UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, DCD.C. 20549

FORM 8-K

CURRENT REPORT

~~Pursuant~~PURSUANT toTO ~~Section~~ SECTION 13 orOR 15(d) ofOF ~~the~~THE

~~Securities~~SECURITIES ~~Exchange~~EXCHANGE ~~Act~~ACT of OF 1934

Date of Report (Date of ~~Earliest~~earliest ~~Event Reported~~event reported) — December 716, 2011

HAWKER BEECHCRAFT ACQUISITION COMPANY, LLC

HAWKER BEECHCRAFT NOTES COMPANY

(Exact name of registrant as specified in its charter)

Delaware	333-147828	71-1018770
Delaware	333-147828-08	20-8650498
(States or other jurisdictions of incorporation or organization)	(Commission File Numbers)	(I.R.S. Employer Identification Numbers)
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10511 East Central, Wichita, Kansas ~~67206~~

(Address of principal executive offices)~~(Zip~~ ~~code)~~

~~(316-676-7111)~~67206

(Zip code)

(316) 676-7111

(Registrant’s telephone number, including area code)

~~Check the appropriate box below~~Not inApplicable ~~the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2 below):~~

¨(Former ~~Written~~name ~~communications~~or ~~pursuant~~former toaddress, ~~Rule~~if ~~425~~changed ~~under~~since ~~the~~last ~~Securities Act (17 CFR 230.425~~report)

¨	Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c4(c))

Item 5.02.(b) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~(e)~~On ~~Material~~December 16, ~~Compensatory~~2011, ~~Plan~~Hawker Beechcraft Corporation, the ~~Contract~~principal oroperating ~~Arrangement~~subsidiary of Hawker Beechcraft Acquisition Company, LLC and Hawker Beechcraft Notes Company, announced that Mr. James I. Maslowski, President – Government Business, will retire from the Company, effective January 31, 2012.

On1 December 7, 2011, Hawker Beechcraft, Inc. (“HBI”), the parent company of Hawker Beechcraft Acquisition Company, LLC and Hawker Beechcraft Notes Company (together, “the Company”), and Ms. Karin-Joyce Tjon Sien Fat, Chief Financial Officer, entered into a Restricted Stock Unit Agreement (“RSU Agreement”) for the grant of 80,000 restricted stock units (“RSUs”) to Ms. Tjon Sien Fat that will be exchanged for shares of common stock of HBI under certain circumstances.

~~The~~SIGNATURE RSU Agreement provides that, subject to Ms. Tjon Sien Fat’s continued employment through the applicable date of accrual, the RSUs shall accrue 20% per year commencing on the vesting commencement date for such RSUs. RSUs will be deemed fully accrued upon a Change in Control or a Qualifying Sale (as those terms are defined in the RSU Agreement). In the event of an involuntary termination due to Ms. Tjon Sien Fat’s death or disability, Ms. Tjon Sien Fat shall become accrued in an additional 20% of the RSUs and any additional RSUs that have not been accrued will be forfeited.

~~Upon~~Pursuant ~~the earliest of (i) the date of the consummation of a Change in Control, (ii) Ms. Tjon Sien Fat’s termination without cause or due~~ to ~~Ms. Tjon Sien Fat’s death or disability, (iii)~~ the ~~date~~requirements of the ~~consummation~~Exchange ~~of a Qualifying Sale or (iv) the date of the expiration of the underwriter’s lockup agreed to by the Company in an IPO~~Act, ~~HBI shall issue to Ms. Tjon Sien Fat one (1) share of common stock with respect to each accrued RSU as of~~ the ~~date~~registrant ofhas ~~such~~duly ~~event.~~caused ~~Following~~this ~~the occurrence~~report ~~of an IPO, but subject~~ to Ms. Tjon Sien Fat’s continued employment, Ms. Tjon Sien Fat’s outstanding RSUs shall continue to accrue and shares of common stock issued upon each subsequent accrual date. Any RSUs not accrued as of the date of a termination without cause or due to Ms. Tjon Sien Fat’s death or disability shall be ~~forfeited~~signed ~~for~~on noits ~~consideration.~~behalf Inby the ~~event of a termination for cause~~undersigned, ~~Ms. Tjon~~hereunto ~~Sien~~duly ~~Fat shall forfeit all outstanding RSUs, whether or not such RSUs are accrued~~authorized.

~~The~~HAWKER ~~foregoing~~BEECHCRAFT ~~summary~~ACQUISITION ofCOMPANY, ~~the~~LLC ~~RSU~~By ~~Agreement~~Hawker isBeechcraft, ~~qualified~~Inc., in its ~~entirety~~Sole ~~by reference~~Member to/s/ ~~the~~Alexander ~~complete~~L. ~~text~~W. ofSnyder ~~the~~Alexander ~~RSU~~L. ~~Agreement,~~W. ~~which~~Snyder isVice ~~attached~~President, ~~hereto~~General asCounsel ~~Exhibit 10.1~~ and isSecretary ~~incorporated~~HAWKER byBEECHCRAFT ~~reference~~NOTES ~~into~~COMPANY ~~this~~/s/ ~~current~~Alexander ~~report~~L. ~~on Form 8-K~~W. ~~All~~Snyder ~~capitalized~~Alexander ~~terms~~L. ~~not~~W. ~~defined~~Snyder inVice ~~this~~President, ~~current~~General ~~report~~Counsel ~~shall~~and ~~have the meanings set forth in the RSU Agreement.~~ Secretary

~~Item~~Date: ~~9.01~~December ~~Financial~~22, ~~Statements~~2011 ~~and Exhibits.~~

~~The following~~2 ~~exhibit is furnished with this report:~~

		ExhibitNumber		Description
		10.1		Restricted Stock Unit Agreement dated as of December 7, 2011, between HBI and Ms. Karin-Joyce Tjon Sien Fat.

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 hereunto duly authorized.

HAWKER BEECHCRAFT ACQUISITION COMPANY, LLC By Hawker Beechcraft, Inc., its Sole Member /s/ Alexander L.W. Snyder Alexander L.W. Snyder Vice President, General Counsel and Secretary HAWKER BEECHCRAFT NOTES COMPANY /s/ Alexander L.W. Snyder Alexander L.W. Snyder Vice President, General Counsel and Secretary

Dated: December 9, 2011

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