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 earliest event reported: April 15, 2003



                               LMI AEROSPACE, INC.
             (Exact Name of Registrant as Specified in Its Charter)


                                    Missouri
                 (State or Other Jurisdiction of Incorporation)


       0-24293                                           43-1309065
(Commission File Number)                   (I.R.S. Employer Identification No.)

3600 Mueller Road, St. Charles, Missouri                   63301
(Address of Principal Executive Offices)                 (Zip Code)

                                 (636) 946-6525
              (Registrant's Telephone Number, Including Area Code)

                              _____________________





Item 5.  Other Events.

         On April 15,  2003,  LMI  Aerospace,  Inc.  (the  "Company")  and Union
Planters  Bank,  N.A. (the "Bank"),  entered into an Eleventh  Amendment to Loan
Agreement,  amending  that  certain Loan  Agreement  dated as of August 15, 1996
(the" Loan  Agreement")  between  Leonard's  Metal,  Inc.,  the  predecessor  in
interest to the Company, and Magna Bank, National  Association,  the predecessor
in interest to the Bank. The Eleventh  Amendment amended the Loan Agreement,  to
provide  for,  among other  things,  (i) the waiver of the  Company's  events of
default  arising  due to the  Company's  inability  to meet the terms of certain
restrictive covenants contained in the Loan Agreement at December 31, 2002, (ii)
the  revision  of  certain  restrictive  covenants  relating  to  the  Company's
financial  performance,  (iii) an increase in the  Company's  available  line of
credit under the Loan  Agreement  from a maximum of $7,000,000  to  $10,000,000,
subject to  borrowing  base  calculations,  (iv) an increase  in the  applicable
interest rate on the Company's  borrowings under its line of credit by 0.25%. In
addition,  the  Eleventh  Amendment  requires  the Company to retain a financial
consultant to work with  management to analyze  operations and cash  management,
and in conjunction  with such financial  consultant,  the Company is required to
submit a plan for improving the Company's  operating  performance to the Bank by
June 15, 2003. The Eleventh  Amendment also requires the Company to promptly pay
the Bank, for application  against  outstanding amounts owed under the Company's
line of credit,  the amount of any federal  tax refunds for tax loss  carrybacks
received by the Company for its fiscal year ended  December  31,  2002,  and any
proceeds  received by the Company relating to cost-overrun  claims with Lockheed
Martin Corp. The Company's  total  available line of credit will be reduced from
$10,000,000 by the amount of such payments.

Item 7.  Financial Statements and Exhibits

         (a)      Not applicable

         (b)      Not applicable

         (c)      Exhibits

         Exhibit Number             Description

         10.1                       Eleventh Amendment to Loan Agreement





                                    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 thereunto duly authorized.

Date:  April 22, 2003


                               LMI AEROSPACE, INC.


                               By: /s/ Lawrence E. Dickinson
                                  ------------------------------------------
                                   Lawrence E. Dickinson
                                   Chief Financial Officer and Secretary






                                  EXHIBIT INDEX


Exhibit                    Description

10.1                       Eleventh Amendment to Loan Agreement