[AIR METHODS CORPORATION LETTERHEAD]


February 10, 2006

U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549

Re:  Air Methods Corporation Registration Statement on Form S-8 (File No.
     333-128957) filed on October 12, 2005

Ladies and Gentlemen:

     Air Methods Corporation, a Delaware corporation (the "Company"),
respectfully requests that the Company's Registration Statement on Form S-8,
File No. 333-128957, filed on October 12, 2005 (the "Registration Statement") be
withdrawn pursuant to Rule 477 of the Securities Act of 1933, as amended (the
"Act").

     The Company filed the Registration Statement for purposes of registering
1,000,000 shares of its common stock issuable under the Company's 2005 Equity
Incentive Plan (the "Plan"). The Company is seeking to withdraw the Registration
Statement because the Plan has not become effective as the stockholders did not
approve the Plan at the Company's 2005 annual meeting of stockholders. No shares
have been issued under the Plan. The Company's Board of Directors believes that
the Commission's approval of this application would be consistent with the
public interest and the protection of investors.

     The Company respectfully requests that the Commission issue an order
granting withdrawal of the Registration Statement. The Company further requests
that all fees paid to the Commission in connection with the filing of this
Registration Statement be credited for future use in accordance with Rule 457(p)
of the Act.

     Please direct any questions regarding this matter to Lester R. Woodward or
Kristin L. Lentz of Davis Graham & Stubbs LLP, counsel to the Company, at (303)
892-7392 or (303) 892-7334, respectively.


                                   Sincerely,

                                   /s/ Aaron D. Todd

                                   Aaron D. Todd
                                   Chief Executive Officer