Exhibit 23.2


               CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the incorporation by reference in this
Registration Statement on Form S-8 of our report dated June 14,
1995, which appears on page F-20 of the Prospectus dated February
24, 1997 constituting part of the Registration Statement on Form
S-1 (Form S-1) of First Aviation Services, Inc.  We also consent
to the application of such report to the Financial Statement
Schedule for the years ended March 31, 1994 and 1995 listed under
item 16(b) of the Form S-1 when such schedule is read in
conjunction with the financial statements referred to in our
report.

/s/PRICE WATERHOUSE LLP

San Francisco, California
April 23, 1997