According to the Federal Aviation Administration, domestic and international passenger enplanements, which are passenger boardings, are expected to increase at an annual rate of 3.6% between 1998 and 2010 and forecasts that through 2010 annual

growth in passenger miles will average 4.5%. In addition, emerging countries tend to form their own airlines and most third world countries tend to establish private airline companies to compliment their existing and national carriers. Furthermore, air cargo carriers are expanding or being formed to address the needs of the global economy requiring timely delivery of raw materials and products.

As for business aviation, the popularity of business aircraft has increased as more companies realize the efficiency and productivity of owning and operating their own planes or having fractional ownership of business jets. According to the National Business Aviation Association Fact Book, Source Av Data, Inc., the number of domestic corporate flight departments has grown from 6,584 in 1991 to 9,317 in 2000. According to the National Business Aviation Association Fact Book, Source Av Data, Inc., the worldwide business jet fleet has more than doubled since 1980.

In addition, fractional aircraft ownership allows companies that have never before owned a

business aircraft to experience many of the efficiencies of business aviation quickly and without the typical overhead considerations associated with traditional flight departments. It also allows existing flight departments to supplement their current aircraft when needed. According to the National Business Aviation Association Fact Book, Source Av Data, Inc., the number of companies and individuals using fractional ownership grew from 2,591 in 1999 to 3,694 in 2000.

The Company’s resale service provides an established distribution point for oil company sales efforts worldwide and offers them access to markets which they do not directly serve. The Company assumes the administrative costs which would otherwise be borne by fuel suppliers. The Company typically assumes the credit risks for fuel sales.

The Company provides 24-hour single source coordinated fuel supply and delivery on a national and international basis. The Company has a network of over 400 third party locations nationally and 1,000 locations internationally through which customers can purchase fuel.

The Company offers the ability for its customers to purchase fuel on credit through its in-house credit system.

The Company has automated its Internet process to provide online pricing, fuel location and ordering information and it intends to upgrade this system to include online invoicing ordering capability. This operation offers the Company’s customers the ability to streamline the fuel purchase process and reduce internal costs dedicated to fuel logistics by providing a single source through which fuel sales can be made and automatically released to the business jet customer.

The Company’s customers include passenger, cargo and charter airlines as well as business aviation customers. The Company’s primary customers are small to medium sized commercial carriers and business fleet managers not directly served by major oil

companies and other fuel suppliers.

The Company purchases its fuel from suppliers worldwide. For the year ended June 30, 2001, approximately 28% of the jet fuel purchases were made from British Petroleum and approximately 12% were made from each of Tosco and ARCO. ARCO is affiliated with British Petroleum. The Company’s cost of fuel is generally tied to market-based formulas. The Company is currently extended unsecured trade credit for its fuel purchases.

Gross profit increased 10.0% to $12.1 million in fiscal year ended June 30, 2001 from $11.0 million in fiscal year ended June 30, 2000.

Selling, general and administrative expenses in fiscal year ended June 30, 2001 increased 24.4% to $5.6 million from $4.5 million in fiscal year ended June 30, 2000.

Provision for bad debts decreased 40.0% in fiscal year ended June 30, 2001 to $3.0 million from $5.0 million in fiscal year ended June 30, 2000.

Interest expense (net) decreased 50.0% in fiscal year ended June 30, 2001 to $0.6 million from $1.2 million in fiscal year ended June 30, 2000.