EXHIBIT 10.11 IRREVOCABLE STOCK POWER

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                                                                   EXHIBIT 10.11

                             IRREVOCABLE STOCK POWER

      FOR VALUE RECEIVED, the undersigned, WORLD AIR HOLDINGS, INC., a Delaware

corporation (hereinafter referred to as the "Assignor"), has fully and

irrevocably granted, assigned and transferred and hereby does fully and

irrevocably grant, assign and transfer to_______________________and the

successors, transferees, assigns and personal representatives thereof

(hereinafter collectively referred to as the "Assignee") the following property:

                  100% of the shares of common stock of NORTH AMERICAN

                  AIRLINES, INC., a Delaware corporation, represented by

                  certificate number 10.

      Assignor hereby irrevocably appoints Assignee to be Assignor's true and

lawful attorney-in-fact, with full p