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) December 24, 2008 (December 22, 2008)

Aircastle Limited

(Exact name of registrant as specified in its charter)

Bermuda	001-32959	98-0444035
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

c/o Aircastle Advisor LLC, 300 First Stamford Place, Stamford, Connecticut	06902
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (203) 504-1020

(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):

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

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

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

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

Section 7 – Regulation FD

Item 7.01 Regulation FD Disclosure.

     On December 22, 2008, Aircastle Limited issued a press release, attached hereto and incorporated herein by reference as Exhibit 99.1, announcing that its Board of Directors declared a fourth quarter cash dividend on its common shares of $0.10 per share. The dividend is payable on January 15, 2009 to holders of record of Aircastle’s common shares on December 31, 2008.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibit 99.1 Press Release dated December 22, 2008 which is being furnished hereto
pursuant to Item 7.01.

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.

AIRCASTLE LIMITED
(Registrant)
 

/s/ David Walton  

David Walton 

Chief Operating Officer, General Counsel and Secretary 

Date: December 24, 2008

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release dated December 22, 2008

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Julia Hallisey

Investor Relations

Tel: +1-203-504-1063

Aircastle Announces Quarterly Dividend

Stamford, CT. December 22, 2008 — Aircastle Limited (NYSE: AYR) announced today that its Board of Directors declared a fourth quarter cash dividend on its common shares of $0.10 per share, payable on January 15, 2009 to shareholders of record on December 31, 2008.

Aircastle CEO Ron Wainshal commented, “The company’s cash flow remains strong. However, in light of the unprecedented turmoil in the financial markets and current uncertainties in the global economy, we believe retaining cash is a prudent step which will strengthen Aircastle’s balance sheet, enhance our financial flexibility and enable the company to take advantage of attractive investment opportunities.”

Aircastle announces dividends on a quarterly basis, separately from quarterly earnings announcements.

About Aircastle Limited

Aircastle Limited is a global company that acquires and leases high-utility commercial jet aircraft to airlines throughout the world. As of September 30, 2008 Aircastle’s aircraft portfolio consisted of 133 aircraft comprising a variety of passenger and freighter aircraft types that were leased to 58 lessees located in 33 countries.

Safe Harbor

This press release contains forward-looking statements, including statements regarding our balance sheet and ability to take advantage of investment opportunities. Actual results could differ materially from those projected in these and other forward-looking statements as a result of a number of risks and uncertainties, including those described in the company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2008, under the heading “Risk Factors” and other risks and uncertainties that have been or may be described from time to time in other reports filed by the company, including reports on Form 8-K, Form 10-Q and Form 10-K. The strength of our balance sheet and our ability to take advantage of investment opportunities will depend on many risk factors, including prolonged capital markets disruption and volatility, which may adversely affect our continued ability to obtain additional capital to finance our working capital needs and our pre-delivery payment obligations and other aircraft acquisition commitments, our exposure to increased bank and counterparty risk caused by credit and capital markets disruptions, our ability to negotiate favorable lease and other contractual terms, the level of demand for our aircraft, the economic condition of the commercial aviation industry generally, the financial condition and liquidity of our lessees, the lease rates we are able to charge and realize and our leasing costs, unexpected or increased expenses, the level and timing of capital expenditures, principal repayments and other capital needs, the value of our aircraft portfolio, our compliance with loan to value, debt service coverage, interest rate coverage and other financial tests in our credit facilities, our results of operations, financial condition and liquidity and general business conditions. Although forward-looking statements help provide complete information about the company, please keep in mind that forward-looking statements are inherently less reliable than historical information. We do not undertake any duty to update any of the forward-looking statements after the date of this release to conform them to actual results or to changes in our expectations.

For more information regarding Aircastle and to be added to our email distribution list, please visit http://www.aircastle.com.