SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                           --------------------------



                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) OCTOBER 17, 1997

                             AVIATION SALES COMPANY
--------------------------------------------------------------------------------
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

DELAWARE                            1-11775                      65-0665658
--------------------------------------------------------------------------------
(STATE OR OTHER JURISDICTION      (COMMISSION                 (IRS EMPLOYER
OF INCORPORATION)                 FILE NUMBER)              IDENTIFICATION NO.)

            6905 NW 25TH STREET, MIAMI, FL                         33122
--------------------------------------------------------------------------------
     (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                    (ZIP CODE)

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (305) 592-4055

                                       N/A
--------------------------------------------------------------------------------
          (FORMER NAME OR FORMER ADDRESS; IF CHANGED SINCE LAST REPORT)



                                        1


<PAGE>

ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS

         On October 17, 1997, Aviation Sales Company, a Delaware corporation
(the "Company") closed its previously announced acquisition of substantially all
of the assets of Kratz-Wilde Machine Company, a Kentucky corporation
("Kratz-Wilde") pursuant to an asset purchase agreement with Kratz-Wilde.
Kratz-Wilde specializes in the manufacture of machined components primarily for
jet engines, and also produces some automotive and faucet components (the
"Business").

         At the closing, the Company paid to Kratz-Wilde an aggregate
$40,000,000 in cash, and delivered a promissory note in the original principal
amount of $2,500,000 and assumed certain liabilities of Kratz-Wilde in the
approximate amount of $2.5 million. The acquisition was financed from the
Company's bank lines of credit. The purchase price was determined in arms-length
negotiations between the Company and Kratz-Wilde.

         The assets acquired pursuant to the asset purchase agreement included,
among other things: all right, title and interest of Kratz-Wilde in and to (i)
real property and all plants, buildings and improvements owned, leased or used
by Kratz-Wilde, (ii) fixed assets owned, leased or otherwise used by
Kratz-Wilde, including equipment, (iii) inventory and (iv) contracts,
agreements, leases of personal property. For the foreseeable future, the Company
intends to utilize such assets in connection with the operations of the
Business.

         In addition, Mr. Jerry Bach signed an employment agreement for an
initial term expiring on December 31, 1999 to serve as President of the
Company's subsidiary that acquired the assets of Kratz-Wilde.

         The foregoing is a summary of certain information contained in the
asset purchase agreement referenced herein. Reference is made to the more
detailed information contained in such agreement, which is attached hereto as an
exhibit.

ITEM 5.  OTHER EVENTS

         On October 17, 1997, the Company amended its bank lending agreement
pursuant to the terms of a Third Amended and Restated Credit Agreement (the
"Third Amended Credit Agreement"). Pursuant to the Third Amended Credit
Agreement, the Company has obtained a credit facility consisting of (a) a term
loan facility (the "Third Amended Term Loan") in a principal amount of $18.57
million, and (b) a $131.43 million revolving loan, letter of credit and
acquisition loan facility, subject to an availability calculation based on the
eligible borrowing base (the "Third Amended Revolving Credit Facility"). The
eligible borrowing base includes certain receivables and inventories of the
Company. The letter of credit portion of the Third Amended Revolving Credit
Facility is subject to a $15 million sublimit and the acquisition loan portion
of the Third Amended Revolving Credit Facility is subject to a $40.0 million
sublimit, with the imposition of certain borrowing criteria based on the
satisfaction of certain debt ratios. The interest rate on the Third Amended
Credit Facility is, at the option of the Company, (a) prime plus a margin, or
(b) LIBOR plus a margin, where the margin determination is made based upon the
Company's financial performance over the 12 month period (ranging from 0.0% to
1.25% in the event prime is utilized, or 1.50% to 2.75% in the event LIBOR is
utilized). At October 17, 1997, the margin was .25% for prime rate loans and
1.75% for LIBOR rate loans.

         The Third Amended Term Loan, as well as any portion of the revolving
credit facility utilized to make acquisitions, amortizes in equal quarterly
installments and terminates on July 31, 2002. Interim payments under the Third
Amended Revolving Credit Facility will be made from daily collections of the
Company's accounts receivable. The Third Amended Revolving Credit Facility will
terminate on July 31, 2002. The Third Amended Credit Facility contains financial
and other covenants and mandatory prepayment events, as defined. At October 17,
1997, the Company was in compliance with all covenants of the Third Amended
Credit Facility. The Third Amended Credit Facility is secured by a lien on
substantially all of the assets of the Company. At October 17, 1997, the
outstanding balances under the Third Amended Term Loan and Third Amended
Revolving Credit Facility were $58,571,000 (including $40.0 million borrowed
under the acquisition subfacility) and $70,650,000, respectively.

         The foregoing is a summary of certain information contained in the
credit agreement referenced herein. Reference is made to the more detailed
informaton contained in such agreement, which is attached hereto as an exhibit.


                                       2
<PAGE>



ITEM 7.           FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND 
                  EXHIBITS.

         (A)      FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
                  Financial statements of business acquired shall be provided 
                  pursuant to an amendment to this Form 8-K

         (B)      PRO FORMA FINANCIAL INFORMATION.
                  Pro Forma financial information shall be provided pursuant 
                  to an amendment to this Form 8-K

         (C)      EXHIBITS.



     EXHIBIT NO.                        DESCRIPTION
     -----------                        -----------

         2.1           Asset Purchase Agreement by and between Aviation Sales
                       Company and Kratz-Wilde Machine Company

        10.1           Third Amended and Restated Credit Agreement dated
                       as of October 17, 1997, among Aviation Sales Operating
                       Company, Aerocell, AVS/Kratz-Wilde Machine Company, the 
                       Company, the Lenders and Citicorp USA, Inc., as agent.







                                       3
<PAGE>


                                    SIGNATURE

        Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

October 30, 1997                         AVIATION SALES COMPANY

                                      By:/s/ JOSEPH E. CIVILETTO
                                         -------------------------------------
                                         Joseph E. Civiletto
                                         Vice President and
                                         Chief Financial Officer
                                         (Authorized Officer)






                                       4
<PAGE>
                                 EXHIBIT INDEX


EXHIBIT             DESCRIPTION
-------             -----------


 2.1           Asset Purchase Agreement by and between Aviation Sales
               Company and Kratz-Wilde Machine Company

10.1           Third Amended and Restated Credit Agreement dated
               as of October 17, 1997, among Aviation Sales Operating
               Company, Aerocell, AVS/Kratz-Wilde Machine Company, the 
               Company, the Lenders and Citicorp USA, Inc., as agent.
[{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 8611}]
{"company-data": {"conformed-name": "AVIATION SALES CO", "cik": "0001012159", "assigned-sic": "5084", "irs-number": "650665658", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-11775", "film-number": "97706573"}, "business-address": {"street1": "6905 NW 25TH ST", "city": "MIAMI", "state": "FL", "zip": "33122", "phone": "3055924055"}, "mail-address": {"street1": "6905 NW 25TH ST", "street2": "6905 N W 25TH STREET", "city": "MIAMI", "state": "FL", "zip": "33122"}}
SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                           --------------------------

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) OCTOBER 17, 1997

                             AVIATION SALES COMPANY
--------------------------------------------------------------------------------
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

DELAWARE                            1-11775                      65-0665658
--------------------------------------------------------------------------------
(STATE OR OTHER JURISDICTION      (COMMISSION                 (IRS EMPLOYER
OF INCORPORATION)                 FILE NUMBER)              IDENTIFICATION NO.)

            6905 NW 25TH STREET, MIAMI, FL                         33122
--------------------------------------------------------------------------------
     (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                    (ZIP CODE)

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (305) 592-4055

                                       N/A
--------------------------------------------------------------------------------
          (FORMER NAME OR FORMER ADDRESS; IF CHANGED SINCE LAST REPORT)

                                        1
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS

         On October 17, 1997, Aviation Sales Company, a Delaware corporation
(the "Company") closed its previously announced acquisition of substantially all
of the assets of Kratz-Wilde Machine Company, a Kentucky corporation
("Kratz-Wilde") pursuant to an asset purchase agreement with Kratz-Wilde.
Kratz-Wilde specializes in the manufacture of machined components primarily for
jet engines, and also produces some automotive and faucet components (the
"Business").

         At the closing, the Company paid to Kratz-Wilde an aggregate
$40,000,000 in cash, and delivered a promissory note in the original principal
amount of $2,500,000 and assumed certain liabilities of Kratz-Wilde in the
approximate amount of $2.5 million. The acquisition was financed from the
Company's bank lines of credit. The purchase price was determined in arms-length
negotiations between the Company and Kratz-Wilde.

         The assets acquired pursuant to the asset purchase agreement included,
among other things: all right, title and interest of Kratz-Wilde in and to (i)
real property and all plants, buildings and improvements owned, leased or used
by Kratz-Wilde, (ii) fixed assets owned, leased or otherwise used by
Kratz-Wilde, including equipment, (iii) inventory and (iv) contracts,
agreements, leases of personal property. For the foreseeable future, the Company
intends to utilize such assets in connection with the operations of the
Business.

         In addition, Mr. Jerry Bach signed an employment agreement for an
initial term expiring on December 31, 1999 to serve as President of the
Company's subsidiary that acquired the assets of Kratz-Wilde.

         The foregoing is a summary of certain information contained in the
asset purchase agreement referenced herein. Reference is made to the more
detailed information contained in such agreement, which is attached hereto as an
exhibit.

ITEM 5.  OTHER EVENTS

         On October 17, 1997, the Company amended its bank lending agreement
pursuant to the terms of a Third Amended and Restated Credit Agreement (the
"Third Amended Credit Agreement"). Pursuant to the Third Amended Credit
Agreement, the Company has obtained a credit facility consisting of (a) a term
loan facility (the "Third Amended Term Loan") in a principal amount of $18.57
million, and (b) a $131.43 million revolving loan, letter of credit and
acquisition loan facility, subject to an availability calculation based on the
eligible borrowing base (the "Third Amended Revolving Credit Facility"). The
eligible borrowing base includes certain receivables and inventories of the
Company. The letter of credit portion of the Third Amended Revolving Credit
Facility is subject to a $15 million sublimit and the acquisition loan portion
of the Third Amended Revolving Credit Facility is subject to a $40.0 million
sublimit, with the imposition of certain borrowing criteria based on the
satisfaction of certain debt ratios. The interest rate on the Third Amended
Credit Facility is, at the option of the Company, (a) prime plus a margin, or
(b) LIBOR plus a margin, where the margin determination is made based upon the
Company's financial performance over the 12 month period (ranging from 0.0% to
1.25% in the event prime is utilized, or 1.50% to 2.75% in the event LIBOR is
utilized). At October 17, 1997, the margin was .25% for prime rate loans and
1.75% for LIBOR rate loans.

         The Third Amended Term Loan, as well as any portion of the revolving
credit facility utilized to make acquisitions, amortizes in equal quarterly
installments and terminates on July 31, 2002. Interim payments under the Third
Amended Revolving Credit Facility will be made from daily collections of the
Company's accounts receivable. The Third Amended Revolving Credit Facility will
terminate on July 31, 2002. The Third Amended Credit Facility contains financial
and other covenants and mandatory prepayment events, as defined. At October 17,
1997, the Company was in compliance with all covenants of the Third Amended
Credit Facility. The Third Amended Credit Facility is secured by a lien on
substantially all of the assets of the Company. At October 17, 1997, the
outstanding balances under the Third Amended Term Loan and Third Amended
Revolving Credit Facility were $58,571,000 (including $40.0 million borrowed
under the acquisition subfacility) and $70,650,000, respectively.

         The foregoing is a summary of certain information contained in the
credit agreement referenced herein. Reference is made to the more detailed
informaton contained in such agreement, which is attached hereto as an exhibit.

                                       2
ITEM 7.           FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND 
                  EXHIBITS.

         (A)      FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
                  Financial statements of business acquired shall be provided 
                  pursuant to an amendment to this Form 8-K

         (B)      PRO FORMA FINANCIAL INFORMATION.
                  Pro Forma financial information shall be provided pursuant 
                  to an amendment to this Form 8-K

         (C)      EXHIBITS.

     EXHIBIT NO.                        DESCRIPTION
     -----------                        -----------

         2.1           Asset Purchase Agreement by and between Aviation Sales
                       Company and Kratz-Wilde Machine Company

        10.1           Third Amended and Restated Credit Agreement dated
                       as of October 17, 1997, among Aviation Sales Operating
                       Company, Aerocell, AVS/Kratz-Wilde Machine Company, the 
                       Company, the Lenders and Citicorp USA, Inc., as agent.

                                       3
SIGNATURE

        Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

October 30, 1997                         AVIATION SALES COMPANY

                                      By:/s/ JOSEPH E. CIVILETTO
                                         -------------------------------------
                                         Joseph E. Civiletto
                                         Vice President and
                                         Chief Financial Officer
                                         (Authorized Officer)

                                       4
EXHIBIT INDEX

EXHIBIT             DESCRIPTION
-------             -----------

 2.1           Asset Purchase Agreement by and between Aviation Sales
               Company and Kratz-Wilde Machine Company

10.1           Third Amended and Restated Credit Agreement dated
               as of October 17, 1997, among Aviation Sales Operating
               Company, Aerocell, AVS/Kratz-Wilde Machine Company, the 
               Company, the Lenders and Citicorp USA, Inc., as agent.