8-K

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 7, 2007

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)	(IRS Employer Identification No.)
411 Fountain Lakes Industrial Blvd. St. Charles, Missouri	63301
(Address of Principal Executive Offices)	(Zip Code)

(636) 946-6525

(Registrant's Telephone Number, Including Area Code)

(Former Name or Former Address, If Changed Since Last Report.)

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))

Section 2 – Financial Information

Item 2.02.  Results of Operations and Financial Condition. 

On August 7, 2007, LMI Aerospace, Inc. (the “Company”) issued a press release announcing its financial performance for the six-month ended June 30, 2007.  The full text of the press release is attached hereto.

The information in this Item 2.02 of this Current Report on Form 8-K, including the attached press release, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Section 9 – Financial Statements and Exhibits

Item 9.01.  Financial Statements and Exhibits.

(c)	Exhibits
	Exhibit No.	Description
	99.1	Text of press release dated August 7, 2007.

SIGNATURES

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.

Date:  August 7, 2007

LMI AEROSPACE, INC.
By:	/s/ Lawrence E. Dickinson
	Lawrence E. Dickinson
	Chief Financial Officer and Secretary

EXHIBIT INDEX

Exhibit Number	Description
99.1	Text of press release dated August 7, 2007.

EX-99.1

Exhibit 99.1

Contact:

Ed Dickinson

Chief Financial Officer, 636.916.2150

FOR IMMEDIATE RELEASE

LMI AEROSPACE ANNOUNCES RESULTS FOR THE

SECOND QUARTER OF 2007

Commercial and Military Programs Fuel Sales Growth

ST. LOUIS – August 7, 2007 – LMI Aerospace, Inc. (NASDAQ: LMIA), a leading provider of structural components, assemblies and kits to the aerospace, defense and technology industries, today announced higher sales and slightly lower net income for the second quarter of 2007, compared to the second quarter of 2006.

Net sales in the quarter ended June 30, 2007, were $33.9 million, up 3.6 percent from $32.8 million in the quarter ended June 30, 2006.  Net income for the second quarter of 2007 was $2.9 million or $0.26 per diluted share, compared to $3.0 million or $0.26 per diluted share in the second quarter of 2006.

“LMI is executing its strategy to diversify its business in its three major market sectors and expanding its product offering of manufacturing, design and engineering services,” said Ronald Saks, President and Chief Executive Officer of LMI Aerospace, Inc.  “As we produce more complex assemblies and new components, sales volume is expected to accelerate during the second half of the year.  This quarter’s net income was impacted mainly due to investments in equipment, facilities and people to support our anticipated growth.”

For the six months ended June 30, 2007, net sales were $66.1 million compared to $62.0 million in the six months ended June 30, 2006, an increase of 6.6 percent.  Net income for the first six months of 2007 was $5.1 million or $0.46 per diluted share, compared to $5.3 million or $0.53 per diluted share in the first half of 2006.

Net sales of components for corporate and regional aircraft in the second quarter of 2007 were $11.4 million or 33.7 percent of total sales, compared to $12.5 million or 38.1 percent of sales in the year-ago quarter.  Sales in the second quarter of 2006 included abnormally high shipments because of the implementation of a new ordering process at Gulfstream.  Sales of products used in large commercial aircraft in the second quarter of 2007 were $11.4 million or 33.5 percent of sales, up 12.6 percent compared to $9.5 million or 29.0 percent of sales in the second quarter of 2006.  The increase was driven by higher production rates for certain Boeing aircraft, most notably the Boeing 737 and Boeing 747, and from sales for the Boeing 787, which began in 2007.  Military products had sales of $8.3 million or 24.6 percent of sales in the second quarter of 2007 compared to $7.8 million or 23.8 percent of sales in the year-ago quarter, an increase of 6.4 percent.  Both new and add-on programs for certain helicopter programs contributed to increased sales.

Gross profit for the second quarter of 2007 was $9.2 million or 27.2 percent of sales, compared to $8.8 million or 27.0 percent of sales in the second quarter of 2006.  Efficiencies from higher production rates for aerospace customers offset increased salaries and wages, primarily from investment in the materiel organization, higher than expected workers compensation cost and additional moving and rental expenses from the newly added capacity and recent sale and leaseback of certain facilities.  Selling, general and administrative expenses were $4.9 million in the second quarter of 2007 compared to $4.2 million in the year-ago quarter, reflecting higher compensation and fringe benefit costs from increased staffing to support planned growth and higher professional service fees.

Interest income in the second quarter of 2007 was $185,000, up from $77,000 in the second quarter of 2006.  Income taxes in the second quarter of 2007 were $1.5 million, compared to $1.8 million in the year-ago quarter.  The effective tax rate was 34.9 percent in the second quarter of 2007 compared to 37.5 percent in the second quarter of 2006, as the company derived additional deductions available to manufacturers and reduced state income taxes.   The backlog at June 30, 2007, was $141 million, up from $109 million at June 30, 2006.

On July 31, 2007, LMI completed the acquisition of San Diego-based D3 Technologies, Inc., a premier design and engineering services firm.  The addition of D3 Technologies will provide an integrated engineering and manufacturing platform to better serve existing customers and diversify LMI’s business.  LMI will provide updated guidance for 2007 and initial guidance for 2008 that includes the expected contribution of D3 Technologies in a news release and conference call on Wednesday, August 22, 2007, at 9:00 A.M. EDT.

“We are seeking acquisitions in areas that will enable LMI to become a turnkey aerospace systems provider,” said Saks.  “High-speed machining, assembly capability and composites and other non-metal technologies are our top priorities.  At the same time, LMI is investing in people, supply chain and facilities to enhance our competitive position in the industry.”

LMI Aerospace, Inc., is a leading provider of structural components, assemblies and kits to the aerospace, defense and technology industries. The company fabricates, machines, finishes and integrates formed, close tolerance aluminum and specialty alloy components and sheet metal products primarily for large commercial, corporate and military aircraft.  LMI Aerospace, Inc., manufactures more than 30,000 products for integration into a variety of aircraft platforms manufactured by leading original equipment manufacturers and Tier 1 aerospace suppliers.

This news release includes forward-looking statements related to LMI Aerospace, Inc.’s, outlook for 2007, which are based on current management expectations.  Such forward-looking statements are subject to various risks and uncertainties, many of which are beyond the control of LMI Aerospace, Inc.  Actual results could differ materially from the forward-looking statements as a result, among other things, of the factors detailed from time to time in LMI Aerospace, Inc.’s filings with the Securities and Exchange Commission.  Please refer to the Risk Factors contained in the company’s Annual Report on Form 10-K for the year ended December 31, 2006, and its current report on Form 8-K filed on August 6, 2007, in conjunction with the acquisition of D3 Technologies, Inc.

LMI Aerospace, Inc.
Condensed Consolidated Balance Sheets
(Amounts in thousands, except share and per share data)
		(Unaudited)
	June 30, 2007					December 31, 2006
Assets
Current assets:
Cash and cash equivalents		$	9,985		$	24,411
Short-term investments			16,224			2,243
Trade accounts receivable, net of allowance of $239 at June 30, 2007 and $311 at December 31, 2006			19,171			14,658
Inventories			37,200			33,956
Prepaid expenses and other current assets			1,622			1,760
Deferred income taxes			2,199			2,210
Income taxes receivable			548			232
Total current assets			86,949			79,470
Property, plant and equipment, net			17,585			19,514
Goodwill			5,653			5,653
Customer intangible assets, net			3,220			3,425
Other assets			934			548
Total assets		$	114,341		$	108,610
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable		$	7,878		$	9,758
Accrued expenses			4,447			3,916
Short-term deferred gain on sale of real estate			233			147
Current installments of long-term debt and capital lease obligations			319			238
Total current liabilities			12,877			14,059
Long-term deferred gain on sale of real estate			3,890			2,493
Long-term debt and capital lease obligations, less current installments			776			583
Deferred income taxes			965			965
Total long-term liabilities			5,631			4,041
Stockholders’ equity:
Common stock, $.02 par value per share; authorized 28,000,000 shares; issued 11,608,183 shares and 11,577,631 shares at June 30, 2007 and December 31, 2006, respectively			232			232
Preferred stock, $.02 par value per share; authorized 2,000,000 shares; none issued in both periods			-			-
Additional paid-in capital			66,293			66,104
Treasury stock, at cost, 389,432 shares at June 30, 2007 and 389,732 share at December 31, 2006			(1,848	)		(1,849	)
Retained earnings			31,156			26,023
Total stockholders’ equity			95,833			90,510
Total liabilities and stockholders’ equity		$	114,341		$	108,610

LMI Aerospace, Inc.
Condensed Consolidated Statements of Operations
(Amounts in thousands, except share and per share data)
(Unaudited)
		Three Months Ended						Six Months Ended
	June 30					June 30
		2007			2006			2007			2006
Net sales		$	33,935		$	32,768		$	66,112		$	62,010
Cost of sales			24,717			23,921			48,623			44,842
Gross profit			9,218			8,847			17,489			17,168
Selling, general and administrative expenses			4,933			4,170			9,943			8,371
Income from operations			4,285			4,677			7,546			8,797
Other income (expense):
Interest income (expense), net			185			77			391			(350	)
Other, net			(30	)		(1	)		(23	)		1
Income before income taxes			4,440			4,753			7,914			8,448
Provision for income taxes			1,549			1,796			2,782			3,182
Net income		$	2,891		$	2,957		$	5,132		$	5,266
Amounts per common share:
Net income per common share		$	0.26		$	0.27		$	0.46		$	0.54
Net income per common share assuming dilution		$	0.26		$	0.26		$	0.46		$	0.53
Weighted average common shares outstanding			11,150,899			11,112,507			11,150,899			9,837,038
Weighted average dilutive common shares outstanding			11,267,118			11,239,257			11,271,228			9,961,988