Aircastle Advisor LLC
000 Xxxxx Xxxxxxxx Xxxxx, 0xx Xxxxx
Xxxxxxxx XX 00000
March 8, 2006
Xxxxx Xxxxxx
000 Xxxxx Xxxxx Xxxxxx
Xxx Xxxxxxxxx XX 00000
Dear Xxxx:
Reference is made to that certain letter agreement, dated February 3, 2005
(the "Letter Agreement"), between you and Aircastle Advisor LLC.
1. Initial Grant.
On and as of the date hereof you have executed a Restricted Share Agreement
in respect of certain shares of Aircastle Investment Limited. Accordingly,
the final two paragraphs under "Annual Discretionary Incentive
Compensation" are deleted from the Letter Agreement.
2. Miscellaneous.
(a) You confirm receipt of your "Guaranteed 2005 Bonus".
(b) Except as expressly set forth herein, the Letter Agreement remains in
full force and effect, unchanged.
AIRCASTLE ADVISOR LLC
By: /s/ Xxxx Xxxxxxx
----------------------------
Accepted and agreed to, this 8th day of March, 2006:
/s/ Xxxxx Xxxxxx
--------------------------------
Xxxxx Xxxxxx
