UNITED STATES
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
JANUARY 26, 2004
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Date of Report (Date of earliest event reported)
AIRLEASE LTD., A CALIFORNIA LIMITED PARTNERSHIP
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(Exact name of registrant as specified in its charter)
CALIFORNIA 1-9259 94-3008908
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
555 CALIFORNIA STREET, 4TH FLOOR, SAN FRANCISCO, CALIFORNIA 94104
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(Address of principal executive offices) (Zip Code)
(415) 765-1814
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Registrant's telephone number, including area code
INAPPLICABLE
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(Former name or former address if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On January 26, 2004, Airlease Ltd., a California limited partnership
(the "Company"), completed the sale of an off-lease MD-81 aircraft to OLSF,
L.L.C., a Delaware limited liability company (the "Buyer"), pursuant to an
Aircraft Sales Agreement, dated as of August 12, 2003 (the "Sales Agreement"),
among Wachovia Bank, National Association as trustee, the Company and the Buyer,
as amended by a First Amendment to Aircraft Sales Agreement, dated as of
September 26, 2003 (together with the Sales Agreement, the "Agreement"), among
the same parties. As part of the sale of this asset, the Company also sold two
engines installed on the aircraft, installed or attached appliances, parts,
instruments and other equipment, related flight, engineering and maintenance
documents and data, and related operational and maintenance records. In addition
to providing for the sale of these assets, the Agreement also provides for the
sale of two other similar aircraft (both are off-lease MD-81 aircraft) and
related assets by the Company, which sales were completed on August 12, 2003 and
September 26, 2003 (as previously reported by the Company). The consideration
paid to the Company in connection with the sale of assets completed on January
26, 2004 was $1,000,000. In addition, a $200,000 deposit held by the Company was
credited against the $1,200,000 purchase price for these assets. The
consideration paid to the Company in connection with the sale of assets
completed on August 12, 2003 was $1,200,000, as purchase price, plus a $100,000
deposit. The consideration paid to the Company in connection with the sale of
assets completed on September 26, 2003 was $1,200,000, as purchase price, plus a
$100,000 deposit. The obligations of the Buyer under the Agreement are
guaranteed by GA Telesis Turbine Technologies, L.L.C. The total consideration
paid to the Company for assets sold pursuant to the Agreement was determined
through arm's length negotiations between representatives of the Company and the
Buyer.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable
(b) Not applicable
(c) Exhibits
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NUMBER EXHIBIT
2.1 (1) Aircraft Sales Agreement, dated as of August 12, 2003, among
Wachovia Bank, National Association as trustee, Airlease Ltd.,
a California limited partnership, and OLSF, L.L.C., a Delaware
limited liability company (exhibits omitted). (The Company
agrees to furnish supplementally copies of omitted exhibits to
the Securities and Exchange Commission upon request.)
2.2 (1) First Amendment to Aircraft Sales Agreement, dated as of
September 26, 2003, among Wachovia Bank, National Association
as trustee, Airlease Ltd., a California limited partnership,
and OLSF, L.L.C., a Delaware limited liability company
(exhibits omitted). (The Company agrees to furnish
supplementally copies of omitted exhibits to the Securities
and Exchange Commission upon request.)
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(1) Incorporated by reference to the Company's Current Report on Form 8-K
dated September 26, 2003 filed on October 2, 2003.
SIGNATURES
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.
AIRLEASE LTD., A CALIFORNIA LIMITED PARTNERSHIP
By: Airlease Management Services, Inc.
General Partner
By: /s/ DAVID B. GEBLER
___________________________________________
David B. Gebler
Chairman, Chief Executive Officer
Dated: January 29, 2004
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