POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints
Gerald L.  Baxter,  signing  individually,  the  undersigned's  true and  lawful
attorney-in fact and agent to:

(1) execute for and on behalf of the undersigned, an officer, director or holder
of 10% of more of a registered class of securities of OneTravel  Holdings,  Inc.
(the  "Company"),  Forms  3, 4 and 5 in  accordance  with  Section  16(a) of the
Securities  Exchange Act of 1934, as amended (the "Exchange  Act") and the rules
thereunder;

(2) do and  perform any and all acts for and on behalf of the  undersigned  that
may be  necessary  or  desirable  to complete  and execute  such Form 3, 4 or 5,
complete and execute any amendment or amendments  thereto,  and timely file such
forms or amendments  with the United States  Securities and Exchange  Commission
and any stock exchange or similar authority; and

(3) take any other  action  of any  nature  whatsoever  in  connection  with the
foregoing which, in the opinion of such attorney-in-fact,  may be of benefit, in
the best  interest  of,  or  legally  required  by,  the  undersigned,  it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned  pursuant to this Power of Attorney  shall be in such form and shall
contain such terms and conditions as such  attorney-in-fact  may approve in such
attorney-in-fact's discretion.

The undersigned hereby grants to such  attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever  requisite,  necessary,
or proper to be done in the  exercise  of any of the rights  and  powers  herein
granted,  as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation,  hereby
ratifying   and   confirming   all   that   such   attorney-in-fact,   or   such
attorney-in-fact's  substitute or substitutes,  shall lawfully do or cause to be
done by virtue of this  power of  attorney  and the  rights  and  powers  herein
granted. The undersigned  acknowledges that the foregoing  attorney-in-fact,  in
serving in such capacity at the request of the undersigned, is not assuming, nor
is the Company  assuming,  any of the undersigned's  responsibilities  to comply
with Section 16 of the Exchange Act.

This Power of Attorney  shall remain in full force and effect until the earliest
to occur of (a) the  undersigned is no longer  required to file Forms 3, 4 and 5
with respect to the  undersigned's  holdings of and  transactions  in securities
issued by the Company,  or (b) revocation by the undersigned in a signed writing
delivered to the foregoing attorney-in-fact.

IN WITNESS  WHEREOF,  the  undersigned  has cause this Power of  Attorney  to be
executed as of this 29th day of December, 2005.



/s/ Ronald L. Attkisson
- -----------------------
Ronald L. Attkisson