AVIATION GROUP INC
425, 2000-11-29
AIR TRANSPORTATION, SCHEDULED
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549
                            -----------------------




                                    FORM 425

                         Pursuant to Rule 425 under the
                             Securities Act of 1933




                              AVIATION GROUP, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           TEXAS                          O-10124                75-2631373
--------------------------------------------------------------------------------
(State or other jurisdiction of    (Commission File Number)    (IRS Employer
incorporation or organization)                               Identification No.)



700 N. Pearl Street, Suite 2170
         Dallas, Texas                                             75201
--------------------------------------------------------------------------------
(Address of principal executive offices)                         (Zip Code)


Registrant's telephone number, including area code  (214) 922-8100.

                                       1
<PAGE>

The  following  notice will be published in the December 2 and 9, 2000 issues of
the Financial Post, Canada:

NOTICE IS HEREBY  GIVEN that  Travelbyus.com  Ltd.  ("Travelbyus")  and Aviation
Group,  Inc. are  proposing an  arrangement  pursuant to the  provisions  of the
Business  Corporations  Act (Ontario) and that holders of securities  (including
convertible  securities,  warrants and options) and creditors of Travelbyus  may
appear and be heard at the hearing  scheduled  before a judge presiding over the
Commercial List on Wednesday,  December 27, 2000 at 10:00 a.m. at 393 University
Avenue,  Toronto,  Ontario,  if they comply with the requirements set out in the
notice of  application  with respect to such hearing and an interim Order of the
court,  copies of which are  attached as exhibits  to a  management  information
circular (Form S-4,  Registration  Statement)  delivered to the  shareholders of
Travelbyus with respect to a meeting of its  shareholders to be held on December
20, 2000 by giving  Notice of  Intention to Appear to the  applicant's  counsel,
Cassels Brock & Blackwell LLP, and filing materials with the court no later than
5 days prior to the hearing.  Copies of the management  information circular and
proxy statement (Form S-4,  Registration  Statement) prepared in connection with
such meeting may be obtained  from the transfer  agent of Travelbyus at Montreal
Trust Company of Canada, 100 University Avenue, Toronto, Ontario M5J 2Y1.



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