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

~~November 26~~March 29, ~~2003 Date of Report~~2005

(Date of Report (Date of earliest event reported)

DECRANE AIRCRAFT HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-22371	34-1645569
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
8425 Pulsar Place, Suite 340, Columbus, OH 43240
(Address, including zip code, of principal executive offices)
(614) 848-7700
(Registrant’s telephone number, including area code)

2361 Rosecrans Avenue, Suite 180, El Segundo, CA 90245 (310) 725-9123

(~~Address, including~~Former ~~zip~~address ~~code,~~and telephone number of principal executive offices, if changed since last report)

~~(310)~~Check ~~725~~the appropriate box below if the Form 8-~~9123~~K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

~~(Registrant’s~~o Written communications ~~telephone~~pursuant ~~number,~~to ~~including~~Rule ~~area~~425 ~~code~~under the Securities Act (17 CFR 230.425)

~~Not~~o Soliciting ~~Applicable~~material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

~~(Former~~o Pre-commencement ~~address~~communications ~~and~~pursuant ~~telephone~~to ~~number~~Rule of14d-2(b) ~~principal~~under ~~executive~~the ~~offices,~~Exchange ifAct ~~changed~~(17 ~~since~~CFR ~~last report~~240.14d-2(b))

~~Item~~o Pre-commencement communications 9.pursuant ~~Regulation~~to FDRule ~~Disclosure~~13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~The~~Item Company has received commitments from financial institutions for a syndicated second-lien senior secured term loan in the principal amount of $80 million. The syndication and closing of this term loan will be finalized upon the Company securing a proposed amendment to its existing first-lien senior credit facility and after all appropriate documentation is completed. The new term loan will bear interest at 12% cash plus 3~~% additional pay-in-kind interest~~. ~~The amendment~~02 toUnregistered ~~the~~Sales ~~existing credit facility which the Company is in the process~~ of ~~finalizing~~Equity will permit the new term loan, amend certain financial covenants and extend the scheduled repayment dates of the existing terms loans and the revolving credit commitments by approximately 12 to 18 months.Securities

~~Cautionary~~On March 29, 2005, ~~Statement~~DeCrane onAircraft ~~Forward-Looking~~Holdings, Inc. ~~Information~~sold 26,425 additional shares of its Senior Redeemable Exchangeable Preferred Stock due 2008 to a group of investors for its liquidation value of $189.21 per share. The approximately $5.0 million of cash proceeds from the sale was used to fund working capital needs. Such issuances were made in reliance upon an exemption from the registration provision of the Act set forth in Section 4(2) thereof relative to issuances by an issuer not involving any public offering or the rules and regulations thereunder. The investors, who are listed in the table below, are the principal stockholders of DeCrane Holdings Co., DeCrane Aircraft’s parent company.

This current report on Form 8-K contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned not to place undue reliance on these forward-looking statements, including statements about plans and objectives of management, potential acquisitions and financings and market growth and opportunity. These forward-looking statements are neither promises nor guarantees and involve risks and uncertainties that could cause actual results to differ materially from those indicated by such forward-looking statements. For example, statements about our expectations in connection with industry trends and possible financings are subject to a variety of uncertainties and are subject to change as a result of changes in circumstances that are beyond our control. You should not expect that these forward-looking statements will be updated or supplemented as a result of changing circumstances or otherwise, and we disavow and disclaim an obligation to do so. Important cautionary statements and risk factors that would affect actual results are discussed in the Company’s periodic reports and registration statements filed with the Securities and Exchange Commission, including those under the caption entitled “Risk Factors” in the Company’s annual report on Form 10-K/A (Amendment No. 1) filed with the Securities and Exchange Commission on October 9, 2003.

		No. of Shares of Preferred Stock Purchased

DLJ Merchant Banking Partners II, L.P.		16,646
MBP II Plan Investors		6,567
DLJ Diversified Partners, L.P.		973
DLJ Offshore Partners II, C.V.		819
DLJ Merchant Banking Partners II-A, L.P.		663
DLJ Diversified Partners-A, L.P.		361
DLJ Millennium Partners, L.P.		269
DLJ EAB Partners, L.P.		75
DLJ Millennium Partners-A, L.P.		52
Total		26,425

~~The~~Item ~~information furnished with this Current Report on Form~~ 8-K.01 ~~shall~~Other not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.Events

1During March 2005, DeCrane Aircraft completed a series of transactions and amendments to existing agreements with the investors described in Item 3.02 above.

First, the maturity date of the existing $5.0 million of 13.5% senior unsecured promissory notes was extended. The notes are now due on March 31, 2006 and interest, which has accrued since December 12, 2004, is payable on December 31, 2005 and at maturity. Second, DeCrane Aircraft entered into a loan agreement which provides for up to $5.0 million of additional borrowings at rates and with terms identical to the existing 13.5% senior unsecured promissory notes, as amended. DeCrane Aircraft has borrowed $2.5 million pursuant to this agreement and borrowing of the remainder, if needed, will be subject to customary conditions including absence of a material adverse change in DeCrane Aircraft's business. And third, DeCrane Aircraft received approximately $5.0 million of proceeds from the sale of 26,425 additional shares of its Senior Redeemable Exchangeable Preferred Stock due 2008 (described in Item 3.02 above).

The $7.5 million of cash received from these transactions will be used to fund working capital needs.

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.

		DECRANE AIRCRAFT HOLDINGS, INC.
		(Registrant)
Date: November 26, 2003	By:	/s/ RICHARD J. KAPLAN
Date: March 29, 2005	By:	/S/ RICHARD J. KAPLAN
		Name:	Richard J. Kaplan
		Title:	Senior Vice President, Chief Financial Officer, Secretary and Treasurer
			Officer, Secretary and Treasurer

Filing Compare · DECRANE AIRCRAFT HOLDINGS INC