SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE ACT OF 1934 October 11, 2001 (Date of Earliest Event Reported) AIRPLANES LIMITED AIRPLANES U.S. TRUST (Exact Name of Registrants as Specified in Memorandum of Association or Trust Agreement) Jersey, Channel Islands Delaware (State or Other Jurisdiction of Incorporation or Organization) 33-99970-01 13-3521640 (Commission File (IRS Employer Number) Identification No.) Airplanes Limited Airplanes U.S. Trust 22 Grenville Street 1100 North Market Street St. Helier Rodney Square North Jersey, JE4 8PX Wilmington, Delaware Channel Islands 19890-0001 (011 44 1534 609 000) (1-302-651-1000) (Addresses and Telephone Numbers, Including Area Codes, of Registrants' Principal Executive Offices) Item 5. Other Events Attached hereto as Exhibit A is a copy of a Report to Certificate holders dated October 11, 2001, sent to each holder of a Pass Through Certificate issued by Airplanes Pass Through Trust. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized. AIRPLANES LIMITED Date: October 11, 2001 /s/ Roy M. Dantzic* ----------------------------------- Director and Officer Date: October 11, 2001 AIRPLANES U.S. TRUST /s/ Roy M . Dantzic* ----------------------------------- Controlling Trustee and Officer *By: /s/ Michael Walsh ------------------------------- Attorney-in-Fact 3 EXHIBIT INDEX Exhibit A - Report to Certificateholders Exhibit B - Power of Attorney for Airplanes Limited Exhibit C - Power of Attorney for Airplanes U.S. Trust 4