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): June 20, 2005

                               BE AEROSPACE, INC.
               (Exact name of registrant as specified in charter)


DELAWARE                                 0-18348                  06-1209796
(State or other                  (Commission File Number)     (I.R.S. Employer
jurisdiction of incorporation)                               Identification No.)


1400 Corporate Center Way, Wellington, Florida                      33414
(Address of principal executive offices)                          (Zip Code)


       Registrant's telephone number, including area code: (561) 791-5000

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))



                         Exhibit Index Appears on page 4





Item 7.01.    Regulation FD Disclosure.
              -------------------------

         On June 20, 2005, BE Aerospace, Inc. issued a press release reaffirming
its earnings guidance for 2005 and raising its earnings guidance for 2006. A
copy of such press release is furnished herewith as Exhibit 99.1, attached
hereto.








                                    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.

                                  BE AEROSPACE, INC.

                                  By:  /s/ Thomas P. McCaffrey
                                  ----------------------------------------------
                                  Name:  Thomas P. McCaffrey
                                  Title: Senior Vice President of Administration
                                         and Chief Financial Officer



Date: June 21, 2005






                                  EXHIBIT INDEX



Exhibit No.        Description of Exhibits
- -----------        -----------------------

99.1               Press release, dated June 20, 2005, issued by BE Aerospace,
                   Inc. reaffirming earnings guidance for 2005 and raising
                   earnings guidance for 2006.

EX-99.1

                                                                    Exhibit 99.1
                                                                    ------------

[B/E AEROSPACE LOGO]                            News Release
#05-12                                          CONTACT:
                                                Doug Dean
                                                Director, Investor Relations
                                                B/E Aerospace, Inc.
                                                (561) 791-5000


     B/E AEROSPACE RAISES GUIDANCE FOR 2006 -- REAFFIRMS GUIDANCE FOR 2005
     ---------------------------------------------------------------------

         WELLINGTON, FL, June 20, 2005 - B/E Aerospace, Inc. (Nasdaq: BEAV), the
world's leading manufacturer of aircraft cabin interior products and a leading
aftermarket distributor of aerospace fasteners, today raised its earnings
guidance for 2006 to a range of approximately $1.00 to $1.10 per share and
reaffirmed its earnings guidance of approximately $0.50 per share for 2005. This
change in guidance is based on record customer awards in the second quarter of
2005 which are expected to drive continued robust backlog growth, and record
backlog levels in the second, third and fourth quarters of 2005. Based on second
quarter awards, several of which will book in the second half of the year,
management expects full year 2005 bookings to exceed $1 billion, and for
year-end backlog to approximate $1 billion. Management expects double-digit
revenue growth as well as continued backlog growth in 2006, consistent with the
initial upswing in the new aircraft delivery cycle. The company is maintaining
2005 earnings guidance of $0.50 per share in spite of overperformance on
revenue, bookings and backlog, electing to spend more on product development and
marketing.

         Mr. Robert Khoury, President and Chief Executive Officer of B/E
Aerospace, Inc. commented, "This clearly is the most vibrant marketing period in
our history. The company has been generating record backlog over the past twelve
months, while reporting substantial revenue and earnings growth, all at the
outset of the recovery in our industry. The second quarter will have been our
best quarter ever in terms of customer awards, totaling approximately $375
million, and as a result, we expect to see continued robust growth in our
backlog during the balance of 2005, rising to approximately $1 billion by
year-end. We are increasingly confident in our ability to generate revenues in
excess of $800 million during 2005 and to generate revenues in excess of $900
million in 2006. We are now guiding 2006 earnings per share in the range of
approximately $1.00 to $1.10 and reaffirming 2005 guidance at approximately
$0.50 per share."




         This news release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Such forward-looking statements involve risks
and uncertainties. B/E's actual experience may differ materially from that
anticipated in such statements. Factors that might cause such a difference
include those discussed in B/E's filings with the Securities and Exchange
Commission, including but not limited to its most recent proxy statement, Form
10-K and Form 10-Q. For more information, see the section entitled
"Forward-Looking Statements" contained in B/E's Form 10-K and in other filings.

         About B/E Aerospace, Inc.

         B/E Aerospace, Inc. is the world's leading manufacturer of aircraft
cabin interior products, and a leading aftermarket distributor of aerospace
fasteners. B/E designs, develops and manufactures a broad range of products for
both commercial aircraft and business jets. B/E manufactured products include
seating, lighting, oxygen, and food and beverage preparation and storage
equipment. The Company also provides cabin interior design, reconfiguration and
passenger-to-freighter conversion services. Products for the existing aircraft
fleet -- the aftermarket -- generate about 60 percent of sales. B/E sells its
products through its own global direct sales organization. For more information,
visit B/E's website at www.beaerospace.com.
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