1260221--11/21/2007--TransDigm_Group

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Future terrorist attacks may have a material adverse impact on our business. Our business is sensitive to the number of flight hours that our customers planes spend aloft, the size and age of the worldwide aircraft fleet and our customers profitability. These items are, in turn, affected by general economic conditions. Our sales to manufacturers of large aircraft are cyclical, and a downturn in sales to these manufacturers may adversely affect us. We rely heavily on certain customers for much of our sales. We generally do not have guaranteed future sales of our products. Further, when we enter into fixed price contracts with some of our customers, we take the risk for cost overruns. U.S. military spending is dependent upon the U.S. defense budget. We are subject to certain unique business risks as a result of supplying equipment and services to the U.S. Government. In addition, government contracts contain unfavorable termination provisions and are subject to modification and audit. Certain of our divisions and subsidiaries have been subject to a pricing review by the DOD Office of Inspector General. Our business may be adversely affected if we would lose our government or industry approvals or if more stringent government regulations are enacted or if industry oversight is increased. Our substantial indebtedness could adversely affect our financial health and could harm our ability to react to changes to our business and prevent us from fulfilling our obligations under our indebtedness, including the notes. To service our indebtedness, we will require a significant amount of cash. Our ability to generate cash depends on many factors beyond our control and any failure to meet our debt service obligations could harm our business, financial condition and results of operations. The terms of the Senior Secured Credit Facility and the Indenture may restrict our current and future operations, particularly our ability to respond to changes or to take certain actions. We are dependent on our highly trained employees and any work stoppage or difficulty hiring similar employees could adversely affect our business. Our business is dependent on the availability of certain components and raw materials from suppliers. We could incur substantial costs as a result of violations of or liabilities under such environmental laws and regulations. We intend to pursue future acquisitions. Our business may be adversely affected if we cannot consummate acquisitions on satisfactory terms, or if we cannot effectively integrate acquired operations. We have recorded a significant amount of intangible assets, which may never generate the returns we expect. We could be adversely affected if one of our components causes an aircraft to crash. Our stock prices may be volatile, and your investment in our common stock could suffer a decline in value. Future sales of our common stock in the public market could lower our share price. Our principal stockholder and its affiliates will be able to influence matters requiring stockholder approval and could discourage the purchase of our outstanding shares at a premium. Our corporate documents and Delaware law contain certain provisions that could discourage, delay or prevent a change in control of our company. We do not intend to pay regular cash dividends on our stock.

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1260221--11/21/2007--TransDigm_Group_INC