<PAGE>

================================================================================

                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                   FORM 10-Q


  [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
       EXCHANGE ACT OF 1934

       For the quarterly period ended September 30, 1999

                                 OR

  [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
       EXCHANGE ACT OF 1934

  For the transition period from _______________ to _______________.

                       Commission File Number:  0-29490


                           HAWKER PACIFIC AEROSPACE
            (Exact name of registrant as specified in its charter)

         California                                      95-3528840
(State or other jurisdiction of                        (I.R.S. Employer
incorporation or organization)                         Identification No.)



11240 Sherman Way, Sun Valley, California                   91352
(Address of principal executive offices)                 (Zip Code)


                                (818) 765-6201
             (Registrant's Telephone Number, Including Area Code)


  Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.  YES      X        NO
                                               -----------      -----------


The number of shares of the registrant's common stock outstanding on November
12, 1999, was 5,822,222 shares.
================================================================================
<PAGE>

                           HAWKER PACIFIC AEROSPACE

                         PART I - FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

                    CONDENSED CONSOLIDATED BALANCE SHEETS
                                  (unaudited)

<TABLE>
<CAPTION>
                                                   September 30,   December 31,
                ASSETS                                 1999            1998
                                                   -------------   ------------
<S>                                                <C>             <C>
Current assets
 Cash                                               $  3,358,000    $   560,000
 Trade accounts receivable, net                       13,442,000     12,303,000
 Other receivables                                       154,000        114,000
 Inventories                                          20,607,000     21,645,000
 Prepaid expenses                                        553,000        617,000
                                                    ------------    -----------
   Total current assets                               38,114,000     35,239,000

Equipment and leasehold improvements, net             15,496,000      9,298,000
Exchange assets, net                                  41,563,000     37,877,000
Deferred taxes                                         3,367,000      1,916,000
Deferred financing costs                                 790,000        798,000
Construction in progress                                       0        982,000
Other assets                                           1,657,000      1,127,000
                                                    ------------    -----------
   Total assets                                     $100,987,000    $87,237,000
                                                    ============    ===========

 LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
 Accounts payable                                   $ 13,748,000    $12,171,000
 Accrued liabilities                                   6,436,000      3,698,000
 Line of credit                                       54,222,000     37,185,000
 Current portion of notes payable                      6,321,000     11,280,000
                                                    ------------    -----------
   Total current liabilities                          80,727,000     64,334,000

Long-term debt                                         2,500,000      2,500,000

Shareholders' equity                                  17,760,000     20,403,000
                                                    ------------    -----------
   Total liabilities and shareholders' equity       $100,987,000    $87,237,000
                                                    ============    ===========

</TABLE>
     See accompanying Notes to Condensed Consolidated Financial Statements

                                      -2-
<PAGE>

                           HAWKER PACIFIC AEROSPACE

                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (unaudited)
<TABLE>
<CAPTION>

                                                     Three months ended
                                                        September 30
                                                        ------------

                                                     1999            1998
                                                  -----------     -----------
<S>                                              <C>             <C>

Revenue                                           $23,472,000     $16,494,000
Cost of revenue                                    18,508,000      13,673,000
                                                  -----------     -----------
Gross margin                                        4,964,000       2,821,000

Selling, general and administrative expense         2,496,000       1,868,000
                                                  -----------     -----------
Income from operations                              2,468,000         953,000

Interest expense                                   (1,636,000)       (903,000)
                                                  -----------     -----------
Income before income taxes                            832,000          50,000

Income tax expense                                    314,000          18,000
                                                  -----------     -----------
Net income                                        $   518,000     $    32,000
                                                  ===========     ===========

</TABLE>
Earnings per common share - basic                      $ 0.09          $ 0.01
Earnings per common share - diluted                    $ 0.09          $ 0.01


Number of shares - basic                            5,822,222       5,822,222
Number of shares - diluted                          5,826,725       5,886,653


     See accompanying Notes to Condensed Consolidated Financial Statements

                                      -3-
<PAGE>

                           HAWKER PACIFIC AEROSPACE

                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (unaudited)
<TABLE>
<CAPTION>

                                                       Nine months ended
                                                          September 30
                                                          ------------
                                                      1999            1998
                                                 -------------     -----------
<S>                                              <C>              <C>
Revenue                                          $  57,061,000     $47,533,000
Cost of revenue                                     49,403,000      37,776,000
                                                 -------------     -----------
Gross margin                                         7,658,000       9,757,000

Selling, general and administrative expense          7,213,000       5,958,000
                                                 -------------     -----------
Income from operations                                 445,000       3,799,000

Interest expense                                    (4,292,000)     (2,352,000)
                                                 -------------     -----------
Income (loss) before income taxes                   (3,847,000)      1,447,000

Income tax expense (benefit)                        (1,423,000)         23,000
                                                 -------------     -----------
Net income (loss)                                 ($ 2,424,000)    $ 1,424,000
                                                 =============     ===========

</TABLE>
Earnings (loss) per common share - basic               ($ 0.42)         $ 0.26
Earnings (loss) per common share - diluted             ($ 0.42)         $ 0.25


Number of shares - basic                             5,822,222       5,555,555
Number of shares - diluted                           5,822,222       5,681,120


     See accompanying Notes to Condensed Consolidated Financial Statements

                                      -4-
<PAGE>

                           HAWKER PACIFIC AEROSPACE

              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (unaudited)
<TABLE>
<CAPTION>

                                                                             Nine months ended
                                                                               September 30
                                                                               ------------
                                                                         1999               1998
                                                                    --------------   ------------------
<S>                                                                 <C>              <C>
Operating Activities
Net income                                                           ($ 2,424,000)        $  1,424,000
Adjustments to reconcile net income (loss) to net cash
   provided by (used in) operating activities:
  Deferred income taxes                                                (1,415,000)            (106,000)
  Depreciation                                                          1,291,000            1,105,000
  Amortization                                                          1,949,000            1,097,000
  Other non-cash items                                                   (102,000)                  --
  Changes in operating assets and liabilities:
    Accounts receivable and other receivables                          (1,181,000)          (3,688,000)
    Inventory                                                             903,000           (4,451,000)
    Prepaid expenses and other current assets                           1,110,000             (288,000)
    Accounts payable                                                    1,549,000            1,611,000
    Deferred revenue                                                    2,305,000               79,000
    Accrued liabilities                                                   428,000            3,065,000
                                                                    -------------         ------------
  Cash provided by (used in) operating activities                       4,413,000             (152,000)

Investing Activities
Purchase of equipment, leasehold improvements and landing gear        (13,700,000)          (5,826,000)
Purchase of equipment and rotables from British Airways                        --          (23,599,000)
Purchase of inventory from British Airways                                     --           (1,962,000)
Purchase of other assets                                                       --               79,000
                                                                    -------------         ------------
  Cash used in investing activities                                   (13,700,000)         (31,308,000)

Financing Activities
Borrowings under bank note                                                     --           13,285,000
Principal payments on bank notes                                       (4,959,000)            (103,000)
Principle payments on related party note                                                    (1,500,000)
Borrowings/payments on line of credit                                  17,037,000            2,316,000
Proceeds from equity offering                                                  --           20,800,000
Deferred offering costs                                                  (126,000)          (1,966,000)
Deferred acquisition and loan fee expenses                                133,000             (209,000)
                                                                    -------------         ------------
  Cash provided by financing activities                                12,085,000           32,623,000
                                                                    -------------         ------------

Increase in cash                                                        2,798,000            1,163,000
Cash, beginning of period                                                 560,000              160,000
                                                                    -------------         ------------
Cash, end of period                                                 $   3,358,000         $  1,323,000
                                                                    =============         ============

Supplemental disclosure of cash flow information
 Cash paid during the period for:
   Interest                                                         $   3,424,000         $  2,367,000
   Income taxes                                                                --            2,879,000
</TABLE>
     See accompanying Notes to Condensed Consolidated Financial Statements


                                      -5-
<PAGE>

                           HAWKER PACIFIC AEROSPACE

         CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                                  (unaudited)
<TABLE>
<CAPTION>



                                     Common Stock                              Other
                             ----------------------------   Accumulated    Comprehensive
                              # of Shares       Amount        Deficit      Income (Loss)        Total
                             -------------   ------------   ------------   --------------   -------------
<S>                          <C>             <C>            <C>            <C>              <C>
Balances at
  December 31, 1998             5,822,222     $21,108,000     ($941,000)     $   236,000     $20,403,000

Net loss                                                     (2,424,000)                      (2,424,000)

Foreign currency
 translation adjustment                                                         (219,000)       (219,000)
                                                                                            ------------

Comprehensive loss                                                                            (2,643,000)
                               ----------     -----------   -----------    -------------    ------------
Balances at
  September 30, 1999            5,822,222     $21,108,000   ($3,365,000)     $    17,000     $17,760,000
                               ==========     ===========   ===========    =============    ============

</TABLE>
     See accompanying Notes to Consolidated Condensed Financial Statements

                                      -6-
<PAGE>

                           HAWKER PACIFIC AEROSPACE

           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (unaudited)

1.  BASIS OF PRESENTATION

Interim Condensed Financial Statements

During interim periods, Hawker Pacific Aerospace (the "Company") follows the
accounting policies set forth in its Annual Report to Shareholders and applies
appropriate interim financial reporting standards, as indicated below.  Users of
financial information produced for interim periods are encouraged to refer to
the notes contained in the Annual Report to Shareholders when reviewing interim
financial results.

Interim financial reporting standards require management to make estimates that
are based on assumptions regarding the outcome of future events and
circumstances not known at the present time, including the use of estimated
effective tax rates.  Inevitably, some assumptions may not materialize and
unanticipated events and circumstances may occur which vary from those estimates
and such variations may significantly affect the Company's future results.

In the opinion of management, the accompanying unaudited condensed consolidated
financial statements of the Company have been prepared in accordance with the
Securities and Exchange Commission's requirements for Form 10-Q and contain all
adjustments of a normal and recurring nature which are necessary to present
fairly the financial position of the Company as of September 30, 1999, and
December 31, 1998, and the results of its operations and cash flows for the
three month and/or nine month periods ended September 30, 1999 and 1998.

Contingencies

The Company is party to various legal proceedings incidental to its business.
Certain claims, suits and complaints arising in the ordinary course of business
have been filed or are pending against the Company.  Based on facts now known to
the Company, management believes all such matters are adequately provided for,
covered by insurance or, if not so covered or provided for, are without merit,
or involve such amounts that would not materially adversely affect the
consolidated results of operations and cash flows or financial position of the
Company.

Earnings (Loss) per Share

Basic earnings (loss) per share are based upon the weighted average number of
common shares outstanding. The weighted average common shares used in
calculating basic earnings per share were 5,822,222 and 5,822,222 for the three
months ended September 30, 1999 and 1998, respectively, and 5,822,222 and
5,555,555 for the nine months ended September 30, 1999 and 1998, respectively.
Diluted earnings per share are based on the number of shares used in the basic
earnings per share calculation plus the dilutive effects of stock options under
the treasury stock method.  The weighted average of common and common equivalent
shares used in calculating diluted earnings per share were 5,826,725 and
5,886,653, for the three months ended September 30, 1999 and 1998, respectively,
and 5,822,222 and 5,681,120, for the nine months ended September 30, 1999 and
1998, respectively.
<TABLE>
<CAPTION>

Inventories
<S>                                              <C>             <C>
Inventories are comprised of the following:
                                                  September 30,   December 31,
                                                      1999           1998
                                                   -----------    -----------
   Purchased parts and assemblies                  $18,929,000    $19,251,000
   Work in process                                   1,678,000      2,394,000
                                                   -----------    -----------
                                                   $20,607,000    $21,645,000
                                                   ===========    ===========
</TABLE>

Forward Looking Statements

Statements included in this filing which are not historical in nature are
forward looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. Forward looking statements regarding the
Company's future performance and financial results are subject to certain risks
and uncertainties that could cause actual results to differ materially from
those set forth for a variety of reasons.  Factors that may impact such forward
looking statements include, among others, changes in the condition of the
industry, changes in general economic conditions and the success of the
Company's strategic operating plans.

                                      -7-
<PAGE>

                           HAWKER PACIFIC AEROSPACE


           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (continued)

2.  INITIAL PUBLIC OFFERING

On February 3, 1998, the Company completed an initial public offering of
2,766,667 shares of the Company's common stock. The Company received net
proceeds of approximately $18.1 million, net of expenses of approximately $2.7
million. The Company used approximately $9.2 million of the net proceeds to fund
a portion of the purchase price for certain assets of British Airways as
discussed in Note 3, and approximately $7.6 million to repay a portion of the
revolving and term debt previously outstanding under the Company's credit
facility.  The balance of the net proceeds has been used for working capital
purposes.

3.  ACQUISITIONS

On February 4, 1998, the Company completed the acquisition of certain assets of
the British Airways landing gear repair and overhaul operation for a purchase
price of approximately $19.5 million. This acquisition resulted in the formation
of a wholly owned subsidiary in the United Kingdom, Hawker Pacific Aerospace
Ltd., which has been operational since that date.

4.  LINE OF CREDIT AND NOTES PAYABLE

On December 22, 1998, the Company secured a $66.3 million senior credit facility
from Heller Financial, Inc., and NMB-Heller Limited (collectively, "Heller").
The Loan and Security Agreement (the "Heller Agreement") provided a $55.0
million revolving line of credit, a Term Loan A in the amount of $4.3 million,
and a Term Loan B in the amount of $7.0 million.  The revolver and both term
loans expire in five years.

Availability for the $55.0 million revolving line of credit may be limited by
borrowing base criteria related to levels of accounts receivable, inventory and
exchange assets.  At October 31, 1999, the Company's borrowing base was $55.0
million, of which $54.4 million had been advanced, leaving remaining
availability of $0.6 million.

On October 21, 1999, the Company and Heller executed an amendment to the Heller
Agreement. As a result of this amendment, the Company is no longer in violation
of certain financial covenants. Effective as of this date, the rate of interest
on the revolver and term loans was increased by 1% to prime plus 2.5%. The
Company has also agreed in the amendment to secure between $4 to $6 million of
additional junior capital, subordinated to the Heller obligation, by November
15, 1999. The Company is currently working with several financing sources, and
hopes to comply with this covenant shortly.

In October, Heller notified Hawker that it had undercharged the Company by
$425,000 in interest during the period from April through September 1999. This
amount was properly reclassified back to the second and third quarters. Heller
has also charged the Company approximately $100,000 in fees related to the
amendment, and required consultant services which amounted to an additional
$75,000. These two non-recurring charges were recorded in the fourth quarter.

5.  SEGMENT  INFORMATION

On December 31, 1998, the Company adopted Statement of Financial Accounting
Standards No. 131, "Disclosures about Segments of an Enterprise and Related
Information".  The new rules establish revised standards for public companies
relating to the reporting of financial and descriptive information about
business segments and enterprise-wide operations.  The Company operates in one
segment.  The following table sets forth certain geographic information related
to the Company's operations.
<TABLE>
<CAPTION>
                                               United States                 United Kingdom                Consolidated
As of September 30                         1999            1998            1999          1998           1999           1998
-------------------------------------   -----------   --------------   ------------   -----------   ------------   ------------
<S>                                     <C>           <C>              <C>            <C>           <C>            <C>
Total assets                            $51,131,000     $46,202,000    $49,697,000    $41,035,000   $100,828,000    $87,237,000
Total long-lived assets (net of
   depreciation and amortization)        20,040,000      16,496,000     37,019,000     30,190,000     57,059,000     46,686,000
<CAPTION>

For the quarter ended September 30
-------------------------------------
<S>                                     <C>           <C>              <C>            <C>           <C>            <C>
Revenue by location of operations        17,008,000      11,625,000      6,464,000      4,869,000     23,472,000     16,494,000
Income (loss) before income tax             818,000        (113,000)      (155,000)       145,000        663,000         32,000
</TABLE>

The Company generated revenue from customers located outside of the United
States of $9,470,000 and $7,717,000 for the quarters ended September 30, 1999
and 1998, respectively.

                                      -8-
<PAGE>

                           HAWKER PACIFIC AEROSPACE

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This Quarterly Report contains forward-looking statements within the meaning of
the "safe harbor" provisions of the Private Securities Litigation Reform Act of
1995, such as statements of the Company's plans, objectives, expectations and
intentions, that involve risks and uncertainties that could cause actual results
to differ materially from those discussed in such forward-looking statements.
Factors that could cause or contribute to such differences include, but are not
limited to, those discussed in this Quarterly Report and in the Company's
various filings with the Securities and Exchange Commission, including without
limitation the Company's Annual Report on Form 10-K for the year ended December
31, 1998.

The following discussion and analysis should be read in conjunction with the
Company's financial statements and related notes thereto included herein, and
with the information set forth under Management's Discussion and Analysis of
Financial Condition and Results of Operations in the Company's Annual Report on
Form 10-K for the year ended December 31, 1998.

Relocation of United Kingdom Subsidiary

From May through July 1999 the Company relocated its UK subsidiary from its
prior location in a British Airways maintenance facility. The new state-of-the-
art facility is completely operational with the exception of the plating shop,
which is undergoing new construction. Completion of this construction, and the
relocation of other plating shop elements, is scheduled for the end of December.
Until that time, the Company will incur an increase in operating costs as
overhaul items occasionally have to be transferred between the two facilities
for plating operations.

Material Changes in Financial Condition

The following analysis compares material changes in the Company's financial
position from December 31, 1998, to September 30, 1999.

Net fixed assets increased by $6.2 million during 1999 as a result of the
addition of $6.8 million in leasehold improvements principally related to the
new UK facility. Net exchange assets also increased by $3.7 million, as
additional landing gear rotable assets were purchased to meet increasing
customer requirements. In the aggregate, total fixed assets increased by $9.9
million to $57.1 million.

The Company has drawn $17.0 million on its revolving line of credit during the
first three quarters of 1999. Of this amount, $5.0 million was used to reduce
principal balances on Term Loans A and B. The remaining $12.0 million,
supplemented by cash provided from operations, was used to purchase $13.7
million in equipment, leasehold improvements and exchange assets. At October 31,
1999, the Company had $0.6 million remaining available on its line of credit.

On October 21, 1999, the Company and Heller executed an amendment to the Heller
Agreement. As a result of this amendment, the Company is no longer in violation
of certain financial covenants. Effective as of this date, the rate of interest
on the revolver and term loans was increased by 1% to prime plus 2.5%. The
Company has also agreed in the amendment to secure between $4 to $6 million of
additional junior capital, subordinated to the Heller obligation, by November
15, 1999. The Company is currently working with several financing sources, and
hopes to comply with this covenant shortly.

In October, Heller notified Hawker that it had undercharged the Company by
$425,000 in interest during the period from April through September 1999. This
amount was properly reclassified back to the second and third quarters. Heller
has also charged the Company approximately $100,000 in fees related to the
amendment, and required consultant services which amounted to an additional
$75,000. The Company has also incurred approximately $125,000 in fees to First
Union Security, Inc., who was recently retained to advise the Company's Board of
Directors on alternatives for maximizing shareholder value. These non-recurring
charges, aggregating to $300,000, were recorded in the fourth quarter.

Despite the adverse impact of the UK relocation, the Company generated $4.4
million of operating cash flow during the first three quarters. While the
Company is currently meeting all of its cash obligations, supplemental funding
will be necessary during the next twelve months for planned capital expenditures
and rotable purchases to support higher levels of projected revenue.

                                      -9-
<PAGE>

                           HAWKER PACIFIC AEROSPACE


        MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                       RESULTS OF OPERATIONS (continued)

Material Changes in Results of Operations

The following analysis compares the Company's results of operations for the
quarter and nine months ended September 30, 1999, with the quarter and nine
months ended September 30, 1998. Year-to-date comparisons below should take into
consideration the fact that the Company's United Kingdom subsidiary began
operations on February 4, 1998.

Revenue in the third quarter increased by 42% to $23.5 million from $16.5
million in 1998. Revenue for the nine months increased by 20% to $57.1 million,
as compared with $47.5 million in the prior comparable period. For the quarter,
most of the revenue gain was recorded in the Company's Sun Valley operation,
which increased revenue by $5.4 million (46%). For the nine months, the majority
of the revenue increase occurred in the UK unit, which increased revenue by 57%
to $17.2 million.

Cost of revenue for the third quarter and nine months was adversely affected by
the UK relocation, as many operating hours were lost, and the Company had to
outsource many jobs to meet customer requirements. This impact was partially
offset by capitalized relocation-related overhead expenses. The gross margin
percentage for the quarter improved to 21.1% from 17.1%.  Year-to-date, however,
the UK relocation caused the gross margin percentage to decrease to 13.4% from
20.5% in the prior comparable period. Sun Valley results of operations continue
to significantly exceed the Company's 1999 Business Plan in revenue, gross
margin, operating income and net income.

Third quarter and year-to-date selling, general and administrative expense
increased primarily because of additional costs associated with the UK
operation. The Company also incurred a material amount of additional Heller
costs and legal fees related to the default on its senior credit facility.
Interest expense increased by $0.7 million for the quarter, and $1.9 million for
the nine months, as a result of increased borrowings on the Company's line of
credit.

The Company recorded net income for the quarter of $518,000, as compared with
$32,000 in the third quarter of last year.  For the nine months, the Company
recorded a net loss of $2,424,000, down from net income of $1,424,000 in the
prior comparable period. Management believes that the year-to-date impact of the
UK relocation on the Company's operating results reported herein are
transitional, non-recurring, and not indicative of the results of operations
which may be expected in future periods.

Year 2000 Issue

The year 2000 problem is the result of computer programs being written using two
digits (rather than four) to define the applicable year. Any of the Company's
programs that have time-sensitive software may recognize a date using "00" as
the year 1900 rather than the year 2000, which could result in miscalculation or
system failures.

The Company has completed its Year 2000 preparedness program, and the Company's
products and services do not require any further remediation to be Year 2000
compliant.  The Company has also completed an evaluation of the readiness status
of its significant suppliers and subcontractors, and has not discovered any
problems that would affect the Company's operations. All communication systems
within the Company are Year 2000 compliant, and the Company has developed a
contingency plan to handle any unanticipated year 2000 problems.

The Company has incurred total costs of approximately $200,000 to address Year
2000 issues during 1999. Given the nature of the Company's repair and overhaul
operations, management does not believe that the Year 2000 issue presents a
material exposure as it relates to the Company's products, services or
operations.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market risk refers to the potential effects of unfavorable changes in certain
prices and rates on the Company's financial results and condition, primarily
foreign currency exchange rates and interest rates on borrowings. The Company
does not utilize derivative instruments in managing its exposure to such
changes.

Foreign Currency Risk. The Company has operations in the United Kingdom and the
Netherlands. The currencies of these two countries have been relatively stable
as compared with the U.S. dollar. The Company manages foreign currency risk, in
part, by generally requiring that customers pay for the services of the
Company's foreign operating units in the currency

                                      -10-
<PAGE>

                           HAWKER PACIFIC AEROSPACE


        MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                       RESULTS OF OPERATIONS (continued)

of the country where the operating unit is located. The Company also does not
routinely exchange material sums of money between the operating units. The
Company does not currently see the need for currency hedging transactions in the
ordinary course of business.

Interest Rate Risk.  The Company's senior credit facility is comprised of two
notes payable and a revolving line of credit, each of which currently carries an
interest rate which varies in accordance with a Base Rate equal to the higher of
the Federal Reserve prime rate, or the Federal Funds Effective Rate. The Company
is subject to potentially material fluctuations in its debt service if the Base
Rate should change significantly.

In February 1998, to reduce the impact of changes in interest rates on the
Company's debt facility, the Company entered into an interest rate swap
agreement. The swap agreement changed interest rate exposure to a fixed amount
on a portion of the debt.


PART II - OTHER INFORMATION

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On August 4, 1999, the Company held its annual meeting of shareholders. The only
item voted on by the Company's shareholders was the election of seven directors
of the Company to serve until the next annual meeting of shareholders, or until
their successors are duly elected and qualified. The following seven directors
of the Company were all re-elected to continue their terms: Daniel J. Lubeck,
Mellon C. Baird, Scott W. Hartman, David L. Lokken, John G. Makoff, Joel F.
McIntyre, and Daniel C. Toomey, Jr.  Each director received 5,552,309 votes
"for" election, and zero votes "against", with 194,506 abstentions, and zero
non-votes.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

   10.42 Waiver and Amendment No. 1 to Loan and Security Agreement, between
         Hawker Pacific Aerospace and Hawker Pacific Aerospace Limited, as
         borrowers, and Heller Financial, Inc., and NMB-Heller Limited, dated
         October 21, 1999

   27    Financial Data Schedule


(b)  Form 8-K

No reports were filed on Form 8-K during the quarter ended September 30, 1999.


                                 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, thereunto duly authorized.

                                 HAWKER PACIFIC AEROSPACE


Date: November 12, 1999          By  /s/  Philip M. Panzera
                                   ______________________________
                                   Philip M. Panzera
                                   Executive Vice President
                                   (Principal Financial and Accounting Officer)

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