Amendment #6 to Sikorsky Agreement

Exhibit 10.7

AMENDMENT TO S-76 NEW HELICOPTER SALES AGREEMENT

THIS AMENDMENT, dated as of the Acceptance Date stated below, by and between the Sikorsky Contracting Entity (“Sikorsky”) named below and the Buyer named below, hereby amends the S-76 New Helicopter Sales Agreement between the parties as follows:

     1. Definitions/Information for this Amendment

Buyer:		Offshore Logistics, Inc.
Sikorsky Contracting Entity:		Sikorsky Aircraft Corporation
Sikorsky Contract No.:		S76TD02065
Amendment No.:		6

     2. Amendment — Amend the S-76 Sales Agreements as follows:

     A. Configuration

     No change

     B. Schedule

     The scheduled presentation dates for the Helicopter Acceptance and Completion Services Acceptance of aircraft delivered in 2005 are as follows:

		Helicopter		Completion Services
10th Helicopter		November 30, 2004		February 28, 2005
11th Helicopter		December 24, 2004		March 31, 2005
12th Helicopter		May 31, 2005		August 31, 2005

     C. Due to a current shortage of servos, Sikorsky may elect to transport the aircraft to the Completion Center using “used, airworthy” servos. These three main rotor servos and/or one tall rotor servo will be removed from the helicopter and retained by Sikorsky. Prior to the scheduled presentation date of the completion services, Sikorsky will install “new production servos” (in accordance with Sikorsky type design) for the delivery of the helicopter.

3.

Reaffirmation — Except as modified above, all of the provisions of the Agreement remain the same, and the Agreement as modified hereby, is reaffirmed.

     IN WITNESS WHEREOF, this Amendment has been executed by each party’s authorized representative.

Offshore Logistics, Inc.:		Sikorsky Aircraft Corporation:
By: /s/ Drury A. Milke		By: /s/ MB Maurer
Name: Drury A. Milke		Name: M.B. Maurer
Title: President		Title: Vice President — Commercial Programs
Date: October 11, 2004		Date: October 11, 2004