Atlas Air Announces Common Stock Offering.

Business Editors

GOLDEN, Colo.--(BUSINESS WIRE)--May 11, 2000

Atlas Air, Inc. (NYSE:CGO) announced today that, subject to market conditions, it plans to sell approximately 3 million primary shares of common stock under its currently effective shelf registration statement. The proceeds of the offering will be utilized to prepay certain indebtedness of Atlas, which will reduce both its leverage and its ongoing interest expense, and for general corporate purposes. In conjunction with this offering, Michael Chowdry, Chairman, Chief Executive Officer and President of Atlas Air, along with certain other senior executives, will sell approximately 2.2 million additional shares. Morgan Stanley Dean Witter will act as bookrunner for the offering.

Atlas Air is a United States certificated air carrier that operates a fleet of 747 freighters under long-term ACMI contracts. These contracts include the provision by Atlas of air cargo capacity for some of the world's leading international carriers. Atlas operates scheduled flights on behalf of its customer airlines to 101 cities in 46 countries.

Copies of the preliminary prospectus supplement and prospectus relating to the offering may be obtained from Morgan Stanley Dean Witter, 1585 Broadway, New York, NY 10036.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of such jurisdiction.

To the extent that any of the statements contained herein relating to the Company's expectations, assumptions and other Company matters are forward-looking, they are made in reliance upon the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements are based on current expectations that involve a number of uncertainties and risks that could cause actual results to differ materially from those projected in the forward-looking statements, including, but not limited to, risks associated with: worldwide business and economic conditions; product demand and the rate of growth in the air cargo industry; the impact of competitors and competitive aircraft and aircraft financing availability; the ability to attract and retain new and existing customers; normalized aircraft operating costs and reliability; management of growth; the continued productivity of its workforce; dependence on key personnel; and regulatory matters. For additional information regarding these and other risk factors, reference is made to the Company's Annual Report on Form 10-K for the year ended December 31, 1999.