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):
                        December 3,2004

                           FLYi, Inc.
       (Exact Name of Registrant as Specified in Charter)

    Delaware                 0-21976              13-3621051

State  or  Other         Commission  File       IRS Employer
Jurisdiction of                Number        Identification No.
 Incorporation


     45200 Business Court, Dulles, VA                  20166
     (Address of Principal Executive Offices)     (Zip Code)


 Registrant's telephone number, including area code:
                          (703) 650-6000


                               N/A
  (Former Name or Former Address, if Changed Since Last Report)


Item 1.01.     Entry into a Material Definitive Agreement

On  December 3, 2004 the Company finalized a series of agreements
with IAE International Aero Engines AG with respect to the V2500-
A5  engines that power its A319 aircraft.  The agreements include
the  terms  for  the acquisition by the Company  of  three  spare
engines, and also cover support terms for these engines, for  the
engines  for  the  15 A319 aircraft ordered from Airbus'  wholly-
owned  affiliate AVSA S.A.R.L., and for the engines  for  the  12
A319s  leased  from  other parties.  The  agreements  cover  such
matters  as  warranties,  service life policies,  and  additional
engine support on terms that the Company believes are common  for
the industry.








                            SIGNATURE

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

                              FLYi, Inc.




Date:  December 9, 2004            By:  /S/ David W. Asai
                              David W. Asai
                              Vice President and Chief
                              Accounting Officer