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



        Date of Report (Date of earliest event reported): August 8, 2006

                               BE AEROSPACE, INC.
               (Exact name of registrant as specified in charter)




                                                               
DELAWARE                                     0-18348                 06-1209796
(State or other                     (Commission File Number)         (I.R.S. Employer
jurisdiction of incorporation)                                       Identification No.)



1400 Corporate Center Way, Wellington, Florida                       33414
(Address of principal executive offices)                             (Zip Code)


       Registrant's telephone number, including area code: (561) 791-5000

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[   ]  Written communications pursuant to Rule 425 under the Securities Act
       (17 CFR 230.425)

[   ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act
       (17 CFR 240.14a-12)

[   ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
       Exchange Act (17 CFR 240.14d-2(b))

[   ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
       Exchange Act (17 CFR 240.13e-4(c))



                         Exhibit Index Appears on page 4



ITEM 8.01.        OTHER EVENTS.

     On August 8, 2006, BE Aerospace, Inc. issued a press release announcing the
expiration of its cash tender offer for its outstanding $175.0 million aggregate
principal amount of 8 1/2% Senior Notes due 2010. A copy of the press release is
attached hereto as Exhibit 99.1.







                                    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.

                             BE AEROSPACE, INC.


                             By   /s/ Thomas P. McCaffrey
                                  ------------------------------------
                                  Name:  Thomas P. McCaffrey
                                  Title: Senior Vice President of Administration
                                         and Chief Financial Officer



Date:    August 8, 2006



                                  EXHIBIT INDEX



Exhibit No.        Description of Exhibits
- ----------         ----------------------------
99.1               Press release, dated August 8, 2006, issued by BE Aerospace,
                   Inc. announcing the expiration of its cash tender offer for
                   its outstanding 8 1/2% Senior Notes due 2010.