Statement re: Aer Lingus

Ryanair Holdings PLC
26 September 2007






Mr John Sharman                             JC/9065
Chairman
Aer Lingus Group plc
Head Office
Dublin Airport
Co Dublin                                   26th September, 2007

Dear Mr Sharman,

We refer to your letter of 17 September which contains a second unlawful
rejection of a legitimate and legal request from a 10% plus shareholder of Aer
Lingus to hold an EGM to discuss the closure of the profitable Shannon-Heathrow
route. Your letter also makes a series of claims which are factually untrue and
legally untenable.

 1. The Directors of Aer Lingus do not have any discretion in this matter. Aer
    Lingus's Articles of Association and the Companies Act clearly oblige the
    Board of Aer Lingus to comply with any request from a shareholder owning 10%
    or more of Aer Lingus, to hold an EGM, at any time. The Board of Aer Lingus
    has no legal power to reject this request.

 2. This second unlawful rejection of a legitimate EGM request is a further
    breach of Irish company law by the Board of Aer Lingus. The Directors are in
    continuing breach of their statutory duty and remain personally liable for
    this breach.

 3. Your claim that the holding of an EGM would infringe competition law is of
    course absurd. Aer Lingus will shortly call an EGM to approve your long-haul
    aircraft order. Ryanair will be perfectly entitled to attend and vote at
    this EGM without in any way compromising competition law. Indeed, to follow
    your ridiculous line of argument, you and your fellow directors of Aer
    Lingus would have already breached competition law by having permitted
    Ryanair to participate and vote at this year's AGM. Aer Lingus appears to
    invoke competition concerns only when it suits your purposes, regardless of
    how absurd or legally untenable these claims are.

 4. The fact that our proposed EGM motion would promote competition between
    Ryanair and Aer Lingus on the Shannon-London citypair removes any question
    or possibility of an infringement of competition law. Since Ryanair only
    owns 29.4% of Aer Lingus, we can easily be outvoted by other shareholders at
    any such EGM. Furthermore since Ryanair has never sought, nor seeks any
    agreement with Aer Lingus, the issue of competition law does not at any time
    arise.

 5. Your claim that 'Aer Lingus will not engage in illegal conduct' is a false
    one, when your rejection of two separate legitimate requests for an EGM is
    in itself illegal conduct. Your unlawful refusal to allow shareholders to
    discuss the withdrawal of the profitable Shannon-Heathrow route at a time
    when the Company's interim profits have collapsed by 58% from €16m in 2006
    to just €6m in 2007 is inexplicable. Perhaps this rejection has more to do
    with Aer Lingus's desire to avoid any shareholder discussion of these
    lamentable interim results or this precipitous decline in profitability? The
    fact that Aer Lingus would have reported an interim loss, had it not been
    for the €9m increase in interest income (earned from the funds raised
    directly from shareholders at last September's IPO) highlights how awful Aer
    Lingus's trading has become. This collapse in profits has been accompanied
    by a similar collapse in your share price from over €3.00 to currently less
    than €2.40. Some of your own employees used their pension funds to acquire
    Aer Lingus shares at over €3.00 and are now suffering losses of over 20%. Do
    you feel no obligation towards your shareholders?

 6. Ryanair's criticisms of Aer Lingus's interim results is entirely valid and
    your attempt to avoid comment on this collapse in profitability is
    noteworthy. Since your rejection of Ryanair's offer of €2.80 per share last
    October, the Board and Management of Aer Lingus have presided over:

      + A 20% decline in Aer Lingus's share price from over €3 to under
        €2.40.
      + A 58% collapse in interim profits from €16m to just €6m.
      + An interim loss (if one excludes the additional interest income from
        shareholder receipts at last September's IPO).
      + A 7% decline in your cargo business which you previously claimed you
        had 're-energised'.
      + A 12% increase in staff costs and a 6% increase in staff numbers when
        traffic only grew by 6%.
      + A 10% increase in airport charges when traffic only rose by 6%.
      + A 16% increase in Ground Ops costs when traffic only grew by 6%.
      + An astonishing €24m - four times Aer Lingus' interim profits - has
        been wasted to date defending Ryanair's €2.80 offer which was in any
        event doomed to failure since mid October last when the Government, the
        ESOT and other employee groups rejected it.

Aer Lingus's repeated refusal to hold a lawfully requested EGM (as required
under Section 132 of the Companies Act 1963) constitutes illegal and unlawful
conduct by the Board and Directors of Aer Lingus Group plc. This unlawful action
shows clear oppression and disregard of the interests of Ryanair as a minority
shareholder in Aer Lingus. The fact that the Board and Directors of Aer Lingus
will go so far as to engage in unlawful activity and commit a breach of their
statutory and fiduciary duty conclusively demonstrates that Ryanair has no
control nor influence over the management and conduct of the business of Aer
Lingus.

We have referred this unlawful behaviour to our legal advisors and will consider
with them whether we should pursue our shareholder rights under the Companies
Act 1963 or through the Courts. In the interim we will continue to closely
monitor the actions of the Board and Management of Aer Lingus Group plc.

Yours sincerely



Jim Callaghan

Company Secretary



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