0001193125-09-017601 Sample Contracts

AMENDMENT NO. 3
Alabama Aircraft Industries, Inc • February 3rd, 2009 • Aircraft • New York

AMENDMENT NO. 3, executed this 28th day of January, 2009 (this “Amendment”), with an effective date as of December 31, 2008 (the “Amendment No. 3 Effective Date”), to the Purchase Agreement, dated as of February 15, 2006, as amended by that certain Amendment No. 1 (“Amendment No. 1”) dated as of February 15, 2007, and as amended by that certain Amendment No. 2 (“Amendment No. 2”) dated as of July 31, 2007 (as further amended, supplemented, amended and restated or otherwise modified from time to time, the “Purchase Agreement”), among Special Value Bond Fund, LLC, a Delaware limited liability company (“Holder”), Alabama Aircraft Industries, Inc., formerly known as Pemco Aviation Group, Inc., a Delaware corporation (the “Company”) and Guarantors a party thereto. Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Purchase Agreement as amended hereby.

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