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): January 28, 2005

TransDigm Inc.	TransDigm Holding Company
(Exact name of registrant as specified in its charter)	(Exact name of registrant as specified in its charter)

Delaware	Delaware
(State or other jurisdiction of incorporation)	(State or other jurisdiction of incorporation)
333-108340	333-108340-06
(Commission File Number)	(Commission File Number)
34-1750032	13-3733378
(IRS Employer Identification No.)	(IRS Employer Identification No.)
1301 East 9th Street, Suite 3710, Cleveland, Ohio	44114
(Address of principal executive offices)	(Zip Code)

(216) 289-4939

(Registrants’ 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 registrants’ 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))

Item 7.01 Regulation FD Disclosure

On January 28, 2005, pursuant to a stock purchase agreement between TransDigm and Esterline Technologies Corporation dated as of that date, TransDigm acquired all of the shares of Fluid Regulators Corporation for approximately $23.7 million in cash. A copy of the January 31, 2005 press release announcing the transaction is attached to this report as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

Exhibit No.	Description
99.1	Press Release issued January 31, 2005

SIGNATURE

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

TRANSDIGM INC.
By:	/s/ Gregory Rufus
	Gregory Rufus
	Chief Financial Officer

Date: January 31, 2005

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

TRANSDIGM HOLDING COMPANY
By:	/s/ Gregory Rufus
	Gregory Rufus
	Chief Financial Officer

Date: January 31, 2005

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release issued January 31, 2005

EX-99.1

Exhibit 99.1

TRANSDIGM ANNOUNCES THE ACQUISITION OF FLUID REGULATORS CORPORATION

FROM ESTERLINE TECHNOLOGIES

Cleveland, Ohio, January 31, 2005 - TransDigm Inc. announced today that it has completed the acquisition of Fluid Regulators Corporation, a wholly owned subsidiary of Esterline Technologies Corporation. Fluid Regulators has been an innovative supplier of proprietary aerospace products for 50 years and is located in Painesville, Ohio, a suburb of Cleveland.

Fluid Regulators designs and manufactures highly engineered flight control and pressure valves used in hydraulic, fuel, lubrication and related applications. The products are used on a wide range of commercial and military aircraft including most Boeing and Airbus platforms, Canadair and Embraer regional jets, many business jets, and a broad range of military aircraft including F-16, C-5, AH64 Apache, C-17 and the F-18. Recent new awards have included a range of Airbus A-380 and Joint Strike Fighter applications. The company’s proprietary products, market position, and aftermarket content fit well with TransDigm’s overall business and strategic direction.

W. Nicholas Howley, Chairman & Chief Executive Officer of TransDigm, stated, “Fluid Regulators Corporation is a good compliment to our Cleveland-based AeroControlex pump and valve products. The business will become an important part of our AeroControlex division. We look forward to building on the strong reputation, new applications, and broad existing base of the Fluid Regulators products.”

TransDigm, with annual sales of over $300 million, is located in Cleveland, Ohio. TransDigm was founded in 1993 with the simultaneous acquisition of the Adel, Aeroproducts, Controlex and Wiggins businesses. Subsequent acquisitions included Marathon Power Technologies in 1997; Adams Rite Aerospace Inc. in 1999; Champion Aerospace in 2001; Norco in 2003; Avionic Instruments in 2004; and Skurka Engineering in 2005. Additionally, TransDigm has acquired a number of add-on product lines to extend its existing product offerings. TransDigm provides a broad range of proprietary aerospace components such as gear pumps, igniters and ignition systems, valves, electromechanical actuators and controls, AC/DC motors, NiCd batteries/chargers, power conversion devices, engineered connectors, lavatory components, and engineered latches.

For additional information please contact:

Eileen M. Fallon

216.289.4939