lmi10k031509ex10.htm


    Exhibit 10.10

     

    
      
        VOUGHT

        Aircraft
Industries, Inc.

        Page 1
of 12

        SELLER:

         

        LMI
AEROSPACE INC

        P.O. BOX
900

        ST.
CHARLES MO  63302 0900

        
          	
                  DATE

                  1/21/008

                	
                  PURCHASE
      ORDER NO.

                  117-801538AZ

                


        

         

        PURCHASE
ORDER

        
          	
                  SHIP
      TO

                  9314
      W JEFFERSON BL

                  DALLAS,
      TX  75211

                	
                  SHIP
      VIA

                  SEE
      TRAFFIC ROUTING GUIDE AT WWW.VOUGHTAIRCRAFT.COM/SUPPLIERS/


                	
                  F.O.B.

                  SELLER
      PLANT

                	
                  INSPECTION

                  SEE
      EACH ITEM

                	
                  A/C

                  M002

                
	
                  TERMS

                  NET
      30 DAYS

                	
                  PRIORITY
      

                  RATING

                  DO-A1

                	
                  THIS
      PURCHASE 

                  ORDER CONFIRMS

                  NONE

                	
                  RETURN
      ACCEPTANCE COPY TO

                  BUYER’S
      ADDRESS, ATTN:

                  REQUIRED

                  DEPT.           
      86600           
      ZONE           
      7PO

                	
                  NOTE

                  SEE
      REMARKS

                	
                  SELLER
      NO.

                  53420

                	
                  BUS

                  8

                	
                  PO
      TYP

                  B3

                	
                  S/C

                  9X

                	
                  BUYER
      CODE

                  KAKE

                
	
                  ITEM

                	
                  PART
      NO.                      
      DESCRIPTION

                	
                  DC

                	
                  QUANTITY

                	
                  UM

                	
                  SHIP.
      SCHED.

                	
                  UNIT
      PRICE

                	
                  ITEM
      TOTAL

                


        

        


      

    

    
CLAUSE
G504: THIS ORDER IS ISSUED BY:

     

    VOUGHT
AIRCRAFT INDUSTRIES, INC.

    POST
OFFICE BOX 655907

    DALLAS,
TX 75265-5907

     

    CLAUSE
K301: REMITTANCE INSTRUCTIONS: SELLER'S INVOICE(S) MUST INCLUDE: COMPLETE
PURCHASE ORDER NUMBER (INCLUDING SUFFIX), PURCHASE ORDER ITEM NUMBER(S), PART
NUMBER(S), PART SERIAL NUMBER(S) (IF SERIALIZED), UNIT OF MEASURE, AND UNIT
PRICE. MAIL ORIGINAL INVOICE TO:

     

    VOUGHT
AIRCRAFT INDUSTRIES, INC.

    ATTN:
A/P, M/S 220-12

    P 0 BOX
655907

    DALLAS TX
75265-5907

     

    CLAUSE
G356: F.O.B. ORIGIN. SELLER MUST SHIP STRICTLY IN ACCORDANCE WITH THE
INSTRUCTIONS SET FORTH IN THE VOUGHT STANDARD ROUTING GUIDE. THE VOUGHT STANDARD
ROUTING GUIDE MAY BE FOUND AT BUYER'S INTERNET SITE:
HTTP://WWW.VOUGHTAIRCRAFT.COM/SUPPLIERS/ (NOTE: THE WEBSITE MUST BE ENTERED
USING LOWER CASE CHARACTERS.) FAILURE TO COMPLY WITH SHIPPING INSTRUCTIONS AS
SET FORTH IN THE ROUTING GUIDE MAY RESULT IN REJECTION OF INVOICE, DELAYS IN
PAYMENT OF SHIPPING CHARGES, AND/OR DISALLOWANCE OF SHIPPING CHARGES IN EXCESS
OF THOSE BUYER WOULD HAVE INCURRED HAD SELLER COMPLIED WITH SHIPPING
INSTRUCTIONS.

     

    CLAUSE
G420: THIS LONG TERM AGREEMENT/PRICING AGREEMENT ("AGREEMENT") IS ISSUED TO
DOCUMENT PRICING AND TERMS AND CONDITIONS APPLICABLE TO THE LONG TERM AGREEMENT
BETWEEN BUYER AND SELLER. DO NOT SHIP OR INVOICE AGAINST THIS DOCUMENT.
AUTHORIZATION TO MAKE PURCHASE ORDER ("PO" OR "ORDER") DELIVERIES WILL BE
PROVIDED BY SEPARATE ORDERS USING BUYER'S STANDARD PO FORM, AS NEEDED, WHICH
SHALL REFERENCE THIS AGREEMENT. THE TERMS AND CONDITIONS OF ORDERS ISSUED
PURSUANT TO THIS AGREEMENT SHALL BE BINDING, EXCEPT AS THEY MAY CONFLICTWITH
PROVISIONS OF THIS AGREEMENT, IN WHICH EVENT THE TERMS AND CONDITIONS OF THIS
AGREEMENT SHALL PREVAIL UNLESS OTHERWISE SPECIFICALLY NOTED ON THE
ORDER.

     

    
      
        
          	
                  ADDITIONAL

                  PROVISIONS

                	
                  1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                  2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                  3.   
       INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                  4.    
      IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15 CFR
      PART 700.

                	
                  
                  

                  Vought
      Aircraft Industries, Inc. 

                   

                          
      By:_________________________                                          
      

                                 
      L.D.
      SMITH                           
      LDS

                                  COMPUTER
      GENERATED SIGNATURE

                
	
                  SELLER
      COPY

                

FORM 37-3

      

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      
        VOUGHT

        Aircraft
Industries, Inc.

        Page 2
of 12

        SELLER:

         

        LMI
AEROSPACE INC

        P.O. BOX
900

        ST.
CHARLES MO  63302 0900

        
          	
                  DATE

                  1/21/008

                	
                  PURCHASE
      ORDER NO.

                  117-801538AZ

                


        

         

        PURCHASE
ORDER

        
          	
                  SHIP
      TO

                   

                	
                  SHIP
      VIA

                	
                  F.O.B.

                	
                  INSPECTION

                	
                  A/C

                
	
                  TERMS

                   

                	
                  PRIORITY
      

                  RATING

                	
                  THIS
      PURCHASE 

                  ORDER CONFIRMS

                   

                	
                  RETURN
      ACCEPTANCE COPY TO

                  BUYER’S
      ADDRESS, ATTN:

                   

                  DEPT.                       
      ZONE           
      

                	
                  NOTE

                	
                  SELLER
      NO.

                   

                	
                  BUS

                   

                	
                  PO
      TYP

                   

                	
                  S/C

                   

                	
                  BUYER
      CODE

                   

                
	
                  ITEM

                	
                  PART
      NO.                      
      DESCRIPTION

                	
                  DC

                	
                  QUANTITY

                	
                  UM

                	
                  SHIP.
      SCHED.

                	
                  UNIT
      PRICE

                	
                  ITEM
      TOTAL

                


        

         

      

IN CONSIDERATION OF THE MUTUAL
COVENANTS SET FORTH HEREIN, BUYER AND SELLER AGREE AS FOLLOWS: SELLER AGREES TO
SELL TO BUYER THE PRODUCTS AT THE PRICES IDENTIFIED BELOW. SELLER AGREES
THE PRICES LISTED HEREIN SHALL REMAIN FIRM FORDELIVERIES FROM THE DATE OF THIS
AGREEMENT THROUGH 12/31/2012. THE ESTIMATED TOTAL VALUE OF THIS AGREEMENT IS
$51,886,186.00. THE VALUE IS BASED UPON BUYER'S ESTIMATE AS TO THE AMOUNT OF
EACH PRODUCT BUYER WILL REQUIRE FROM SELLER: IN NO EVENT, HOWEVER, SHALL BUYER
BE OBLIGATED TO PURCHASE ANY SPECIFIC QUANTITY OF ANY PRODUCT FROM SELLER UNTIL
SUCH TIME AS AN ORDER IS ISSUED TO SELLER. BUYER'S PURCHASES HEREUNDER SHALL NOT
BE LESS THAN THE TOTAL SUM OF $1,971,555.00 DURING THE TERM OF THIS
AGREEMENT.

    BUYER
WILL ALLOW SELLER THE LEAD TIMES ("LT") SPECIFIED IN THE COLUMNS LABELED LT1
BELOW FOR DELIVERY OF THE FIRST ARTICLE AFTER RECEIPT OF ORDER AND/OR MATERIAL
("ARO/ARM") AND LT2 BELOW FOR SUBSEQUENT DELIVERIES ARO/ARM. IF ANY ORDER ISSUED
PURSUANT TO THIS AGREEMENT CALLS FOR DELIVERIES BEYOND THE LAST DAY OF THIS
AGREEMENT AS STATED ABOVE, THE PROVISIONS OF THIS AGREEMENT SHALL REMAIN VALID
AND FULLY APPLICABLE TO SUCH ORDER UNTIL FINAL DELIVERY THEREUNDER; HOWEVER
DELIVERIES BEYOND THE DATE MUST BE SCHEDULED WITHIN 90 DAYS OF THE LAST DAY OF
THIS AGREEMENT.

    NOTICES
OR COMMUNICATIONS GIVEN OR REQUIRED UNDER THIS AGREEMENT AND ORDERS WILL BE IN
WRITING AND RECEIVED AT THE FOLLOWING ADDRESSES:

    BUYER AT
THE ADDRESS ABOVE, ATTN: RHONDA HAILEY

    SELLER AT
THE ADDRESS ABOVE,
ATTN:                                                                                     DAVE
WRIGHT

    IN THE
LISTING BELOW, "U/M" MEANS UNIT OF MEASURE; "UP" MEANS UNIT PRICE; "LT1" MEANS
THE LEAD TIME, IN WEEKS, BUYER WILL ALLOW AFTER RECEIPT OF ORDER AND/OR MATERIAL
("ARO/ARM") FOR DELIVERY OF THE FIRST ARTICLE; "LT2" MEANS THE LEAD TIME, IN
WEEKS, BUYER WILL ALLOW FOR SUBSEQUENT DELIVERIES; AND "N/RP" MEANS NONRECURRING
PRICE.

     

    
      
        	
                PART
      NUMBER

              	
                LT1

              	
                LT2

              	
                U/P

              	
                EST
      LTA QTY

              
	*                   
      	
                *                   
      

              	
                *                   
      

              	$*                   
      	
                *                   
      

              
	
                 

              	
                 

              	
                 

              	
              	
                 

              
	
                 

              	
                 

              	
                 

              	
              	
                 

              
	
                 

              	
                 

              	
                 

              	
              	
                 

              
	
                 

              	
                 

              	
                 

              	
              	
                 

              
	
                 

              	
                 

              	
                 

              	
              	
                 

              
	
                 

              	
                 

              	
                 

              	
              	
                 

              


      

       

      
        
          
            	
                    ADDITIONAL

                    PROVISIONS

                  	
                    1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                    2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                    3.    
      INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                    4.    
      IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15 CFR
      PART 700.

                  	
                    
                    

                    Vought
      Aircraft Industries, Inc. 

                     

                            
      By:_________________________                                          
      

                                   
      L.D.
      SMITH                           
      LDS

                                    COMPUTER
      GENERATED SIGNATURE

                  
	
                    SELLER
      COPY

                  


          

          FORM 37-3

        

      

       

       

      
        * The text
noted by asterisks has been redacted in connection with a request to the
Securities and Exchange Commission for confidential treatment of such text
pursuant to Rule 24b-2.  A copy of this Agreement including the redacted
information has been submitted to the Securities and Exchange Commission as part
of such request.

      

       

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

       

      
        
          VOUGHT

          Aircraft
Industries, Inc.

          Page 3
of 12

          SELLER:

           

          LMI
AEROSPACE INC

          P.O. BOX
900

          ST.
CHARLES MO  63302 0900

          
            	
                    DATE

                    1/21/008

                  	
                    PURCHASE
      ORDER NO.

                    117-801538AZ

                  


          

           

          PURCHASE
ORDER

          
            	
                    SHIP
      TO

                     

                  	
                    SHIP
      VIA

                  	
                    F.O.B.

                     

                  	
                    INSPECTION

                     

                  	
                    A/C

                     

                  
	
                    TERMS

                     

                  	
                    PRIORITY
      

                    RATING

                     

                  	
                    THIS
      PURCHASE 

                    ORDER CONFIRMS

                     

                  	
                    RETURN
      ACCEPTANCE COPY TO

                    BUYER’S
      ADDRESS, ATTN:

                     

                    DEPT.                      
      ZONE           

                  	
                    NOTE

                     

                  	
                    SELLER
      NO.

                     

                  	
                    BUS

                     

                  	
                    PO
      TYP

                     

                  	
                    S/C

                     

                  	
                    BUYER
      CODE

                  
	
                    ITEM

                  	
                    PART
      NO.                      
      DESCRIPTION

                  	
                    DC

                  	
                    QUANTITY

                  	
                    UM

                  	
                    SHIP.
      SCHED.

                  	
                    UNIT
      PRICE

                  	
                    ITEM
      TOTAL

                  


          

           

        

      

       

      
        
          
            
              	
                      *                   
      

                    	
                      *                   
      

                    	
                      *                   
      

                    	
                      $*                   
      

                    	
                      *                   
      

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    
	
                       

                    	
                       

                    	
                       

                    	
                       

                    	
                       

                    


            

          

        

      

       

      
        
          
            	
                    ADDITIONAL

                    PROVISIONS

                  	
                    1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                    2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                    3.   
      INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                    4.   
      IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15 CFR
      PART 700.

                  	
                    
                    

                    Vought
      Aircraft Industries, Inc. 

                     

                            
      By:_________________________                                          
      

                                   
      L.D.
      SMITH                            
      LDS

                                    COMPUTER
      GENERATED SIGNATURE

                  
	
                    SELLER
      COPY

                  


          

          FORM 37-3

        

      

       

      
        * The text
noted by asterisks has been redacted in connection with a request to the
Securities and Exchange Commission for confidential treatment of such text
pursuant to Rule 24b-2.  A copy of this Agreement including the redacted
information has been submitted to the Securities and Exchange Commission as part
of such request.

      

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

       

      
        
          VOUGHT

          Aircraft
Industries, Inc.

          Page 4
of 12

           

          SELLER:

           

          LMI
AEROSPACE INC

          P.O. BOX
900

          ST.
CHARLES MO  63302 0900

          
            	
                    DATE

                    1/21/008

                  	
                    PURCHASE
      ORDER NO.

                    117-801538AZ

                  


          

           

          PURCHASE
ORDER

          
            	
                    SHIP
      TO

                     

                  	
                    SHIP
      VIA

                  	
                    F.O.B.

                  	
                    INSPECTION

                     

                  	
                    A/C

                     

                  
	
                    TERMS

                     

                  	
                    PRIORITY
      

                    RATING

                     

                  	
                    THIS
      PURCHASE 

                    ORDER CONFIRMS

                     

                  	
                    RETURN
      ACCEPTANCE COPY TO

                    BUYER’S
      ADDRESS, ATTN:

                     

                    DEPT.                     
      ZONE           
      

                  	
                    NOTE

                     

                  	
                    SELLER
      NO.

                     

                  	
                    BUS

                     

                  	
                    PO
      TYP

                     

                  	
                    S/C

                     

                  	
                    BUYER
      CODE

                     

                  
	
                    ITEM

                  	
                    PART
      NO.                      
      DESCRIPTION

                  	
                    DC

                  	
                    QUANTITY

                  	
                    UM

                  	
                    SHIP.
      SCHED.

                  	
                    UNIT
      PRICE

                  	
                    ITEM
      TOTAL

                  


          

           

        

      

       

      
        
          	*                   
      	
                  *                   
      

                	
                  *                   
      

                	
                  $*                   
      

                	
                  *                   
      

                
	
                   

                	
                   

                	
                   

                	
                   

                	
                   

                
	
                   

                	
                   

                	
                   

                	
                	
                   

                
	
                   

                	
                   

                	
                   

                	
                	
                   

                
	
                   

                	
                   

                	
                   

                	
                	
                   

                
	
                   

                	
                   

                	
                   

                	
                	
                   

                
	
                   

                	
                   

                	
                   

                	
                	
                   

                


        

      

       

       

       

       

       

      
        
          
            	
                    ADDITIONAL

                    PROVISIONS

                  	
                    1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                    2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                    3.    
      INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                    4.    
      IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15 CFR
      PART 700.

                  	
                    
                    

                    Vought
      Aircraft Industries, Inc. 

                     

                            
      By:_________________________                                          
      

                                   
      L.D.
      SMITH                           
      LDS

                                    COMPUTER
      GENERATED SIGNATURE

                  
	
                    SELLER
      COPY

                  


          

          FORM 37-3

        

      

       

      
        * The text
noted by asterisks has been redacted in connection with a request to the
Securities and Exchange Commission for confidential treatment of such text
pursuant to Rule 24b-2.  A copy of this Agreement including the redacted
information has been submitted to the Securities and Exchange Commission as part
of such request.

      

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

       

      
        
          VOUGHT

          Aircraft
Industries, Inc.

          Page 5
of 12

           

          SELLER:

           

          LMI
AEROSPACE INC

          P.O. BOX
900

          ST.
CHARLES MO  63302 0900

          
            	
                    DATE

                    1/21/008

                  	
                    PURCHASE
      ORDER NO.

                    117-801538AZ

                  


          

           

          PURCHASE
ORDER

          
            	
                    SHIP
      TO

                  	
                    SHIP
      VIA

                  	
                    F.O.B.

                  	
                    INSPECTION

                     

                  	
                    A/C

                     

                  
	
                    TERMS

                     

                  	
                    PRIORITY
      

                    RATING

                     

                  	
                    THIS
      PURCHASE 

                    ORDER CONFIRMS

                  	
                    RETURN
      ACCEPTANCE COPY TO

                    BUYER’S
      ADDRESS, ATTN:

                     

                    DEPT.           ZONE           
      

                  	
                    NOTE

                     

                  	
                    SELLER
      NO.

                     

                  	
                    BUS

                     

                  	
                    PO
      TYP

                     

                  	
                    S/C

                     

                  	
                    BUYER
      CODE

                     

                  
	
                    ITEM

                  	
                    PART
      NO.                      
      DESCRIPTION

                  	
                    DC

                  	
                    QUANTITY

                  	
                    UM

                  	
                    SHIP.
      SCHED.

                  	
                    UNIT
      PRICE

                  	
                    ITEM
      TOTAL

                  


          

           

        

      

       

      
        
          	
                  *                   
      

                	
                  *                   
      

                	
                  *                   
      

                	
                  $*                   
      

                	
                  *                   
      

                
	
                   

                	
                   

                	
                   

                	
                	
                   

                
	
                   

                	
                   

                	
                   

                	
                	
                   

                
	
                   

                	
                   

                	
                   

                	
                	
                   

                
	
                   

                	
                   

                	
                   

                	
                	
                   

                
	
                   

                	
                   

                	
                   

                	
                	
                   

                


        

      

       

      
        
          
            	
                    ADDITIONAL

                    PROVISIONS

                  	
                    1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                    2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                    3.   
      INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                    4.   
      IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15 CFR
      PART 700.

                  	
                    
                    

                    Vought
      Aircraft Industries, Inc. 

                     

                            
      By:_________________________                                          
      

                                   
      L.D.
      SMITH                            LDS

                                    COMPUTER
      GENERATED SIGNATURE

                  
	
                    SELLER
      COPY

                  


          

          FORM 37-3

        

      

       

      
        * The text
noted by asterisks has been redacted in connection with a request to the
Securities and Exchange Commission for confidential treatment of such text
pursuant to Rule 24b-2.  A copy of this Agreement including the redacted
information has been submitted to the Securities and Exchange Commission as part
of such request.

      

       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

       

      
        
          VOUGHT

          Aircraft
Industries, Inc.

          Page 6
of 12

          SELLER:

           

          LMI
AEROSPACE INC

          P.O. BOX
900

          ST.
CHARLES MO  63302 0900

          
            	
                    DATE

                    1/21/008

                  	
                    PURCHASE
      ORDER NO.

                    117-801538AZ

                  


          

           

          PURCHASE
ORDER

          
            	
                    SHIP
      TO

                     

                  	
                    SHIP
      VIA

                     

                  	
                    F.O.B.

                     

                  	
                    INSPECTION

                     

                  	
                    A/C

                     

                  
	
                    TERMS

                     

                  	
                    PRIORITY
      

                    RATING

                  	
                    THIS
      PURCHASE 

                    ORDER CONFIRMS

                     

                  	
                    RETURN
      ACCEPTANCE COPY TO

                    BUYER’S
      ADDRESS, ATTN:

                     

                    DEPT.                      
      ZONE           

                  	
                    NOTE

                     

                  	
                    SELLER
      NO.

                     

                  	
                    BUS

                     

                  	
                    PO
      TYP

                     

                  	
                    S/C

                     

                  	
                    BUYER
      CODE

                     

                  
	
                    ITEM

                  	
                    PART
      NO.                      
      DESCRIPTION

                  	
                    DC

                  	
                    QUANTITY

                  	
                    UM

                  	
                    SHIP.
      SCHED.

                  	
                    UNIT
      PRICE

                  	
                    ITEM
      TOTAL

                  


          

           

        

      

       

      
        	
                *                   
      

              	
                *                   
      

              	
                *                   
      

              	
                $*                   
      

              	
                *                   
      

              
	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              
	
                 

              	
                 

              	
                 

              	
              	
                 

              
	
                 

              	
                 

              	
                 

              	
              	
                 

              
	
                 

              	
                 

              	
                 

              	
              	
                 

              
	
                 

              	
                 

              	
                 

              	
              	
                 

              


      

    

    NO
NON-RECURRING CHARES FOR THIS LTA

     

    CLAUSE
1871.004: QUALITY REQUIREMENTS INVOKED BY THIS PROCUREMENT ARE LOCATED WITHIN
BUYER'S SUPPLIER QUALITY ASSURANCE REQUIREMENTS (SQAR) MANUAL POSTED ON THE
BUYER'S WEB SITE AT WWW.VOUGHT.COM/SUPPLIERS/ (NOTE: THE WEB SITE MUST BE
ENTERED USING LOWER CASE CHARACTERS). WHEN A NEW REVISION OF SQAR IS POSTED TO
BUYER'S WEB SITE, SELLER SHALL HAVE 60 CALENDAR DAYS FROM THE DATE THE REVISION
IS POSTED ON THE WEB SITE TO COMPLY WITH THE REQUIREMENTS CONTAINED WITHIN THE
LATEST REVISION OF THE SQAR.

     

    CLAUSE
T602: THIS PURCHASE ORDER ("ORDER") IS ISSUED SUBJECT TO BUYER'S STANDARD NOTES
IDENTIFIED IN THE ORDER WHICH ARE INCORPORATED HEREIN BY REFERENCE. THE FULL
TEXT OF APPLICABLE STANDARD NOTES MAY BE FOUND AT BUYER'S INTERNET SITE:
HTTP://WWW.VOUGHTAIRCRAFT.COM/SUPPLIERS/ (NOTE: THE WEB SITE MUST BE ENTERED
USING LOWER CASE CHARACTERS).

     

    THE
COMPOSITION OF STANDARD NOTE NUMBERS IS AS FOLLOWS:

     

    T602.002

     

    SUBJECT – ONE ALPHA CHARACTER
---------

     

    
      
        
          	
                  ADDITIONAL

                  PROVISIONS

                	
                  1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                  2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                  3.    
      INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                  4.   
       IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15
      CFR PART 700.

                	
                  
                  

                  Vought
      Aircraft Industries, Inc. 

                   

                          
      By:_________________________                                          
      

                                 
      L.D.
      SMITH                            
      LDS

                                  COMPUTER
      GENERATED SIGNATURE

                
	
                  SELLER
      COPY

                


        

        FORM 37-3

      

    

     

    
      * The text
noted by asterisks has been redacted in connection with a request to the
Securities and Exchange Commission for confidential treatment of such text
pursuant to Rule 24b-2.  A copy of this Agreement including the redacted
information has been submitted to the Securities and Exchange Commission as part
of such request.

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      
        VOUGHT

        Aircraft
Industries, Inc.

        Page 7
of 12

        SELLER:

         

        LMI
AEROSPACE INC

        P.O. BOX
900

        ST.
CHARLES MO  63302 0900

        
          	
                  DATE

                  1/21/008

                	
                  PURCHASE
      ORDER NO.

                  117-801538AZ

                


        

         

        PURCHASE
ORDER

        
          	
                  SHIP
      TO

                   

                	
                  SHIP
      VIA

                	
                  F.O.B.

                   

                	
                  INSPECTION

                   

                	
                  A/C

                   

                
	
                  TERMS

                   

                	
                  PRIORITY
      

                  RATING

                   

                	
                  THIS
      PURCHASE 

                  ORDER CONFIRMS

                	
                  RETURN
      ACCEPTANCE COPY TO

                  BUYER’S
      ADDRESS, ATTN:

                   

                  DEPT.                       
      ZONE           

                	
                  NOTE

                   

                	
                  SELLER
      NO.

                   

                	
                  BUS

                   

                	
                  PO
      TYP

                   

                	
                  S/C

                	
                  BUYER
      CODE

                   

                
	
                  ITEM

                	
                  PART
      NO.                      
      DESCRIPTION

                	
                  DC

                	
                  QUANTITY

                	
                  UM

                	
                  SHIP.
      SCHED.

                	
                  UNIT
      PRICE

                	
                  ITEM
      TOTAL

                


        

         

      

    

     

    BASIC NUMBER – THREE DIGITS
---------

    REVISION
NUMBER – THREE DIGITS ---------

    (THE
REVISION NUMBER INDICATES THE STANDARD NOTE REVISION APPLICABLE TO THIS
ORDER.)

     

    THE
INTERNET SITE LISTS STANDARD NOTES BASED ON THE SUBJECT (ALPHA CHARACTER).
QUESTIONS CONCERNING ACCESS TO STANDARD NOTES AND OTHER TERMS AND CONDITIONS
APPLICABLE TO THIS ORDER SHOULD BE IMMEDIATELY REFERRED TO THE
BUYER.

     

    001
NON-MATERIAL CODED
ITEM                                                                           5                      1           LT                                .0100

    SEE XREF
PN                                                                    01

    009999999999

            0%                      PLUS                      TOLERANCE

    RESALE OR
EXEMPT                                                                            0%                      MINUS

                  INSPECTION CODES: 
7K                       
    PREFERD PERFM

            SHIPPING
SCHEDULE

               
1           LT           09-05-08

    


    1500 1321
M685747                                                                                                PROJECT
1D = SK

    SHIP TO
DALLAS, TX

    PRIORITY
RATING: DO-A1

    ITEM NOTE
NUMBERS:

     

    063013

    APPLICABLE
CONTRACT NUMBERS:

    NONCONTRACT
CHARGE

     

    STANDARD
NOTES FOLLOW:

    PRICING
REFLECTS THE AGREED TO ASSEMBLY SPECIFIC UNIT PRICES BASED ON A MONTHLY BUILD
RATE OF (7) SHIPSETS PER MONTH (REPRESENTING THE COMBINED TOTAL OF ALL 3 CABIN
MODELS), BEGINNING IN 2009 AND RUNNING THROUGH 2012. IN THE EVENT THAT THE
MONTHLY BUILD RATE OVER A GIVEN CALENDAR YEAR INCREASES TO *                   
.

     

    
      
        
          	
                  ADDITIONAL

                  PROVISIONS

                	
                  1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                  2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                  3.    
      INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                  4.    
      IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15 CFR
      PART 700.

                	
                  
                  

                  Vought
      Aircraft Industries, Inc. 

                   

                          
      By:_________________________                                          
      

                                 
      L.D.
      SMITH                           
      LDS

                                  COMPUTER
      GENERATED SIGNATURE

                
	
                  SELLER
      COPY

                


        

        FORM 37-3

      

    

     

    
      * The text
noted by asterisks has been redacted in connection with a request to the
Securities and Exchange Commission for confidential treatment of such text
pursuant to Rule 24b-2.  A copy of this Agreement including the redacted
information has been submitted to the Securities and Exchange Commission as part
of such request.

    

     

    
      
         


      

      
         


        
          

        

      

      
         


      

    


    
      
        VOUGHT

        Aircraft
Industries, Inc.

        Page 8
of 12

        SELLER:

         

        LMI
AEROSPACE INC

        P.O. BOX
900

        ST.
CHARLES MO  63302 0900

        
          	
                  DATE

                  1/21/008

                	
                  PURCHASE
      ORDER NO.

                  117-801538AZ

                


        

         

        PURCHASE
ORDER

        
          	
                  SHIP
      TO

                   

                	
                  SHIP
      VIA

                	
                  F.O.B.

                	
                  INSPECTION

                   

                	
                  A/C

                   

                
	
                  TERMS

                   

                	
                  PRIORITY
      

                  RATING

                   

                	
                  THIS
      PURCHASE 

                  ORDER CONFIRMS

                   

                	
                  RETURN
      ACCEPTANCE COPY TO

                  BUYER’S
      ADDRESS, ATTN:

                   

                  DEPT.                       
      ZONE           
      

                	
                  NOTE

                   

                	
                  SELLER
      NO.

                   

                	
                  BUS

                   

                	
                  PO
      TYP

                   

                	
                  S/C

                   

                	
                  BUYER
      CODE

                   

                
	
                  ITEM

                	
                  PART
      NO.                      
      DESCRIPTION

                	
                  DC

                	
                  QUANTITY

                	
                  UM

                	
                  SHIP.
      SCHED.

                	
                  UNIT
      PRICE

                	
                  ITEM
      TOTAL

                


        

         

      

    

     

    CLAUSE
T521: THE FOLLOWING TERMS AND CONDITIONS APPLY HERETO:

     

    
      	
               
      

            	
              (1)

            	
              TERMS
      T-1 (01-07), ENTITLED "PURCHASE ORDER TERMS AND CONDITIONS GOVERNMENT
      FIXED PRICE - SUPPLY;"

            


    

    
      	
               
      

            	
              (2)

            	
              PROGRAM
      ADDENDUM 229 (04-08), ENTITLED `"ADDITIONAL GENERAL CONDITIONS -
      GOVERNMENT - FIXED - PRICED SUPPLY FOR H-60 AND S-70 HELICOPTER
      PROGRAMS;" AND

            


    

    
      	
               
      

            	
              (3)

            	
              TERMS
      T-13 (04-05), ENTITLED "PURCHASE ORDER TERMS AND CONDITIONS (PACKAGING,
      PACKING, MARKING AND BAR CODING)."

            


    

     

    CLAUSE
T444: NOTICE: BY ACCEPTING THIS ORDER, SELLER CERTIFIES THAT ALL REPRESENTATIONS
AND CERTIFICATIONS, APPLICABLE TO THIS ORDER, INCLUDED IN THE "SUBCONTRACTOR
ANNUAL COMPLIANCE CERTIFICATION" AND THE "SUPPLIER CAPABILITY QUESTIONNAIRE"
REMAIN VALID. IF SELLER'S STATUS UNDER ANY OF THE APPLICABLE REPRESENTATIONS AND
CERTIFICATIONS HAS CHANGED, SELLER MUST COMPLETE AND SUBMIT TO BUYER A NEW
"SUBCONTRACTOR ANNUAL COMPLIANCE CERTIFICATION" OR "SUPPLIER CAPABILITY
QUESTIONNAIRE" PRIOR TO TAKING ANY ACTION INDICATING ACCEPTANCE AS STATED ON THE
FACE OF THE ORDER.

     

    G392.002

     

    G358.001

     

    G240.008

     

    G396.000

     

    CLAUSE
G422: NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, INCLUDING, BUT NOT
LIMITED TO, THE TERMINATION FOR CONVENIENCE AND CHANGES CLAUSES, SELLER AGREES
THAT BUYER SHALL NOT BE LIABLE FOR COSTS INCURRED FOR: (1) PROCUREMENT OF
MATERIALS IN ADVANCE OF STANDARD INDUSTRY LEAD TIMES IN EFFECT AT THE TIME OF
MATERIAL PROCUREMENT; AND (2) PLACING ANY PRODUCT IN PRODUCTION IN ADVANCE OF
SELLER'S STANDARD LEAD TIME FOR THE PRODUCT.

     

    T248.001
(09-19-2008)

     

    CLAUSE
G743:                                FOR
EACH SELLER NONCONFORMANCE REPORT SUBMITTED TO BUYER'S

     

    
      
        
          	
                  ADDITIONAL

                  PROVISIONS

                	
                  1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                  2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                  3.    
      INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                  4.    
      IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15 CFR
      PART 700.

                	
                  
                  

                  Vought
      Aircraft Industries, Inc. 

                   

                          
      By:_________________________                                          
      

                                 
      L.D.
      SMITH                           
      LDS

                                  COMPUTER
      GENERATED SIGNATURE

                
	
                  SELLER
      COPY

                


        

        FORM 37-3

      

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      
        VOUGHT

        Aircraft
Industries, Inc.

        Page 9
of 12

        SELLER:

         

        LMI
AEROSPACE INC

        P.O. BOX
900

        ST.
CHARLES MO  63302 0900

        
          	
                  DATE

                  1/21/008

                	
                  PURCHASE
      ORDER NO.

                  117-801538AZ

                


        

         

        PURCHASE
ORDER

        
          	
                  SHIP
      TO

                   

                	
                  SHIP
      VIA

                   

                	
                  F.O.B.

                   

                	
                  INSPECTION

                   

                	
                  A/C

                   

                
	
                  TERMS

                   

                	
                  PRIORITY
      

                  RATING

                   

                	
                  THIS
      PURCHASE 

                  ORDER CONFIRMS

                   

                	
                  RETURN
      ACCEPTANCE COPY TO

                  BUYER’S
      ADDRESS, ATTN:

                   

                  DEPT.                      
      ZONE           
      

                	
                  NOTE

                   

                	
                  SELLER
      NO.

                   

                	
                  BUS

                   

                	
                  PO
      TYP

                   

                	
                  S/C

                   

                	
                  BUYER
      CODE

                   

                
	
                  ITEM

                	
                  PART
      NO.                      
      DESCRIPTION

                	
                  DC

                	
                  QUANTITY

                	
                  UM

                	
                  SHIP.
      SCHED.

                	
                  UNIT
      PRICE

                	
                  ITEM
      TOTAL

                


        

         

      

    

     

    MATERIALS
REVIEW BOARD ("MRB") FOR DISPOSITION, BUYER SHALL BE ENTITLED TO DEBIT SELLER'S
ACCOUNT BY AN AMOUNT OF $*                   
, EFFECTIVE IMMEDIATELY.

     

    R101.000

     

    CLAUSE
G735: ALL CARTONS MUST BE MARKED ON OUTSIDE WITH BUYER'S PURCHASE ORDER NUMBER,
PART NUMBER, QUANTITY AND NUMBER OF CARTONS IN SHIPMENT.

     

    G261.000

     

    CLAUSE
V174: FOR RESALE OR TAX EXEMPT USE. DO NOT BILL STATE OR LOCAL SALES OR USE TAX
FOR DELIVERY OR PERFORMANCE IN CALIFORNIA, FLORIDA, GEORGIA, SOUTH CAROLINA,
TENNESSEE, OR TEXAS BECAUSE BUYER MAINTAINS A CURRENT REGISTRATION NUMBER WITH
THESE STATES. IF A CURRENT RESALE OR EXEMPTION CERTIFICATE IS NEEDED, SEND
REQUEST TO BUYER'S PROCUREMENT REPRESENTATIVE.

     

    G248.000

     

    CLAUSE
F112: UNLESS OTHERWISE SPECIFIED ON THE ORDER, MAKE PER LATEST VOUGHT SUPPLIER
PLANNING, ENGINEERING DATA AND SPECIFICATIONS RECEIVED FROM BUYER. IN THE EVENT
A LATER REVISION WOULD INVOLVE AN INCREASE IN COST, BUYER'S WRITTEN APPROVAL
MUST BE OBTAINED. WHEN MASTER DIMENSION DATA ("MDD") OR OTHER DIGITAL DATA SETS
ARE USED, SELLER SHALL PROVIDE OBJECTIVE EVIDENCE TO ASSURE THAT PART INSPECTION
DATA IS GENERATED INDEPENDENT OF THAT USED BY MANUFACTURING. WHENEVER OPTIONAL
MANUFACTURING METHODS ARE PERMITTED, SELLER CERTIFICATION MUST IDENTIFY THE
METHOD USED AND THE ENGINEERING REVISION LEVEL.

     

    CLAUSE
T572: TERMS T-55 (R. 7-00), "PURCHASE ORDER TERMS AND CONDITIONS (PROPERTY
CONTROL) (GOVERNMENT - FIXED - PRICE)," IS BY THIS REFERENCE MADE A
PART HEREOF.

     

    *** NOTICE ***

    TERMS
T-55 APPLIES TO ALL SPECIAL TOOLING OR SPECIAL TEST EQUIPMENT (ST/STE) AS
DEFINED IN THE DOCUMENT WHETHER ACQUIRED BY SELLER OR PROVIDED BY BUYER, BUYER'S
CUSTOMER, OR THE GOVERNMENT AND INCLUDES ST/STE TRANSFERRED FROM ANOTHER BUYER
SUBCONTRACTOR TO SELLER. DISPOSITION OR RETENTION INSTRUCTIONS 

     

    
      
        
          	
                  ADDITIONAL

                  PROVISIONS

                	
                  1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                  2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                  3.    
      INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                  4.   
       IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15
      CFR PART 700.

                	
                  
                  

                  Vought
      Aircraft Industries, Inc. 

                   

                          
      By:_________________________                                          
      

                                 
      L.D.
      SMITH                            
      LDS

                                  COMPUTER
      GENERATED SIGNATURE

                
	
                  SELLER
      COPY

                


        

        FORM 37-3

      

    

     

    
      * The text
noted by asterisks has been redacted in connection with a request to the
Securities and Exchange Commission for confidential treatment of such text
pursuant to Rule 24b-2.  A copy of this Agreement including the redacted
information has been submitted to the Securities and Exchange Commission as part
of such request.

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      
        VOUGHT

        Aircraft
Industries, Inc.

        Page 10
of 12

         

        SELLER:

         

        LMI
AEROSPACE INC

        P.O. BOX
900

        ST.
CHARLES MO  63302 0900

        
          	
                  DATE

                  1/21/008

                	
                  PURCHASE
      ORDER NO.

                  117-801538AZ

                


        

         

        PURCHASE
ORDER

        
          	
                  SHIP
      TO

                   

                	
                  SHIP
      VIA

                	
                  F.O.B.

                   

                	
                  INSPECTION

                   

                	
                  A/C

                   

                
	
                  TERMS

                   

                	
                  PRIORITY
      

                  RATING

                	
                  THIS
      PURCHASE 

                  ORDER CONFIRMS

                   

                	
                  RETURN
      ACCEPTANCE COPY TO

                  BUYER’S
      ADDRESS, ATTN:

                   

                  DEPT.                       
      ZONE           
      

                	
                  NOTE

                   

                	
                  SELLER
      NO.

                   

                	
                  BUS

                   

                	
                  PO
      TYP

                   

                	
                  S/C

                   

                	
                  BUYER
      CODE

                   

                
	
                  ITEM

                	
                  PART
      NO.                      
      DESCRIPTION

                	
                  DC

                	
                  QUANTITY

                	
                  UM

                	
                  SHIP.
      SCHED.

                	
                  UNIT
      PRICE

                	
                  ITEM
      TOTAL

                


        

         

      

    

     

    RELATIVE
TO BUYER PROVIDED ST/STE SHALL BE GIVEN TO SELLER UPON CONTRACT COMPLETION. FAR
52.245-2 "GOVERNMENT PROPERTY (FIXED PRICE CONTRACTS)" APPLIES TO THIS ORDER AS
MODIFIED AND SET FORTH IN CONDITION 6 OF TERMS T-55.

     

    D111.000(PER
RELEASE PURCHASE ORDER)

     

    CLAUSE
S117: ADJUSTMENT OF SCHEDULES. SUBSEQUENT TO THE AWARD OF THIS PURCHASE ORDER,
NOTWITHSTANDING THE REQUIRED DELIVERY SCHEDULE SET FORTH HEREIN, THE DATE BUYER
ACTUALLY NEEDS THE PRODUCT TO BE DELIVERED ('`SHIP DATE") MAY CHANGE. BUYER'S
AUTOMATED PURCHASE ORDER RESCHEDULE SYSTEM (APORS), ACCESSIBLE TO THE SELLER FOR
INFORMATION PURPOSES ONLY ON VOUGHT'S SUPPLIER PORTAL, REFLECTS BUYER'S MOST
CURRENT NEED DATE FOR SHIPMENT OF PRODUCT ("SHIP DATE").

     

    SELLER'S
DELIVERY OF PRODUCT IN ACCORDANCE WITH THE APORS REVISED SCHEDULE IS NOT A
CONTRACT REQUIREMENT AND THE APORS REVISED SHIP DATES DO NOT CONSTITUTE A
CONTRACT CHANGE NOTICE. SELLER IS REQUESTED TO MAKE EVERY EFFORT TO MEET THE
REVISED DELIVERY SCHEDULE WHEN IT CAN DO SO AT NO INCREASE IN ITS COSTS OF
PERFORMANCE. DELIVERY TO THE APORS REVISED SCHEDULE WILL NOT BE SUBJECT TO
EQUITABLE ADJUSTMENT.

     

    IF SELLER
CANNOT MEET THE REVISED SHIP DATE WITHOUT INCURRING ADDITIONAL COSTS TO DO SO,
SELLER SHOULD SO INFORM BUYER.

     

    T465.001
MINIMUM/MAXIMUM ("MIN/MAX") INVENTORY.

    QUANTITIES,
SCHEDULES, AND NOTICE. NOTWITHSTANDING STANDARD NOTE S115, WHICH PERTAINS TO
BUYER'S AUTOMATED PURCHASE ORDER RESCHEDULING SYSTEM, AND ANY OTHER SCHEDULE
INFORMATION SET FORTH ELSEWHERE IN THIS ORDER/AGREEMENT, SELLER HEREBY
ACKNOWLEDGES AND AGREES THAT SELLER SHALL BE RESPONSIBLE FOR DETERMINING
SPECIFIC PRODUCT DELIVERY QUANTITIES AND SHIPPING SCHEDULES AS SET FORTH HEREIN
BELOW DURING THE TERM OF THIS ORDER/AGREEMENT. AS A MATERIAL CONDITION OF THIS
ORDER/AGREEMENT, SELLER SHALL ENSURE BUYER'S INVENTORY STOCK LEVEL OF EACH
PRODUCT COVERED BY THIS ORDER/AGREEMENT IS AT ALL TIMES EQUAL TO OR GREATER THAN
THE MINIMUM QUANTITY OR EQUAL TO OR LESS THAN THE MAXIMUM QUANTITY (HEREINAFTER
THE "MIN/MAX RANGE") SPECIFIED IN THE ORDER/AGREEMENT AND PUBLISHED ON BUYER'S
SUPPLIER WEB PORTAL INTERNET SITE. TO ACCESS THE WEB PORTAL GO TO

     

    
      
        
          	
                  ADDITIONAL

                  PROVISIONS

                	
                  1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                  2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                  3.    
      INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                  4.    
      IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15 CFR
      PART 700.

                	
                  
                  

                  Vought
      Aircraft Industries, Inc. 

                   

                          
      By:_________________________                                          
      

                                 
      L.D.
      SMITH                            
      LDS

                                  COMPUTER
      GENERATED SIGNATURE

                
	
                  SELLER
      COPY

                


        

        FORM 37-3

      

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      
        VOUGHT

        Aircraft
Industries, Inc.

        Page 11
of 12

        SELLER:

         

        LMI
AEROSPACE INC

        P.O. BOX
900

        ST.
CHARLES MO  63302 0900

        
          	
                  DATE

                  1/21/008

                	
                  PURCHASE
      ORDER NO.

                  117-801538AZ

                


        

         

        PURCHASE
ORDER

        
          	
                  SHIP
      TO

                   

                	
                  SHIP
      VIA

                   

                	
                  F.O.B.

                   

                	
                  INSPECTION

                   

                	
                  A/C

                
	
                  TERMS

                   

                	
                  PRIORITY
      

                  RATING

                   

                	
                  THIS
      PURCHASE 

                  ORDER CONFIRMS

                	
                  RETURN
      ACCEPTANCE COPY TO

                  BUYER’S
      ADDRESS, ATTN:

                   

                  DEPT.                     
      ZONE           
      

                	
                  NOTE

                   

                	
                  SELLER
      NO.

                	
                  BUS

                   

                	
                  PO
      TYP

                   

                	
                  S/C

                   

                	
                  BUYER
      CODE

                   

                
	
                  ITEM

                	
                  PART
      NO.                      
      DESCRIPTION

                	
                  DC

                	
                  QUANTITY

                	
                  UM

                	
                  SHIP.
      SCHED.

                	
                  UNIT
      PRICE

                	
                  ITEM
      TOTAL

                


        

         

      

    

     

    HTTP://WWW.VOUGHTAIRCRAFT.COM/SUPPLIERS/
(NOTE: THE WEB ADDRESS MUST BE INPUT USING LOWER CASE CHARACTERS); THEN, CLICK
ON "WEB PORTAL."

     

    AS A
MINIMUM, SELLER SHALL:

    
      	
              1.

            	
              CONTACT
      BUYER'S PROCUREMENT REPRESENTATIVE TO REQUEST ASSIGNMENT OF A WEB PORTAL
      PASSWORD, IF NOT PREVIOUSLY
ASSIGNED.

            


    

    
      	
              2.

            	
              ACCESS
      BUYER DATA ON THE WEB PORTAL IN ORDER TO MONITOR BUYER'S PRODUCT
      USAGE.

            


    

    
      	
              3.

            	
              ANALYZE
      BUYER DATA TO DETERMINE SELLER'S FABRICATION AND DELIVERY
      REQUIREMENTS.

            


    

    
      	
              4.

            	
              ENSURE
      AN UNINTERRUPTED FLOW OF PRODUCT(S) TO BUYER'S IDENTIFIED MANUFACTURING
      FACILITY(IES) TO MAINTAIN BUYER'S PRODUCT INVENTORY LEVELS WITHIN THE
      MIN/MAX RANGE.

            


    

     

    IN
ADDITION TO THE REMEDIES ALREADY AVAILABLE TO BUYER UNDER THE TERMS AND
CONDITIONS OF THIS ORDER/AGREEMENT:

    
      	
              1.

            	
              UNAUTHORIZED
      OVERSHIPMENTS MAY BE RETURNED AT SELLER'S EXPENSE. SELLER SHALL BE LIABLE
      FOR ALL STORAGE/HANDLING CHARGES INCURRED AS A RESULT OF
      OVERSHIPMENTS.

            


    

     

    
      	
              2.

            	
              IF
      SELLER IS UNABLE TO MAINTAIN BUYER'S INVENTORY LEVEL ABOVE THE MINIMUM
      LEVEL FOR ANY REASON, OTHER THAN A CHANGE DIRECTED BY BUYER, BUYER SHALL
      HAVE THE OPTION TO (1) CANCEL THIS ORDER/AGREEMENT, OR (2) FILL SUCH
      ORDER/AGREEMENT OR ANY PORTION THEREOF, FROM SOURCES OTHER THAN SELLER AND
      TO REDUCE SELLER'S ORDER/AGREEMENT QUANTITIES ACCORDINGLY AT NO INCREASE
      IN UNIT PRICE, WITHOUT ANY PENALTY TO BUYER. THIS CONDITION SHALL NOT
      LIMIT BUYER'S RIGHTS UNDER THE TERMI­NATION FOR DEFAULT CLAUSE
      CONTAINED HEREIN.

            


    

     

    
      	
              3.

            	
              ALL
      PARTIES EXPRESSLY AGREE THAT TIME IS OF THE ESSENCE IN THE PERFORMANCE OF
      THIS ORDER/AGREEMENT.

            


    

     

    
      	
              4.

            	
              PAYMENT
      DUE DATES, INCLUDING DISCOUNT PERIODS, WILL BE CALCULATED FROM THE DATE OF
      ACCEPTANCE OF PRODUCTS OR CORRECT INVOICE, WHICHEVER IS LATER. BUYER HAS
      THE RIGHT, WITHOUT LOSS OF DISCOUNT PRIVILEGES, TO PAY INVOICES COVERING
      PRODUCTS SHIPPED IN EXCESS OF THE MAXIMUM QUANTITY LEVEL ON THE DATE THAT
      THE EXCESS PRODUCT WOULD HAVE OTHERWISE BEEN AUTHORIZED FOR DELIVERY, WHEN
      BUYER, IN ITS SOLE DISCRETION, DECIDES NOT TO RETURN ANY PRODUCT QUANTITY
      EXCEEDING THE MAXIMUM QUANTITY LEVEL TO SELLER. PAYMENT SHALL NOT
      CONSTITUTE ACCEPTANCE OF PRODUCTS.

            


    

     

    
      
        
          	
                  ADDITIONAL

                  PROVISIONS

                	
                  1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                  2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                  3.    
      INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                  4.    
      IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15 CFR
      PART 700.

                	
                  
                  

                  Vought
      Aircraft Industries, Inc. 

                   

                          
      By:_________________________                                          
      

                                 
      L.D.
      SMITH                            
      LDS

                                  COMPUTER
      GENERATED SIGNATURE

                
	
                  SELLER
      COPY

                


        

        FORM 37-3

      

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

     

    
      
        VOUGHT

        Aircraft
Industries, Inc.

        Page 12
of 12

        SELLER:

         

        LMI
AEROSPACE INC

        P.O. BOX
900

        ST.
CHARLES MO  63302 0900

        
          	
                  DATE

                  1/21/008

                	
                  PURCHASE
      ORDER NO.

                  117-801538AZ

                


        

         

        PURCHASE
ORDER

        
          	
                  SHIP
      TO

                	
                  SHIP
      VIA

                	
                  F.O.B.

                	
                  INSPECTION

                   

                	
                  A/C

                   

                
	
                  TERMS

                   

                	
                  PRIORITY
      

                  RATING

                   

                	
                  THIS
      PURCHASE 

                  ORDER CONFIRMS

                   

                	
                  RETURN
      ACCEPTANCE COPY TO

                  BUYER’S
      ADDRESS, ATTN:

                   

                  DEPT.                      
      ZONE           
      

                	
                  NOTE

                   

                	
                  SELLER
      NO.

                   

                	
                  BUS

                   

                	
                  PO
      TYP

                   

                	
                  S/C

                   

                	
                  BUYER
      CODE

                   

                
	
                  ITEM

                	
                  PART
      NO.                      
      DESCRIPTION

                	
                  DC

                	
                  QUANTITY

                	
                  UM

                	
                  SHIP.
      SCHED.

                	
                  UNIT
      PRICE

                	
                  ITEM
      TOTAL

                


        

      

    

    INDEMNITY
FOR DISRUPTION. SELLER AGREES TO INDEMNIFY AND HOLD HARMLESS BUYER FOR ALL
COSTS, INCLUDING WITHOUT LIMITATION DELAY AND DISRUPTION COSTS, ATTORNEY FEES,
AND EXPEDITE CHARGES, INCURRED BY BUYER AS A RESULT OF SELLER'S FAILURE TO
PROVIDE PRODUCT(S) AS SET FORTH ABOVE; PROVIDED HOWEVER, SELLER SHALL NOT BE
REQUIRED TO INDEMNIFY BUYER FOR SELLER'S FAILURE CAUSED BY INACCURATE OR
INCOMPLETE BUYER DATA. SELLER SHALL NOTIFY BUYER WITHIN TWENTY-FOUR (24) HOURS
OF DISCOVERING OR HAVING REASON TO BELIEVE THAT ANY BUYER DATA MAY BE INACCURATE
OR INCOMPLETE.

     

    TERMINATION
OR OBSOLESCENCE LIABILITY. NOTWITHSTANDING ANY OTHER PROVI­SION OF THIS
AGREEMENT, INCLUDING, BUT NOT LIMITED TO, THE TERMINATION FOR CONVENIENCE AND
CHANGES CLAUSES, BUYER SHALL INCUR NO TERMINATION OR OBSOLESCENCE LIABILITY FOR
ACTIONS TAKEN BY SELLER IN ADVANCE OF THE LEAD TIMES SPECIFIED IN THE
ORDER/AGREEMENT. ANY TERMINATION OR OBSOLESCENCE CLAIM FOR SELLER'S COSTS OR
EXPENSES INCURRED WITHIN THE LEAD TIMES SPECI­FIED IN THE ORDER/AGREEMENT
SHALL BE MADE PURSUANT TO THE CHANGES CLAUSE HEREOF.

     

            NOT TO
EXCEED

        GRAND
TOTAL                     
   51886186.00

    

      
        
          	
                  ADDITIONAL

                  PROVISIONS

                	
                  1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                  2.    ROUTING
      INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING AND
      SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                  3.    
      INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                  4.    
      IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15 CFR
      PART 700.

                	
                  
                  

                  Vought
      Aircraft Industries, Inc. 

                   

                          
      By:_________________________                                          
      

                                 
      L.D.
      SMITH                           
      LDS

                                  COMPUTER
      GENERATED SIGNATURE

                
	
                  SELLER
      COPY

                


        

        FORM 37-3

      

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      
        VOUGHT

        Aircraft
Industries, Inc.

        Page 1

        SELLER:

         

        LMI
AEROSPACE INC

        P.O. BOX
900

        ST.
CHARLES MO  63302 0900

        
          	
                  DATE

                  1/21/008

                	
                  PURCHASE
      ORDER NO.

                  117-801538AZ

                


        

         

        PURCHASE
ORDER

        
          	
                  SHIP
      TO

                   

                	
                  SHIP
      VIA

                	
                  F.O.B.

                	
                  INSPECTION

                	
                  A/C

                   

                
	
                  TERMS

                   

                	
                  PRIORITY
      

                  RATING

                	
                  THIS
      PURCHASE 

                  ORDER CONFIRMS

                   

                	
                  RETURN
      ACCEPTANCE COPY TO

                  BUYER’S
      ADDRESS, ATTN:

                   

                  DEPT.                      
      ZONE           
      

                	
                  NOTE

                   

                	
                  SELLER
      NO.

                   

                	
                  BUS

                   

                	
                  PO
      TYP

                   

                	
                  S/C

                   

                	
                  BUYER
      CODE

                   

                
	
                  ITEM

                	
                  PART
      NO.                      
      DESCRIPTION

                	
                  DC

                	
                  QUANTITY

                	
                  UM

                	
                  SHIP.
      SCHED.

                	
                  UNIT
      PRICE

                	
                  ITEM
      TOTAL

                


        

         

      

    

     

    A C C O U
N T I N G  D A T A

     

    (SPECON)                                                                           
(ACCT)                                (WPA
SALES ORDER)

     

    001           1500
NON-MATERIAL
CODED                        5           1
LT               132-1                20000        .01

     

               NONCONTRACT CHARGE

     

    



    
      
        	
                ADDITIONAL

                PROVISIONS

              	
                1.    
      OFFER AND ACCEPTANCE. THIS ORDER IS BUYER’S OFFER TO SELLER
      AND ACCEPTANCE BY SELLER IS EXPRESSLY LIMITED TO ITS TERMS AND ANY CHANGES
      OR ADDITIONAL PROVISIONS OF SELLER ARE HEREBY OBJECTED TO AND ARE NOT
      BINDING UNLESS ACCEPTED IN WRITING BY
      BUYER.  SELLER’S BEGINNING PERFORMANCE, SHIPPING
      ANY GOODS, OR RETURNING THE SIGNED ACCEPTANCE COPY SHALL CONSTITUTE
      ACCEPTANCE OF THIS ORDER

                2.   
      ROUTING INSTRUCTIONS MUST BE STRICTLY FOLLOWED IN ACCORDANCE WITH PACKING
      AND SHIPPING INSTRUCTIONS REFERENCED IN THE ORDER.

                3.   
       INVOICES ARE SUBJECT TO THE PROVISIONS OF THIS ORDER.

                4.    
      IF A PRIORITY RATING IS SET FORTH ABOVE, SELLER MUST COMPLY WITH 15 CFR
      PART 700.

              	
                
                

                Vought
      Aircraft Industries, Inc. 

                 

                        
      By:_________________________                                          
      

                               
      L.D.
      SMITH                           
      LDS

                                COMPUTER
      GENERATED SIGNATURE

              
	
                SELLER
      COPY

              


      

      FORM
37-3