Mercury Air Group's Board of Directors Approves Reverse/Forward Stock Split

Mercury Air Group's Board of Directors Approves Reverse/Forward
Stock Split
Mercury's Actions Would Save Company Millions in SOX 404 Costs 


LOS ANGELES, March 22  /PRNewswire-FirstCall/ -- Mercury Air Group, Inc.
(AMEX:MAX) today announced that a Special Committee of independent directors of
its Board of Directors recommended and its full Board of Directors approved an
amendment to its certificate of incorporation, which, if approved by Mercury's
stockholders, would result in a one-for-501 reverse stock split of Mercury's
common stock followed by a 501-for-one forward stock split. Stockholders whose
shares are converted into less than one share in the reverse split because they
have fewer than 501 shares at the effective date of the reverse split would
receive a cash payment from Mercury of $4.00 for each share of common stock
that they held immediately prior to the reverse stock split, a premium of 19%
over the American Stock Exchange closing price on March 21, 2005.

Stockholders who own 501 or more shares before the reverse stock split would
not be affected by the transaction.  The reverse/forward stock split is subject
to Mercury's lender's consent and the approval of Mercury's stockholders.  The
Board would also have the discretion if and when to affect the transaction and
reserves the right to abandon the transaction even if it is approved by
Mercury's stockholders.

If the reverse/forward split is affected, Mercury is expected to have fewer
than 300 common stockholders of record.  And in that event, Mercury intends to
deregister its common stock under the Securities Exchange Act of 1934, and
Mercury's common stock would no longer be traded on the American Stock
Exchange.

Although Mercury's shares no longer would be traded on the American Stock
Exchange, Mercury expects that its common stock would be quoted on the Pink
Sheets.  The Pink Sheets, LLC is a provider of pricing and financial
information for the over-the-counter (OTC) securities markets.  It is a
centralized quotation service that collects and publishes market maker quotes
in real time primarily through its website, http://www.pinksheets.com/, which
provides stock and bond price quotes, financial news and information about
securities traded.

No assurance can be given that any transaction will take place on these or any
other terms or that the Company's stock will be quoted and traded on the Pink
Sheets.

"The transaction would result in Mercury no longer being required to comply
with Section 404 of the Sarbanes-Oxley Act, the cost of which has been
estimated to be up to $3,000,000 or more through June 30, 2007 and
approximately $500,000 per year thereafter" said Joseph A. Czyzyk, Mercury's
Chairman and Chief Executive Officer, and further commenting: "We continue to
evaluate practices that can be implemented if we deregister, including
providing quarterly and annual audited financial information for our
stockholders.  We also anticipate having annual stockholders meetings."

Important Legal Information: Investors and holders of Mercury common stock are
urged to read the proxy statement (which will contain a list of the names,
affiliations and interests of participants in the solicitation of proxies)
regarding the proposed transaction when it becomes available, because it will
contain important information.  The proxy statement will be filed with the U.S.
Securities and Exchange Commission by Mercury, and investors and holders of
Mercury common stock may obtain a free copy of the proxy statement when it
becomes available, and other documents filed with the SEC by Mercury, at the
SEC's website at http://www.sec.gov/.  The proxy statement and other documents
filed by Mercury may also be obtained free by directing a request to Mercury
Air Group, Inc., 5456 McConnell Avenue, Los Angeles, California 90066,
telephone number [phone].

About Mercury Air Group

Los Angeles-based Mercury Air Group (AMEX:MAX) provides aviation petroleum
products, air cargo services and transportation, and support services for
international and domestic commercial airlines, general and government aircraft
and specialized contract services for the United States government.  Mercury
Air Group operates three business segments worldwide: MercFuel, Inc., Maytag
Aircraft Corporation and Mercury Air Cargo, Inc.  For more information, please
visit http://www.mercuryairgroup.com/.

   Company Contact:
   Joseph Czyzyk
   Mercury Air Group, Inc.
   [phone]


DATASOURCE: Mercury Air Group, Inc.



CONTACT:  Joseph Czyzyk of Mercury Air Group, Inc., [phone]



Web site:  http://www.pinksheets.com/ 

Web site:  http://www.mercuryairgroup.com/ 

Copyright