraft of Option Group One shall be due and payable [*]

3.    MISCELLANEOUS

All other provisions of the Agreement which have not been specifically amended
or modified by this Amendment shall remain valid in full force and effect
without any change.

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* Confidential




IN WITNESS WHEREOF, EMBRAER and BUYER, by their duly authorized officers, have
entered into and executed this Amendment No. 5 to be effective as of the date
first written above.

EMBRAER - Empresa Brasileira de                  Solitair Corp.
Aeronautica S.A.


By /s/ Satoshi Yokota                            By /s/ Frederick Simon
  ----------------------------                     ----------------------------
Name:  Satoshi Yokota                            Name:  Frederick Simon
  ----------------------------                     ----------------------------
Title: E.V.P. Industrial                         Title: President
  ----------------------------                     ----------------------------


By /s/ Flavio Rimoli                             Date:  October 15, 1999
  ----------------------------
Name: Flavio Rimoli                              Place: Greenwich, USA
  ----------------------------
Title: Director of Contracts
  ----------------------------


Date:  October 21, 1999

Place: Sao Jose dos Campos, Brazil