<PAGE>

     As filed with the Securities and Exchange Commission on November , 1997
                                                        Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                  -------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
                                  -------------
                           KELLSTROM INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)

         DELAWARE                                        13-3753725
        (State or other juris-                          (I.R.S. Employer
        diction of incorporation                        Identification
        or organization)                                Number)

                              14000 N.W. 4TH STREET
                             SUNRISE, FLORIDA 33325
                                 (954) 845-0427

        (Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)

                           KELLSTROM INDUSTRIES, INC.
                             1996 STOCK OPTION PLAN
                            (full title of the plan)
                                 --------------
                                 ZIVI R. NEDIVI
                      PRESIDENT AND CHIEF EXECUTIVE OFFICER
                           KELLSTROM INDUSTRIES, INC.
                              14000 N.W. 4TH STREET
                             SUNRISE, FLORIDA 33325
                                 (954) 845-0427

           (Name, address, including zip code, and telephone number, including
area code, of agent for service)

            Copies of all communications, including all communications sent to
the agent for service, should be sent to:

                             RICHARD H. GILDEN, ESQ.
                           FULBRIGHT & JAWORSKI L.L.P.
                                666 FIFTH AVENUE
                            NEW YORK, NEW YORK 10103
                                 (212) 318-3000
                                    ---------
                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------------------
                                                              Proposed maximum           Proposed maximum
Title of Securities to be           Amount to be              offering price per         aggregate offering        Amount of
registered                          registered (1)            unit (2)                   price (2)                 registration fee
-----------------------------------------------------------------------------------------------------------------------------------
<S>                               <C>                           <C>                       <C>                      <C>
Common Stock $.001 par
value per share...........          1,100,000 shares            $26.125                   $28,737,500               $8,709
===================================================================================================================================
</TABLE>

(1)      SHARE ISSUABLE PURSUANT TO THE KELLSTROM INDUSTRIES, INC. 1996 STOCK
OPTION PLAN.  PURSUANT TO RULE 416, THIS REGISTRATION STATEMENT ALSO COVERS SUCH
ADDITIONAL SECURITIES AS MAY BECOME ISSUABLE TO PREVENT DILUTION RESULTING FROM
STOCK SPLITS, STOCK DIVIDENDS OR SIMILAR TRANSACTIONS.

(2)      ESTIMATED SOLELY FOR THE PURPOSE OF CALCULATING THE REGISTRATION FEE
PURSUANT TO RULE 457(h).









<PAGE>

<PAGE>



                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

         The following documents filed by Kellstrom Industries, Inc.
(the "Company") are incorporated herein by reference:

         (a) The Company's Annual Report on Form 10-KSB for the fiscal year
ended December 31, 1996.

         (b) The Company's Quarterly Reports on Form 10-QSB for the fiscal
quarters ended March 31, 1997, June 30, 1997 and September 30, 1997.

         (c) The Company's Current Report on Form 8-K filed January 24, 1997, as
amended on Form 8-K/A filed March 7, 1997 and on Form 8-K/A(2) filed on March
31, 1997.

         (d) The Company's Current Report on Form 8-K filed September 23, 1997,
as amended on Form 8-K/A filed November 25, 1997.

         (e) The description of the Company's Common Stock contained in Item 1
of the Company's Registration Statement on Form 8-A, dated April 1, 1994.

         In addition to the foregoing, all documents subsequently filed by the
Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities
Exchange Act of 1934, as amended, prior to the filing of a post-effective
amendment indicating that all of the securities offered hereunder have been sold
or deregistering all securities then remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to be a part hereof
from the date of filing of such documents. Any statement contained in a document
incorporated by reference in this Registration Statement shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement contained herein or in any subsequently filed document that is
also incorporated by reference herein modifies or supersedes such statement. Any
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this Registration Statement.

ITEM 4.           DESCRIPTION OF SECURITIES

                  Not applicable.



                                      II-1




<PAGE>

<PAGE>



ITEM 5.           INTERESTS OF NAMED EXPERTS AND COUNSEL

                  Not applicable.

ITEM 6.           INDEMNIFICATION OF DIRECTORS AND OFFICERS

                  The General Corporation Law of the State of Delaware (the
"GCL") authorizes Delaware corporations to eliminate or limit the personal
liability of a director to the corporation or a stockholder for monetary damages
for breach of certain fiduciary duties as a director, other than his duty of
loyalty to the corporation and its stockholders, or for acts or omissions not in
good faith or involving intentional misconduct or knowing violation of law, and
the unlawful purchase or redemption of stock or payment of unlawful dividends or
the receipt of improper benefits. The Company's Restated Certificate of
Incorporation, as amended (the "Certificate of Incorporation"), includes a
provision eliminating such personal liability. The Certificate of Incorporation,
as well as the By-Laws of the Company, provide for the indemnification of the
officers and directors of the Company to the fullest extent permitted under the
GCL. In addition, the Company has executed agreements with the officers and
directors of the Company that require the Company to indemnify such individuals
for liabilities incurred by them because of an act, omission, neglect or breach
of duty committed while acting in the capacity of an officer or director.
Insofar as indemnification for liabilities arising under the Securities Act of
1933, as amended (the "Securities Act") may be permitted to directors, officers
and controlling persons of the Company pursuant to the foregoing provisions, the
Company has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Securities Act and is therefore unenforceable.

ITEM 7.          EXEMPTION FROM REGISTRATION CLAIMED

                 Not Applicable.

ITEM 8.          EXHIBITS

       4    --   Kellstrom Industries, Inc. 1996 Stock Option Plan
                 (incorporated by reference to Exhibit 10.24 to the Annual
                 Report on Form 10-KSB filed with the Commission on March 31,
                 1997)

       5    --   Opinion of Fulbright & Jaworski L.L.P.

      23(a) --   Consent of KPMG Peat Marwick LLP.

      (b)   --   Consent of KPMG Peat Marwick LLP.

      (c)   --   Consent of Ernst & Young, LLP.

      (d)   --   Consent of Fulbright & Jaworski L.L.P. (included in Exhibit 5).



                                      II-2




<PAGE>

<PAGE>




         24   --  Power of Attorney (included in signature page).

ITEM 9.       UNDERTAKINGS

         (a)  The undersigned registrant hereby undertakes:

            (1) To file, during any period in which offers or sales are
             being made, a post-effective amendment to this registration
             statement:

               (i)  To include any prospectus required by section 10(a)(3) of
                the Securities Act of 1933;

               (ii) To reflect in the prospectus any facts or events arising
               after the effective date of the registration statement (or the
               most recent post-effective amendment thereof) which, individually
               or in the aggregate, represent a fundamental change in the
               information set forth in the registration statement.
               Notwithstanding the foregoing, any increase or decrease in volume
               of securities offered (if the total dollar value of securities
               offered would not exceed that which was registered) and any
               deviation from the low or high end of the estimated maximum
               offering range may be reflected in the form of prospectus filed
               with the Commission pursuant to Rule 424(b) if, in the aggregate,
               the changes in volume and price represent no more than a 20%
               change in the maximum aggregate offering price set forth in the
               "Calculation of Registration Fee" table in the effective
               registration statement.

               (iii) To include any material information with respect to the
               plan of distribution not previously disclosed in the registration
               statement or any material change to such information in the
               registration statement;

           provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do
           not apply if the registration statement is on Form S-3 or Form
           S-8, and the information required to be included in a
           post-effective amendment by those paragraphs is contained in
           periodic reports filed by the registrant pursuant to Section 13
           or 15(d) of the Securities Exchange Act of 1934 that are
           incorporated by reference in the registration statement.

             (2) That, for the purpose of determining any liability under
             the Securities Act of 1933, each such post-effective amendment
             shall be deemed to be a new registration statement relating to
             the securities offered therein, and the offering of such
             securities at that time shall be deemed to be the initial bona
             fide offering thereof.



                                      II-3




<PAGE>

<PAGE>



                  (3) To remove from registration by means of a post-effective
                  amendment any of the securities being registered which remain
                  unsold at the termination of the offering.

         (b) The undersigned registrant hereby undertakes that, for purposes of
         determining any liability under the Securities Act of 1933, each filing
         of the registrant's annual report pursuant to Section 13(a) or Section
         15(d) of the Securities Exchange Act of 1934 (and, where applicable,
         each filing of an employee benefit plan's annual report pursuant to
         Section 15(d) of the Securities Exchange Act of 1934) that is
         incorporated by reference in the registration statement shall be deemed
         to be a new registration statement relating to the securities offered
         therein, and the offering of such securities at that time shall be
         deemed to be the initial bona fide offering thereof.

         (c) Insofar as indemnification for liabilities arising under the
         Securities Act of 1933 may be permitted to directors, officers and
         controlling persons of the registrant pursuant to the foregoing
         provisions, or otherwise, the registrant has been advised that in the
         opinion of the Securities and Exchange Commission such indemnification
         is against public policy as expressed in the Securities Act of 1933 and
         is, therefore, unenforceable. In the event a claim for indemnification
         against such liabilities (other than the payment by the registrant of
         expenses incurred or paid by a director, officer, or controlling person
         of the registrant in the successful defense of any action, suit or
         proceeding) is asserted by such director, officer, or controlling
         person of the registrant in connection with the securities being
         registered, the registrant will, unless in the opinion of its counsel
         the matter has been settled by controlling precedent, submit to a court
         of appropriate jurisdiction the question whether such indemnification
         by it is against public policy as expressed in the Securities Act of
         1933 and will be governed by the final adjudication of such issue.


                                      II-4




<PAGE>

<PAGE>



                                   SIGNATURES

                  Pursuant to the requirements of the Securities Act of 1933, as
amended, the registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the city of Sunrise, State of Florida on November , 1997.

                                    KELLSTROM INDUSTRIES, INC.



                                        /s/ Zivi R. Nedivi
                                    By:_______________________________________
                                       Zivi R. Nedivi
                                       President and Chief Executive Officer

                          POWER OF ATTORNEY

                  KNOW ALL MEN BY THESE PRESENTS, that each person whose
signature appears below and on the following page constitutes and appoints Zivi
R. Nedivi and Michael Wallace as his true and lawful attorneys-in-fact and
agents, each acting alone, with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign any
and all amendments to this Registration Statement, including post-effective
amendments, and to file the same, with all exhibits thereto, and all documents
in connection therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority of do and perform each and every act and thing requisite and necessary
to be done in and about the premises, as fully to all intents and purposes as he
might or could do in person, and hereby ratifies and confirms all that said
attorneys-in-fact and agents, each acting alone, or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.

                  Pursuant to the requirements of the Securities Act of 1933, as
amended, this registration statement has been signed below by the following
persons in the capacities and on the dates indicated.

Signature                    Title                                   Date



/s/ Zivi R. Nedivi           President, Chief                  November 26, 1997
________________________     Executive Officer
    Zivi R. Nedivi           and Director
                             (Principal Executive Officer)





<PAGE>

<PAGE>



/s/ Yoav Stern               Chairman of the Board             November 26, 1997
________________________     of Directors
    Yoav Stern



/s/ Michael Wallace          Chief Financial Officer           November 26, 1997
________________________     (Principal Financial and
    Michael Wallace          Accounting Officer) 




/s/ David Jan Mitchell       Director                          November 26, 1997
________________________     
    David Jan Mitchell




/s/ John S. Gleason          Executive Vice President,         November 26, 1997
________________________     Treasurer and Director
    John S. Gleason


<PAGE>

<PAGE>




                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>

Exhibit
  No.             Description                                                       Page No.
-------           -----------                                                       --------
<C>               <S>                                                              <C>
  4               Kellstrom Industries, Inc. 1996 Stock Option Plan
                  (incorporated by reference to Exhibit 10.24 to the Annual
                  Report on Form 10-KSB filed with the Commission on
                  March 31, 1997)

  5               Opinion of Fulbright & Jaworski L.L.P.

 23(a)            Consent of KPMG Peat Marwick LLP.

   (b)            Consent of KPMG Peat Marwick LLP

   (c)            Consent of Ernst & Young, LLP.

   (d)            Consent of Fulbright & Jaworski L.L.P. (included in
                  Exhibit 5).

 24               Power of Attorney (see signature page).

</TABLE>









<PAGE>
[{"type": "S-8", "sequence": "1", "description": "KELLSTROM S-8", "secsgml_size_bytes": 17819}]
{"company-data": {"conformed-name": "KELLSTROM INDUSTRIES INC", "cik": "0000918275", "assigned-sic": "3724", "irs-number": "133753725", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-41159", "film-number": "97729561"}, "business-address": {"street1": "14000 NW 4 ST", "street2": "11TH FL", "city": "SUNRISE", "state": "FL", "zip": "33325", "phone": "9548450427"}, "mail-address": {"street1": "14000 NW 4TH STREET", "city": "SUNRISE", "state": "FL", "zip": "33325"}, "former-company": {"former-conformed-name": "ISRAEL TECH ACQUISITION CORP", "date-changed": "19940301"}}
As filed with the Securities and Exchange Commission on November , 1997
                                                        Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                  -------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
                                  -------------
                           KELLSTROM INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)

         DELAWARE                                        13-3753725
        (State or other juris-                          (I.R.S. Employer
        diction of incorporation                        Identification
        or organization)                                Number)

                              14000 N.W. 4TH STREET
                             SUNRISE, FLORIDA 33325
                                 (954) 845-0427

        (Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)

                           KELLSTROM INDUSTRIES, INC.
                             1996 STOCK OPTION PLAN
                            (full title of the plan)
                                 --------------
                                 ZIVI R. NEDIVI
                      PRESIDENT AND CHIEF EXECUTIVE OFFICER
                           KELLSTROM INDUSTRIES, INC.
                              14000 N.W. 4TH STREET
                             SUNRISE, FLORIDA 33325
                                 (954) 845-0427

           (Name, address, including zip code, and telephone number, including
area code, of agent for service)

            Copies of all communications, including all communications sent to
the agent for service, should be sent to:

                             RICHARD H. GILDEN, ESQ.
                           FULBRIGHT & JAWORSKI L.L.P.
                                666 FIFTH AVENUE
                            NEW YORK, NEW YORK 10103
                                 (212) 318-3000
                                    ---------
                         CALCULATION OF REGISTRATION FEE
-----------------------------------------------------------------------------------------------------------------------------------
                                                              Proposed maximum           Proposed maximum
Title of Securities to be           Amount to be              offering price per         aggregate offering        Amount of
registered                          registered (1)            unit (2)                   price (2)                 registration fee
-----------------------------------------------------------------------------------------------------------------------------------
Common Stock $.001 par
value per share...........          1,100,000 shares            $26.125                   $28,737,500               $8,709
===================================================================================================================================
(1)      SHARE ISSUABLE PURSUANT TO THE KELLSTROM INDUSTRIES, INC. 1996 STOCK
OPTION PLAN.  PURSUANT TO RULE 416, THIS REGISTRATION STATEMENT ALSO COVERS SUCH
ADDITIONAL SECURITIES AS MAY BECOME ISSUABLE TO PREVENT DILUTION RESULTING FROM
STOCK SPLITS, STOCK DIVIDENDS OR SIMILAR TRANSACTIONS.

(2)      ESTIMATED SOLELY FOR THE PURPOSE OF CALCULATING THE REGISTRATION FEE
PURSUANT TO RULE 457(h).
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

         The following documents filed by Kellstrom Industries, Inc.
(the "Company") are incorporated herein by reference:

         (a) The Company's Annual Report on Form 10-KSB for the fiscal year
ended December 31, 1996.

         (b) The Company's Quarterly Reports on Form 10-QSB for the fiscal
quarters ended March 31, 1997, June 30, 1997 and September 30, 1997.

         (c) The Company's Current Report on Form 8-K filed January 24, 1997, as
amended on Form 8-K/A filed March 7, 1997 and on Form 8-K/A(2) filed on March
31, 1997.

         (d) The Company's Current Report on Form 8-K filed September 23, 1997,
as amended on Form 8-K/A filed November 25, 1997.

         (e) The description of the Company's Common Stock contained in Item 1
of the Company's Registration Statement on Form 8-A, dated April 1, 1994.

         In addition to the foregoing, all documents subsequently filed by the
Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities
Exchange Act of 1934, as amended, prior to the filing of a post-effective
amendment indicating that all of the securities offered hereunder have been sold
or deregistering all securities then remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to be a part hereof
from the date of filing of such documents. Any statement contained in a document
incorporated by reference in this Registration Statement shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement contained herein or in any subsequently filed document that is
also incorporated by reference herein modifies or supersedes such statement. Any
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this Registration Statement.

ITEM 4.           DESCRIPTION OF SECURITIES

                  Not applicable.

                                      II-1
ITEM 5.           INTERESTS OF NAMED EXPERTS AND COUNSEL

                  Not applicable.

ITEM 6.           INDEMNIFICATION OF DIRECTORS AND OFFICERS

                  The General Corporation Law of the State of Delaware (the
"GCL") authorizes Delaware corporations to eliminate or limit the personal
liability of a director to the corporation or a stockholder for monetary damages
for breach of certain fiduciary duties as a director, other than his duty of
loyalty to the corporation and its stockholders, or for acts or omissions not in
good faith or involving intentional misconduct or knowing violation of law, and
the unlawful purchase or redemption of stock or payment of unlawful dividends or
the receipt of improper benefits. The Company's Restated Certificate of
Incorporation, as amended (the "Certificate of Incorporation"), includes a
provision eliminating such personal liability. The Certificate of Incorporation,
as well as the By-Laws of the Company, provide for the indemnification of the
officers and directors of the Company to the fullest extent permitted under the
GCL. In addition, the Company has executed agreements with the officers and
directors of the Company that require the Company to indemnify such individuals
for liabilities incurred by them because of an act, omission, neglect or breach
of duty committed while acting in the capacity of an officer or director.
Insofar as indemnification for liabilities arising under the Securities Act of
1933, as amended (the "Securities Act") may be permitted to directors, officers
and controlling persons of the Company pursuant to the foregoing provisions, the
Company has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Securities Act and is therefore unenforceable.

ITEM 7.          EXEMPTION FROM REGISTRATION CLAIMED

                 Not Applicable.

ITEM 8.          EXHIBITS

       4    --   Kellstrom Industries, Inc. 1996 Stock Option Plan
                 (incorporated by reference to Exhibit 10.24 to the Annual
                 Report on Form 10-KSB filed with the Commission on March 31,
                 1997)

       5    --   Opinion of Fulbright & Jaworski L.L.P.

      23(a) --   Consent of KPMG Peat Marwick LLP.

      (b)   --   Consent of KPMG Peat Marwick LLP.

      (c)   --   Consent of Ernst & Young, LLP.

      (d)   --   Consent of Fulbright & Jaworski L.L.P. (included in Exhibit 5).

                                      II-2
24   --  Power of Attorney (included in signature page).

ITEM 9.       UNDERTAKINGS

         (a)  The undersigned registrant hereby undertakes:

            (1) To file, during any period in which offers or sales are
             being made, a post-effective amendment to this registration
             statement:

               (i)  To include any prospectus required by section 10(a)(3) of
                the Securities Act of 1933;

               (ii) To reflect in the prospectus any facts or events arising
               after the effective date of the registration statement (or the
               most recent post-effective amendment thereof) which, individually
               or in the aggregate, represent a fundamental change in the
               information set forth in the registration statement.
               Notwithstanding the foregoing, any increase or decrease in volume
               of securities offered (if the total dollar value of securities
               offered would not exceed that which was registered) and any
               deviation from the low or high end of the estimated maximum
               offering range may be reflected in the form of prospectus filed
               with the Commission pursuant to Rule 424(b) if, in the aggregate,
               the changes in volume and price represent no more than a 20%
               change in the maximum aggregate offering price set forth in the
               "Calculation of Registration Fee" table in the effective
               registration statement.

               (iii) To include any material information with respect to the
               plan of distribution not previously disclosed in the registration
               statement or any material change to such information in the
               registration statement;

           provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do
           not apply if the registration statement is on Form S-3 or Form
           S-8, and the information required to be included in a
           post-effective amendment by those paragraphs is contained in
           periodic reports filed by the registrant pursuant to Section 13
           or 15(d) of the Securities Exchange Act of 1934 that are
           incorporated by reference in the registration statement.

             (2) That, for the purpose of determining any liability under
             the Securities Act of 1933, each such post-effective amendment
             shall be deemed to be a new registration statement relating to
             the securities offered therein, and the offering of such
             securities at that time shall be deemed to be the initial bona
             fide offering thereof.

                                      II-3
(3) To remove from registration by means of a post-effective
                  amendment any of the securities being registered which remain
                  unsold at the termination of the offering.

         (b) The undersigned registrant hereby undertakes that, for purposes of
         determining any liability under the Securities Act of 1933, each filing
         of the registrant's annual report pursuant to Section 13(a) or Section
         15(d) of the Securities Exchange Act of 1934 (and, where applicable,
         each filing of an employee benefit plan's annual report pursuant to
         Section 15(d) of the Securities Exchange Act of 1934) that is
         incorporated by reference in the registration statement shall be deemed
         to be a new registration statement relating to the securities offered
         therein, and the offering of such securities at that time shall be
         deemed to be the initial bona fide offering thereof.

         (c) Insofar as indemnification for liabilities arising under the
         Securities Act of 1933 may be permitted to directors, officers and
         controlling persons of the registrant pursuant to the foregoing
         provisions, or otherwise, the registrant has been advised that in the
         opinion of the Securities and Exchange Commission such indemnification
         is against public policy as expressed in the Securities Act of 1933 and
         is, therefore, unenforceable. In the event a claim for indemnification
         against such liabilities (other than the payment by the registrant of
         expenses incurred or paid by a director, officer, or controlling person
         of the registrant in the successful defense of any action, suit or
         proceeding) is asserted by such director, officer, or controlling
         person of the registrant in connection with the securities being
         registered, the registrant will, unless in the opinion of its counsel
         the matter has been settled by controlling precedent, submit to a court
         of appropriate jurisdiction the question whether such indemnification
         by it is against public policy as expressed in the Securities Act of
         1933 and will be governed by the final adjudication of such issue.

                                      II-4
SIGNATURES

                  Pursuant to the requirements of the Securities Act of 1933, as
amended, the registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the city of Sunrise, State of Florida on November , 1997.

                                    KELLSTROM INDUSTRIES, INC.

                                        /s/ Zivi R. Nedivi
                                    By:_______________________________________
                                       Zivi R. Nedivi
                                       President and Chief Executive Officer

                          POWER OF ATTORNEY

                  KNOW ALL MEN BY THESE PRESENTS, that each person whose
signature appears below and on the following page constitutes and appoints Zivi
R. Nedivi and Michael Wallace as his true and lawful attorneys-in-fact and
agents, each acting alone, with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign any
and all amendments to this Registration Statement, including post-effective
amendments, and to file the same, with all exhibits thereto, and all documents
in connection therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents, and each of them, full power and
authority of do and perform each and every act and thing requisite and necessary
to be done in and about the premises, as fully to all intents and purposes as he
might or could do in person, and hereby ratifies and confirms all that said
attorneys-in-fact and agents, each acting alone, or their substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.

                  Pursuant to the requirements of the Securities Act of 1933, as
amended, this registration statement has been signed below by the following
persons in the capacities and on the dates indicated.

Signature                    Title                                   Date

/s/ Zivi R. Nedivi           President, Chief                  November 26, 1997
________________________     Executive Officer
    Zivi R. Nedivi           and Director
                             (Principal Executive Officer)
/s/ Yoav Stern               Chairman of the Board             November 26, 1997
________________________     of Directors
    Yoav Stern

/s/ Michael Wallace          Chief Financial Officer           November 26, 1997
________________________     (Principal Financial and
    Michael Wallace          Accounting Officer) 

/s/ David Jan Mitchell       Director                          November 26, 1997
________________________     
    David Jan Mitchell

/s/ John S. Gleason          Executive Vice President,         November 26, 1997
________________________     Treasurer and Director
    John S. Gleason
INDEX TO EXHIBITS
Exhibit
  No.             Description                                                       Page No.
-------           -----------                                                       --------
4               Kellstrom Industries, Inc. 1996 Stock Option Plan
                  (incorporated by reference to Exhibit 10.24 to the Annual
                  Report on Form 10-KSB filed with the Commission on
                  March 31, 1997)

  5               Opinion of Fulbright & Jaworski L.L.P.

 23(a)            Consent of KPMG Peat Marwick LLP.

   (b)            Consent of KPMG Peat Marwick LLP

   (c)            Consent of Ernst & Young, LLP.

   (d)            Consent of Fulbright & Jaworski L.L.P. (included in
                  Exhibit 5).

 24               Power of Attorney (see signature page).