EQUIPMENT LEASE AGREEMENT



                  This EQUIPMENT LEASE AGREEMENT (the "Lease") by and among

AVIATION SALES DISTRIBUTION SERVICES COMPANY, a Delaware corporation (the

"Lessor"), whose principal address is 3601 Flamingo Road, Miramar, Florida

33027, AVIATION SALES COMPANY, a Delaware corporation ("AVS"), whose principal

address is 3701 Flamingo Road, Miramar, Florida 33027, and KELLSTROM INDUSTRIES,

INC., a Delaware corporation (the "Lessee"), whose principal address is 1100

International Parkway, Sunrise, Florida 33323, is made this 1st day of December,

2000 (the "Effective Date").



                  WHEREAS, Lessee desires to enjoy the exclusive use of the

Equipment (as hereafter defined); and



                  WHEREAS, Lessor is willing to provide such Equipment for

Lessee's exclusive use under this Lease;



                  WHEREAS, AVS is the parent of Lessor and joins in the

execution of this Agreement for the purposes stated herein;



                  NOW, THEREFORE, in consideration of the foregoing recitals,

the rental payments made hereunder, and the representations, warranties and

covenants herein contained, Lessor and Lessee agree as follows, intending to be

legally bound:



                  Section 1. Leasing and Purpose.



                  1.1 Lessor agrees to lease to Lessee and Lessee agrees to

lease from Lessor the equipment more particularly described on Schedule 1.1 (the

"Equipment"). Lessor represents that the Equipment does not include any

"equipment" as defined in that certain Participation Agreement dated as of

December 17, 1998 among AVS, as construction agent and lessee; First Security

Bank, N.A., f/k/a First Security Bank of Utah, N.A., not individually, except as

expressly stated in such Participation Agreement, but solely as Owner Trustee

under the Aviation Sales Trust 1998-1; the various banks and other financial

institutions a party thereto from time to time, as holders and lenders

thereunder; and Nationsbank, N.A., as administrative agent for the lenders (the

"TROL Equipment") and, in addition thereto, does not include any equipment that

is located in the Ardmore Facilities (as defined in that certain Transition

Services Agreement dated as of the date hereof among Lessor, Lessee and AVS (the

"Transition Services Agreement")), such equipment being referred to as the

"Ardmore Equipment". At such time as Lessor ceases operations at the Ardmore

Facilities in accordance with Article III of the Transition Services Agreement,

the Ardmore Equipment shall become part of the Equipment and the Rent (as

defined below) shall be adjusted in the manner described in Section 3.2 below.



                  1.2 Lessee agrees that the Equipment will be used by the

Lessee only for lawful purposes and in the normal and ordinary course of

Lessee's business. Lessee understands and agrees



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that it acquires no right of ownership or equity in the Equipment solely as a

result of the payment of Rent (as defined below) hereunder.



                  Section 2. Acknowledgment. The parties acknowledge and agree

that Lessor has made no representation or warranty of any kind, express or

implied, with respect to such Equipment, except as provided in Section 1.1 above

and Section 4 below.



                  Section 3. Term, Rent, Options, Additional Consideration and

Audit.



                  3.1 The term of this Lease shall run from the Effective Date

through the date which is twelve (12) months from and after the Effective Date,

unless earlier terminated pursuant to the terms of this Lease (such period of

time being hereinafter referred to as the "Term"). The last day of the Term

hereof shall be hereinafter referred to as the "Termination Date." Any use of

the Equipment by Lessee beyond the Termination Date shall be deemed an extension

of the original Term on a month-to-month basis and all obligations of Lessee

under this Lease (including the obligation to pay Rent) shall continue until the

Equipment is returned to Lessor as provided under Section 12. For purposes

hereof, the term "Senior Loan Agreement" means that certain Amended and Restated

Loan and Security Agreement dated as of December 14, 1998 among Lessee and

certain subsidiaries of Lessee, as borrowers, and Bank of America, N.A., certain

other lenders and other parties thereto, as amended through the date hereof.



                  3.2 During the twelve (12) month Term hereof, Lessee agrees to

pay to Lessor monthly rental (the "Rent") for the Equipment, in an amount equal

to one percent (1.0%) of the net book value of the Equipment as shown on

Schedule 1.1 (the "Net Book Value"). The initial Rent hereunder shall be in the

amount of Seventy Seven Thousand Three Hundred Eighty-Five and 67/100 Dollars

($77,385.67) per month. After the Lessor ceases operations at the Ardmore

Facilities in accordance with Article III of the Transition Services Agreement,

and the Ardmore Equipment becomes part of the Equipment pursuant to Section 1.1

above, the Rent shall be adjusted to take into consideration the Net Book Value

of the Ardmore Equipment. The Rent to be paid hereunder is due and payable on a

monthly basis in advance, the first such payment being due and payable on the

Effective Date and each subsequent payment being due and payable on the first

day of each month of the Term, all without demand. In the event the Lease does

not begin on the first day of the month or end on the last day of the month, the

first and last lease payments hereunder may be prorated for the actual number of

days the Lease is outstanding during the first and last month. Lessee agrees to

pay the Rent and all other payments to Lessor at the address referred to in

Section 15 below, or where Lessor may otherwise require. This Lease is a NET

Lease, under which Lessee's obligations are to pay all Rent and other sums

payable hereunder, and Lessee shall pay all costs, expenses and obligations of

every kind and nature relating to the Equipment other than claims relating to

indebtedness incurred by Lessor or claims arising at any time that are

attributable to Lessor. Net Book Value, as used herein, shall not be altered

from the amount set forth on Schedule 1.1 hereof, notwithstanding the passage of

time or other circumstances which might change the net book value of the

Equipment for accounting purposes; however, Net Book Value may be reduced in the

event that any of the Equipment is lost, damaged or taken and paid for by Lessee

pursuant to Section 8.2. Any such reduction in the aggregate Net Book Value of

all the Equipment shall be in an amount of the Net Book Value for the particular

equipment lost, damaged or taken (and paid for by Lessee in accordance with

Section 8.2).



                                      -2-

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                  3.3 Lessee acknowledges and agrees that Lessor may sell all or

part of the Equipment to a third party purchaser (a "Supplemental Purchaser").

In the event that Lessor sells all or part of the Equipment to a Supplemental

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