THIS NOTE AND ANY SECURITIES TO BE ISSUED UPON THE CONVERSION HEREOF HAVE NOT

BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR

UNDER THE SECURITIES LAWS OF ANY STATE OR JURISDICTION AND MAY NOT BE SOLD,

OFFERED FOR SALE OR OTHERWISE TRANSFERRED UNLESS REGISTERED OR QUALIFIED UNDER

SAID ACT AND APPLICABLE STATE SECURITIES LAWS OR UNLESS THE COMPANY RECEIVES AN

OPINION, IN REASONABLY ACCEPTABLE FORM AND SCOPE, OF COUNSEL REASONABLY

SATISFACTORY TO THE COMPANY THAT REGISTRATION, QUALIFICATION OR OTHER SUCH

ACTIONS ARE NOT REQUIRED UNDER ANY SUCH LAWS. ANY SECURITIES ISSUED UPON THE

CONVERSION HEREOF MAY BEAR A COMPARABLE LEGEND.



                               AIM AIRCRAFT, INC.



                           CONVERTIBLE PROMISSORY NOTE





$5,000,000                                                    September 30, 2001





      FOR VALUE RECEIVED, and in consideration for the full and prompt

performance of the Holders' (as defined herein) obligations under the agreements

listed in SCHEDULE A attached hereto (the "Lease Agreements"), and except as

such performance may have been extinguished pursuant to the terms of the Lease

Agreements or that certain Purchase Agreement (as defined below), AIM Aircraft,

Inc., (the "COMPANY"), a Colorado corporation with its principal office at 7211

South Peoria Street, Suite 200, Englewood, Colorado 80112 promises to pay to the

order of Air Response Medical Transport Corp., a Delaware corporation ("ARMT"),

Global Air Rescue, Inc., a Delaware corporation and Air Response North, Inc., a

Florida corporation (the "HOLDERS"), the principal sum of FIVE MILLION DOLLARS

($5,000,000.00), together with interest on the unpaid balance of principal

hereof accruing from September 30, 2001, at the rate of 6% per year, simple

interest. All interest due under this Note shall be calculated at a daily rate

equal to 1/365th of such annual rate. All payments of principal and interest

shall be made in lawful money of the United States of America at the following

address: Air Response North, Inc., 7211 South Peoria, Suite 200, Englewood,

Colorado, 80112, or such other address as the Holders shall indicate to the

Company in writing. Each of the Holders agrees that ARMT shall act as the

Representative for each of the Holders, with full authority to act hereunder on

behalf of each of the Holders, thereby binding each of the Holders to such

action.



      This Note is non-negotiable but may be transferred to CyberCare, Inc., a

Florida corporation, located at 2500 Quantum Lakes Drive, Suite 1000, Boynton

Beach, Florida, 33426 ("CC") and is issued by the Company in connection with the

Purchase Agreement (the "PURCHASE AGREEMENT") dated effective September 30, 2001

among the Company, the Holders, CC and Global Air Charter, Inc., a Florida

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