SecProbe.io

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								September 1, 2005

By Facsimile and U.S. Mail

Philip Schwartz, Esq.
Akerman Senterfitt
One Southeast Third Avenue
28th Floor
Miami, Florida 33131

	Re:	TIMCO Aviation Services, Inc.
		Schedule TO-I
		Filed August 17, 2005

Dear Mr. Schwartz:

	We have the following comments on the above-referenced
filing:

Schedule TO-I
1. Please provide us your analysis regarding why the pro forma
financial information required by Item 1010(b) of Regulation M-A
is
not material.

Offer to Purchase

Cover page
2. Please revise to provide an approximate amount of common stock
to
be received for each series of notes as of the date of expiration.
3. Please revise to clarify how soon after this offering you
intend
to conduct the rights offering.  Will note holders who participate
in
this offering have received their shares of common stock prior to
the
time you commence the rights offering?

Table of Contents, page iii
4. Please revise the paragraph at the bottom of this page to
eliminate the disclaimers.  Also, please revise this section and
the
"Forward-Looking Statements" section on page 20 to clarify your
obligation pursuant to Rules 13e-4(c)(3) and 13e-4(e)(3) to amend
the
Schedule to reflect a material change in the information
previously
disclosed and disseminate notice of the change.

Summary Historical financial Data, page 11
5. Please clarify if you have provided financial information for
the
periods ended June 30, 2004 and 2005 or March 31, 2004 and 2005.
The
captions in the table do not agree with the introductory
paragraph.
6. Revise to provide the book value per share as required by Item
1010(c) of Regulation M-A.

Conditions to the Offer and Consent Solicitation, page 28
7. Revise to clarify the "proceeding" to which you refer in the
second bullet point.  Also clarify the "major securities or
financial
market" you discuss in the fourth bullet point.

The Proposed Rights Offering, page 25
8. We note the discussion here of the rights offering to be
commenced
soon after this offer closes and Mr. Harber`s ability to use
amounts
due to him under an outstanding note to exercise rights to
purchase
common stock in that offering.  We note that you filed a Form S-1
to
register rights and common stock to be issued in the rights
offering
on July 28, 2005.  On page 26 of the Offer to Purchase you state,
"There can be no assurance that any shares (other than shares
issuable to Mr. Harber with respect to his use of the LJH Note to
purchase shares) will be sold in the rights offering."  It appears
from the disclosure that Mr. Harber may have already agreed to
purchase shares through the rights offering.  Please provide us
your
integration analysis.
Closing Comments

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require.
Since the company and its management are in possession of all
facts
relating to a company`s disclosure, they are responsible for the
accuracy and adequacy of the disclosures they have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;
* staff comments or changes to disclosure in response to staff
comments in the filings reviewed by the staff do not foreclose the
Commission from taking any action with respect to the filing; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      *  *  *

      Please respond to these comments by promptly amending the
filing and submitting a response letter filed via EDGAR under the
label "CORRESP."  If the information you provide in response to
our
comments materially changes the information that you have already
provided to security holders, disseminate the revised materials in
a
manner reasonably calculated to inform them of the new
information.
If you do not agree with a comment, please tell us why in your
response.  Direct any questions to me at (202) 551-3262.  You may
also contact me by facsimile at (202) 772-9203.

      Sincerely,

      Abby Adams
      Special Counsel
      Office of Mergers and Acquisitions
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Philip Schwartz, Esq.
September 1, 2005
Page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0303

         DIVISION OF
CORPORATION FINANCE

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