FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For July 115, 2003 Commission File Number 333-66973 AERCO LIMITED 22 Grenville Street St. Helier Jersey, JE4 8PX Channel Islands (Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:

Form 20-F X

Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes

No X

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes

No X

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes

No X

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_____

INDEX TO EXHIBITS

Item 1. ~~Announcement~~AerCo ~~from~~Limited ~~Moody’s~~Monthly ~~Investors~~Report ~~Services~~to ~~regarding~~Noteholders ~~ratings~~for ofJulyl ~~notes issued by Aerco Limited Trust~~2003. 24. Power of Attorney for AerCo Limited.

Page 2 of 3

SIGNATURE

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.

Dated: July 1 15, 2003

AERCO LIMITED (Registrant)

By:	/s/ Sean Brennan
	Name: Sean Brennan
	Title: Attorney-in-Fact

Page 3 of 3

Item 1

		Structured Finance Research Rating Action Published 26 Jun 2003
AerCo Limited
New York	New York
Jay Eisbruck	Nicolas S. Weill
Senior Vice President	Senior Vice President
Structured Finance Group	Structured Finance Group
Moody's Investors Service	Moody's Investors Service
Clients: 1.212.553.1653	Clients: 1.212.553.1653

AERCO LIMITED
Report to Noteholders
All amounts in US dollars unless otherwise stated

MOODY'S DOWNGRADES NOTES ISSUED BY AERCO LIMITED TRUST Approximately $1.2 Billion of Asset-Backed Securities Downgraded.

Month	July-03
Payment Date	15th of each month
Convention	Modified Following Business Day
Current Payment Date	15-Jul-03
Current Calculation Date	9-Jul-03
Previous Payment Date	16-Jun-03
Previous Calculation Date	10-Jun-03


1. Account Activity Summary between Calculation Dates

	Prior Balance 10-Jun-03	Deposits	Withdrawals	Balance on Calculation Date 9-Jul-03

Expense Account	602,125.38	4,398,756.62	(3,659,961.68)	1,340,920.32
Collection Account	93,008,636.14	13,737,286.48	(12,159,615.14)	94,586,307.48
Aircraft Purchase Account	-	-	-	-
- Liquidity Reserve cash balance	80,849,021.00	50,000.00	-	80,899,021.00

Total	93,610,761.52	18,136,043.10	(15,819,576.82)	95,927,227.80


2. Analysis of Aircraft Purchase Account Activity

Opening Balance on Previous Calculation Date				-
Interest Income				-
Aircraft Purchase Payments				-
Economic Swap Payments				-

Balance on Current Calculation Date				-


3. Analysis of Expense Account Activity

Opening Balance on Previous Calculation Date				602,125.38
Transfer from Collection Account on previous Payment Date				4,397,874.62
Permitted Aircraft Accrual				-
Interim Transfer from Collection Account				-
Interest Income				882.00
Balance on current Calculation Date
- Payments on previous payment date				(714,933.74)
- Interim payments				(2,945,027.94)
- Other

Balance on Current Calculation Date				1,340,920.32


4. Analysis of Collection Account Activity

Opening Balance on Previous Calculation Date				93,008,636.14
Collections during period				13,737,286.48
Transfer to Expense Account on previous Payment Date
- Required Expense Amount				(4,397,874.62)
- Permitted Aircraft Modifications				-
Interim Transfer to Expense Account				-
Gross Swap payments on previous Payment Date				(3,439,488.46)
Aggregate Note Payments on previous Payment Date				(4,322,252.06)

Balance on Current Calculation Date				94,586,307.48


Analysis of Liquidity Reserve Amount
First Collection Account Reserve				30,000,000.00
Second Collection Account Reserve				35,000,000.00
Cash Held
- Security Deposits				15,899,021.00

Liquidity Reserve Amount				80,899,021.00


A Liquidity Facility of $35 million is also available to AerCo as a primary eligible credit facility, but remains undrawn.

Page ~~Moody's Investors~~1 ~~Service announced today that it has downgraded its ratings on seven classes~~ of ~~notes issued by Aerco Limited Trust (Aerco). The Notes were issued out of Aerco Limited Trust, a Jersey trust.~~ 7

AERCO LIMITED Report ~~The~~to ~~complete rating~~Noteholders ~~action~~ All isamounts asin ~~follows:~~ US dollars unless otherwise stated

Issuer: Aerco Limited Trust

Current Payment Date		15-Jul-03
Current Calculation Date		9-Jul-03
Previous Payment Date		16-Jun-03
Previous Calculation Date		10-Jun-03


Balance in Collection and Expense Account			95,927,227.80
Liquidity Reserve Amount			(80,899,021.00)

Available Collections			15,028,206.80

4. Analysis of Collection Account Activity (Continued)

Analysis of Current Payment Date Distributions

(I)	Total Required Expense Amount		5,000,000.00
(II) a)	Class A Interest but excluding Step-up		1,048,337.02
b)	Swap Payments other than subordinated swap payments		3,205,401.83
(iii)	First Collection Account top-up (Minimum liquidity reserve $30 m)		30,000,000.00
(iv)	Class A Minimum principal payment		-
(v)	Class B Interest		206,224.61
(vi)	Class B Minimum principal payment		586,355.86
(vii)	Class C Interest		359,209.15
(viii)	Class C Minimum principal payment		-
(ix)	Class D Interest		708,333.33
(x)	Class D Minimum principal payment		-
(xi)	Second collection account top-up		50,899,021.00
(xii)	Class A Scheduled principal		3,914,345.00
(xiii)	Class B Scheduled principal		-
(xiv)	Class C Scheduled principal		-
(xv)	Class D Scheduled principal		-
(xvi)	Permitted accruals for Modifications		-
(xvii)	Step-up interest		-
(xviii)	Class A Supplemental principal		-
(xix)	Class E Primary Interest		-
(xx)	Class B Supplemental principal		-
(xxi)	Class A Outstanding Principal		-
(xxii)	Class B Outstanding Principal		-
(xxiii)	Class C Outstanding Principal		-
(xxiv)	Class D Outstanding Principal		-
(xxv)	Subordinated Swap payments		-

	Total Payments with respect to Payment Date		95,927,227.80
	less collection Account Top Ups (iii) (b) and (xi) (b) above		80,899,021.00

			15,028,206.80

			(0.00)

~~US $565 Million~~Page ~~Class~~ 2 ~~A-3~~of ~~Floating Rate Notes due July 15, 2025, downgraded to A1 from Aa2;~~ 7

USAERCO LIMITED Report ~~$235~~to ~~Million~~Noteholders ~~Class~~ All ~~A-4~~amounts ~~Floating~~in ~~Rate~~US ~~Notes~~dollars ~~due~~unless ~~July~~otherwise ~~15, 2025, downgraded to A1 from Aa2;~~ stated

US $85 Million Class B-1 Floating Rate Notes due July 15, 2023, downgraded to Baa2 from A2;

Current Payment Date			15-Jul-03
Current Calculation Date			9-Jul-03
Previous Payment Date			16-Jun-03
Previous Calculation Date			10-Jun-03


5. Payments on the Notes by Subclass


	Subclass	Subclass	Subclass	Total	Subclass	Subclass	Total	Subclass	Subclass	Total
Floating Rate Notes	A-2	A-3	A-4	Class A	B-1	B-2	Class B	C-1	C-2	Class C

Applicable LIBOR	1.18000%	1.18000%	1.18000%		1.18000%	1.18000%		1.18000%	1.18000%
Applicable Margin	0.3200%	0.4600%	0.5200%		0.6000%	1.0500%		1.3500%	2.0500%
Applicable Interest Rate	1.50000%	1.64000%	1.70000%		1.78000%	2.23000%		2.53000%	3.23000%
Day Count	Act/360	Act/360	Act/360		Act/360	Act/360		Act/360	Act/360
Actual Number of Days	29	29	29		29	29		29	29
Interest Amount Payable	127,846.30	717,868.33	202,622.39	1,048,337.02	87,958.04	118,266.57	206,224.61	161,488.82	197,720.33	359,209.15
Increase in Step-up Interest Amount Payable in Current Month	NA	220,868.37	NA	220,868.37	NA	NA		NA	NA
Total Step-up Interest Amount Payable to date	NA	1,116,189.47	NA	1,116,189.47	NA	NA		NA	NA

Total Interest Paid	127,846.30	717,868.33	202,622.39	1,048,337.02	87,958.04	118,266.57	206,224.61	161,488.82	197,720.33	359,209.15

Expected Final Payment Date	15-Dec-05	15-Jun-02	15-May-11		15-Jul-13	15-Jun-08		15-Jul-13	15-Jun-08
Excess Amortisation Date	17-Aug-98	15-Feb-06	15-Aug-00		17-Aug-98	15-Aug-00		17-Aug-98	15-Aug-00

Original Balance	290,000,000.00	565,000,000.00	235,000,000.00		85,000,000.00	80,000,000.00		85,000,000.00	80,000,000.00
Opening Outstanding Principal Balance	105,803,833.49	543,382,252.30	147,959,557.46	797,145,643.25	61,342,296.27	65,835,729.92	127,178,026.19	79,236,710.01	75,989,451.34	155,226,161.35

Extended Pool Factors	47.59%	100.00%	74.37%		79.02%	98.11%		97.49%	96.99%
Pool Factors	34.47%	100.00%	64.47%		71.91%	95.96%		91.91%	93.57%

Minimum Principal Payment	0.00	-	0.00	-	411,999.65	174,356.21	586,355.86	-	-	-
Scheduled Principal Payment	3,914,345.00	-	0.00	3,914,345.00	-	-	-	-	-	-
Supplemental Principal Payment	-	-	-	-	-	-	-	-	-	-

Total Principal Distribution Amount	3,914,345.00	-	0.00	3,914,345.00	411,999.65	174,356.21	586,355.86	-	-	-

Redemption Amount								-	-
- amount allocable to principal				-				-	-
- amount allocable to premium								-	-

Closing Outstanding Principal Balance	101,889,488.50	543,382,252.30	147,959,557.46	793,231,298.26	60,930,296.62	65,661,373.71	126,591,670.33	79,236,710.01	75,989,451.34	155,226,161.35

US $80 Million Class B-2 Floating Rate Notes due July 15, 2025, downgraded to Baa2 from A2;


Fixed Rate Notes	D-2

Applicable Interest Rate	8.50000%
Day count	30 / 360
Number of Days	30
Interest Amount Payable	708,333.33

Total Interest Paid	708,333.33

Expected Final Payment Date	15-Mar-14
Excess Amortisation Date	15-Jul-10

Original Balance	100,000,000.00
Opening Outstanding Principal Balance	100,000,000.00

Extended Pool Factors	100.00%
Expected Pool Factors	100.00%

Extended Amount	-
Expected Pool Factor Amount	-
Surplus Amortisation

Total Principal Distribution Amount	-

Redemption Amount	-
- amount allocable to principal	-
- amount allocable to premium	-

Closing Outstanding Principal Balance	100,000,000.00

~~US $85 Million Class~~Page ~~C-1~~ 3 ~~Floating~~of ~~Rate Notes due July 15, 2023, downgraded to Ba3 from Baa2;~~ 7

USAERCO LIMITED Report ~~$80~~to ~~Million Class~~Noteholders ~~C-2~~ All ~~Floating~~amounts ~~Rate~~in ~~Notes~~US ~~due~~dollars ~~July~~unless ~~15,~~otherwise ~~2025, downgraded to Ba3 from Baa2;~~ stated

US $100 Million Class D-2 Fixed Rate Notes due July 15, 2025, downgraded to B3 from Ba3.

Current Payment Date	15-Jul-03
Current Calculation Date	9-Jul-03
Previous Payment Date	16-Jun-03
Previous Calculation Date	10-Jun-03


6. Floating Rate Note information for next Interest Accrual Period

Start of Interest Accrual Period	16-Jul-03
End of Interest Accrual Period	15-Aug-03
Reference Date	11-Aug-03


	A-2	A-3	A-4	B-1	B-2	C-1	C-2

Applicable LIBOR	1.10688%	1.10688%	1.10688%	1.10688%	1.10688%	1.10688%	1.10688%
Applicable Margin	0.3200%	0.4600%	0.5200%	0.6000%	1.0500%	1.3500%	2.0500%
Applicable Interest Rate	1.4269%	1.5669%	1.6269%	1.7069%	2.1569%	2.4569%	3.1569%



Fixed Rate Notes	D-1

Actual Pool Factor	100.00%



7. Payments per $ 1,000 Inital Outstanding Principal Balance of Notes


(a) Floating Rate Notes	A-2	A-3	A-4	B-1	B-2	C-1	C-2

Opening Outstanding Principal Balance	105,803.83	543,382.25	147,959.56	61,342.30	65,835.73	79,236.71	75,989.45
Total Principal Payments	3,914.34	-	0.00	412.00	174.36	-	-
Closing Outstanding Principal Balance	101,889.49	543,382.25	147,959.56	60,930.30	65,661.37	79,236.71	75,989.45
Total Interest	127.85	717.87	202.62	87.96	118.27	161.49	197.72
Total Premium	0.0000%	0.5000%	0.0000%	0.0000%	0.0000%	0.0000%	0.0000%



(b) Fixed Rate Notes	D-2

Opening Outstanding Principal Balance	100,000.00
Total Principal Payments	-
Closing Outstanding Principal Balance	100,000.00
Total Interest	708.33
Total Premium	-

~~Moody's said that~~Page ~~Aerco~~ 4 ~~has experienced a limited decline in lease revenues over the past six months. The decline in revenues is attributable to a number~~ of non-cash flow generating aircraft, the restructuring of existing leases, and the renewals of expiring leases at significantly lower levels. Moody's believes that lease revenues may drop by more than 20% in the next 18 months and are expected to remain at these levels in the foreseeable future, since many of the new leases may be contracted at reduced lease rates. The current lease pool is comprised of older narrowbody aircraft and has exposure to bankrupt airlines and other low credit quality lessees. 7

~~Moody's noted that~~AERCO ~~until recently, Aerco had been retiring principal on the various classes according~~ LIMITED to Report ~~their respective schedule. As a result the senior classes of this transaction are protected by the lowest loan-~~to~~-value~~ ~~of all securitized pools. However~~Noteholders in All ~~recent~~amounts months the transaction has faced more aircraft repossessions and high levels of remarketing expense. In addition, Debis Airfinance, the servicer of this pool, will need to manage a significant number of planes in ~~the~~US ~~coming months.~~dollars ~~With~~unless ~~the~~otherwise ~~portfolio heavily concentrated in 737 classics (over 50% of the pool), it is expected that remarketing the planes in the current environment will be challenging.~~ stated

The cash waterfall subordinates interest payments to the Classes B, C and D to Class A minimum principal payments. As a result, while the Class A is in a relatively stronger the subordinated Classes will be under pressure in the foreseeable future. Moody's also noted that prior to a Class A event of default, Class A-3 and A-4 receive principal payments only after Class A-2 is fully repaid or under limited circumstances when cash flows are stronger than expected. As a result, Class A-2 is less exposed to reduced lease revenues than other tranches in the transaction. As a result of this structural seniority Moody's have kept the rating for Class A-2 unchanged.

												All amounts in millions of US dolalrs unless otherwise stated			Dollar amounts expressed as a percentage 2000 Base Case Lease Rentals

												Cumulative to Date *Adjusted			Cumulative to Date *Adjusted
			July 2001 to Sept 2001	Oct- Dec 2001	Jan- Mar 2002	Apr- Jun 2002	Jul- Sept 2002	Oct- Dec 2002	Jan- Mar 2003	Apr- Jun 2003	July 2003	Actual	base case	variance	Actual	base case	variance

		CASH COLLECTIONS
		Lease Rentals	217.6	45.4	45.4	46.0	45.9	44.6	45.3	45.4	15.0	550.6	550.6	(0.0)	100.0%	100.0%	0.0%
[1]		- Renegotiated Leases	(3.0)	(2.8)	(2.1)	(3.0)	(4.0)	(1.8)	(2.4)	(2.2)	(0.5)	(21.8)	-	(21.8)	(4.0%)	0.0%	(4.0%)
[2]		- Rental Resets	(1.3)	(3.2)	(4.1)	(3.2)	(3.5)	(5.3)	(8.0)	(7.3)	(2.9)	(38.9)	-	(38.9)	(7.1%)	0.0%	(7.1%)
[3]		- Aircraft Sales	-	-	-	-	-	-	-	(0.1)	(0.1)	(0.2)	-	(0.2)	0.9%	0.0%	0.9%

[4]	Σ [1]...[3]	Contracted Lease Rentals	213.3	39.4	39.2	39.8	38.4	37.4	34.8	35.8	11.6	489.7	550.6	(60.7)	89.0%	100.0%	(11.0%)
[5]		Movement in Current Arrears Balance	(0.8)	(2.4)	1.4	(0.9)	(2.3)	(0.1)	(2.3)	(2.5)	0.3	(9.6)	-	(9.6)	(1.7%)	0.0%	(1.7%)
		less Net Stress-related Costs
[6]		- Bad Debts	-	-	-	-	-	-	-	-	(1.1)	(1.1)	(5.5)	4.4	(0.2%)	(1.0%)	0.8%
[7]		- Security Deposits Drawn Down	0.5	-	-	-	-	-	-	-	0.3	0.8	-	0.8	0.1%	0.0%	0.1%
[8]		- Restructured Arrears	0.7	0.1	(1.3)	(0.4)	0.6	0.4	0.3	0.2	-	0.6	3.2	(2.6)	0.1%	0.6%	(0.5%)
[9]		- AOG	(4.3)	(1.5)	(0.4)	-	-	(0.8)	(1.4)	(1.8)	(0.4)	(10.6)	(23.3)	12.7	(1.9%)	(4.2%)	2.3%
[10]		- Other Leasing Income	-	-	-	-	-	-	-	-	-	-	-	-	0.0%	0.0%	0.0%
[11]		- Repossession Costs	(0.3)	-	-	-	-	(0.1)	-	(0.5)	-	(0.9)	(4.4)	3.5	(0.2%)	(0.8%)	0.6%

[12]	Σ [6]...[11]	sub-total	(3.4)	(1.4)	(1.7)	(0.4)	0.6	(0.5)	(1.1)	(2.1)	(1.2)	(11.2)	(30.0)	18.8	(2.0%)	(5.4%)	3.4%
[13]	[4]+[5]+[12]	Net Lease Rentals	209.1	35.6	38.9	38.5	36.7	36.9	31.4	31.2	10.7	468.9	520.6	(51.7)	85.2%	94.6%	(9.4%)
[14]		Interest Earned	5.8	0.8	0.4	0.4	0.3	0.2	0.3	0.3	0.1	8.6	11.0	(2.4)	1.6%	2.0%	(0.4%)
[15]		Drawings from Expense Account										-	-	-	0.0%	0.0%	0.0%
		Maintenance Receipts	22.6	4.5	3.6	6.1	4.9	5.5	3.7	3.4	2.8	57.1	-	57.1	10.4%	0.0%	10.4%
		Maintenance Payments	(11.8)	(1.8)	(3.9)	(10.1)	-	(1.6)	(3.1)	(5.4)	(2.7)	(40.3)	-	(40.3)	(7.3%)	0.0%	(7.3%)

[15]		Net Maintenance	10.8	2.7	(0.3)	(4.0)	4.9	3.9	0.6	(2.0)	0.1	16.8	-	16.8	3.0%	0.0%	3.0%
[16]	Σ [13]...[15]	Total Cash Collections	225.7	39.1	39.0	34.9	41.9	41.0	32.3	29.6	10.9	494.3	531.6	(37.3)	89.8%	96.5%	(6.8%)

		CASH EXPENSES
		Aircraft Operating Expenses
[17]		- Insurance	(0.1)	-	-	(0.3)	-	(0.1)	-	-		(0.5)	-	(0.5)	(0.1%)	0.0%	(0.1%)
[18]		- Re-leasing and other overheads	(7.5)	(0.7)	(0.4)	(1.4)	(0.8)	(1.7)	(0.8)	(2.2)	(0.1)	(15.6)	(16.7)	1.1	(2.8%)	(3.0%)	0.2%

[19]	[17]+[18]	subtotal	(7.6)	(0.7)	(0.4)	(1.7)	(0.8)	(1.8)	(0.8)	(2.2)	(0.1)	(16.1)	(16.7)	0.6	(2.9%)	(3.0%)	0.1%
		SG&A Expenses
[20]		Aircraft Servicer Fees
		- Retainer Fee	(1.6)	(0.4)	(0.3)	(0.7)	(0.7)	0.1	(0.4)	(0.3)	(0.1)	(4.4)	(4.5)	0.1	(0.8%)	(0.8%)	0.0%
		- Rent Collected Fee	(1.9)	(0.4)	(0.4)	(0.7)	(0.9)	0.3	(0.4)	(0.3)	(0.1)	(4.8)	(5.2)	0.4	(0.9%)	(0.9%)	0.1%
		- Previous Servicer Fees	(1.8)	-	-	-	-	-	-			(1.8)	-	(1.8)	(0.3%)	0.0%	(0.3%)

[21]		sub-total	(5.3)	(0.8)	(0.7)	(1.3)	(1.6)	0.4	(0.8)	(0.6)	(0.2)	(10.9)	(9.7)	(1.2)	(2.0%)	(1.8%)	(0.2%)
[22]		Other Servicer Fees	(13.1)	(0.4)	(1.2)	(0.9)	(1.1)	(2.7)	(0.5)	(0.6)	(0.6)	(21.1)	(12.0)	(9.1)	(3.8%)	(2.2%)	(1.7%)

[23]	[21]+[22]	subtotal	(18.4)	(1.2)	(1.9)	(2.3)	(2.7)	(2.3)	(1.3)	(1.2)	(0.8)	(32.1)	(21.7)	(10.4)	(5.8%)	(3.9%)	(1.9%)
[24]	[20]+[23]	Total Cash Expenses	(26.0)	(1.9)	(2.3)	(4.0)	(3.5)	(4.1)	(2.1)	(3.4)	(0.9)	(48.2)	(38.4)	(9.8)	(8.8%)	(7.0%)	(1.8%)

		NET CASH COLLECTIONS
[25]	[17]	Total Cash Collections	225.7	39.1	39.0	34.9	41.9	41.0	32.3	29.6	10.9	494.4	531.6	(37.2)	89.8%	96.5%	(6.8%)
[26]	[24]	Total Cash Expenses	(26.0)	(1.9)	(2.3)	(4.0)	(3.5)	(4.1)	(2.1)	(3.4)	(0.9)	(48.2)	(38.4)	(9.8)	(8.8%)	(7.0%)	(1.8%)
[27]		Movement in Expense Account	6.0	1.2	0.3	1.2	-	0.3	1.5	-	-	10.5	-	10.5	1.9%	0.0%	1.9%
[28]		Interest Payments	(111.6)	(12.0)	(9.3)	(9.5)	(10.2)	(9.4)	(8.6)	(7.4)	(2.3)	(180.3)	(293.4)	113.1	(32.7%)	(53.3%)	20.5%
[29]		Swap Payments	(12.1)	(9.3)	(10.7)	(10.5)	(10.9)	(10.5)	(11.0)	(10.0)	(3.2)	(88.2)	5.1	(93.3)	(16.0%)	0.9%	(16.9%)
[30]		Proceeds from sale of aircraft	50.5	-	-	-	-	-	-	3.4	-	53.9	51.1	2.8	9.8%	9.3%	0.5%
[31]		Refinancing Costs	-	-	-	-	-	-	-	-	-	-	(2.3)	2.3	0.0%	(0.4%)	0.4%

[32]	Σ [25]...[31]	TOTAL	132.5	17.1	17.0	12.1	17.3	17.3	12.2	12.2	4.5	242.2	253.7	(11.5)	44.0%	46.1%	(2.1%)


[33]		PRINCIPAL PAYMENTS
		subclass A	115.6	14.4	14.4	9.1	14.4	13.7	10.1	9.6	3.9	205.2	213.7	(8.5)	37.3%	38.8%	(1.5%)
		subclass B	14.8	1.8	1.7	1.8	1.7	2.0	1.2	2.6	0.6	28.2	28.3	(0.1)	5.1%	5.1%	(0.0%)
		subclass C	2.1	0.9	0.9	1.2	1.2	1.6	0.9	-		8.8	11.7	(2.9)	1.6%	2.1%	(0.5%)
		subclass D	-	-	-	-	-	-		-		-	-	-	0.0%	0.0%	0.0%

		Total	132.5	17.1	17.0	12.1	17.3	17.2	12.2	12.2	4.5	242.2	253.7	(11.5)	44.0%	46.1%	(2.1%)


		Debt Balances
		subclass A	882.8	868.4	984.0	844.9	830.5	816.8	806.7	797.1	793.2	793.2	784.7	8.5
		subclass B	140.0	138.2	153.1	134.7	133.0	131.0	129.8	127.2	126.6	126.6	126.5	0.1
		subclass C	162.0	161.1	163.2	158.9	157.7	156.1	155.2	155.2	155.2	155.2	152.4	2.8
		subclass D	100.0	100.0	100.0	100.0	100.0	100.0	100.0	100.0	100.0	100.0	100.0	-

		TOTAL	1,284.8	1,267.7	1,250.7	1,238.5	1,221.2	1,204.0	1,191.7	1,179.5	1,175.0	1,175.0	1,163.5	11.5


		* Adjusted Base Case are July 2000 Prospectus Base Case cashflows adjusted for aircraft sales.

~~For more information,~~Page ~~visit~~ 5 ~~our~~of ~~website at www.moodys.com~~ 7

~~ALL INFORMATION~~AERCO ~~CONTAINED HEREIN IS COPYRIGHTED IN THE NAME OF MOODY'S INVESTORS SERVICE, INC.~~LIMITED ~~("MOODY'S"),~~Report ~~AND~~to ~~NONE~~Noteholders ~~OF SUCH INFORMATION MAY BE COPIED OR OTHERWISE REPRODUCED,~~ REPACKAGED, FURTHER TRANSMITTED, TRANSFERRED, DISSEMINATED, REDISTRIBUTED OR RESOLD, OR STORED FOR SUBSEQUENT USE FOR ANY SUCH PURPOSE, IN WHOLE OR IN PART, IN ANY FORM OR MANNER OR BY ANY MEANS WHATSOEVER, BY ANY PERSON WITHOUT MOODY'S PRIOR WRITTEN CONSENT. All ~~information contained~~amounts herein is obtained by MOODY'S from sources believed by it to be accurate and reliable. Because of the possibility of human or mechanical error as well as other factors, however, such information is provided "as is" without warranty of any kind and MOODY'S, in ~~particular,~~US ~~makes~~dollars nounless representation or warranty, express or implied, as to the accuracy, timeliness, completeness, merchantability or fitness for any particular purpose of any such information. Under no circumstances shall MOODY'S have any liability to any person or entity for (a) any loss or damage in whole or in part caused by, resulting from, or relating to, any error (negligent or otherwise) ~~or other circumstance or contingency within or outside the control~~stated of MOODY'S or any of its directors, officers, employees or agents in connection with the procurement, collection, compilation, analysis, interpretation, communication, publication or delivery of any such information, or (b) any direct, indirect, special, consequential, compensatory or incidental damages whatsoever (including without limitation, lost profits), even if MOODY'S is advised in advance of the possibility of such damages, resulting from the use of or inability to use, any such information. The credit ratings, if any, constituting part of the information contained herein are, and must be construed solely as, statements of opinion and not statements of fact or recommendations to purchase, sell or hold any securities. NO WARRANTY, EXPRESS OR IMPLIED, AS TO THE ACCURACY, TIMELINESS, COMPLETENESS, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY SUCH RATING OR OTHER OPINION OR INFORMATION IS GIVEN OR MADE BY MOODY'S IN ANY FORM OR MANNER WHATSOEVER. Each rating or other opinion must be weighed solely as one factor in any investment decision made by or on behalf of any user of the information contained herein, and each such user must accordingly make its own study and evaluation of each security and of each issuer and guarantor of, and each provider of credit support for, each security that it may consider purchasing, holding or selling. Pursuant to Section 17(b) of the Securities Act of 1933, MOODY'S hereby discloses that most issuers of debt securities (including corporate and municipal bonds, debentures, notes and commercial paper) and preferred stock rated by MOODY'S have, prior to assignment of any rating, agreed to pay to MOODY'S for appraisal and rating services rendered by it fees ranging from $1,000 to $1,500,000.

MADE IN U.S.A


Note:		Report Line Name	Description

		CASH COLLECTIONS
		Lease Rentals	Assumptions per the July 2000 Prospectus adjusted for aircraft sales
[1]		- Renegotiated Leases	Change in contracted rental cash flow caused by a renegotiated lease
[2]		- Rental Resets	Re-leasing events where new lease rate deviated from the 2000 Base Case
[3]		- Aircraft Sales	Lease revenue on aircraft that are sold
[4]	Σ [1]….[3]	Contracted Lease Rentals	Current Contracted Lease Rentals due as at the latest Calculation Date

[5]		Movement in Current Arrears Balance	Current contracted lease rentals not received as at the latest Calculation Date, excluding Bad debts

		less Net Stress related Costs
[6]		- Bad debts	Arrears owed by former lessees and deemed irrecoverable.
[7]		- Security deposits drawn down	Security deposits received following a lesse default
[8]		- Restructured arrears
[9]		- AOG	Lost of rental due to an aircraft being off-lease and non-revenue earning
[10]		- Other Leasing Income	Includes lease termination payments, rental guarantees and late payments charges
[11]		- Repossession	Legal and technical costs incurred in repossessing aircraft.
[12]	Σ [6]….[11]	sub-total

[13]	[[4]+[5]+[12]	Net Lease Rentals	Contracted Lease Rentals less Movement in Current Arrears Balance and Net Stress related costs

[14]		Interest Earned	Interest earned on monthly cash balances
[15]		Net Maintenance	Maintenance Revenue Reserve received less and reimbursements to lessees.
[16]	Σ [13]…[15]	Total Cash Collections	Net Lease Rentals + Interest Earned + Net Maintenance


		CASH EXPENSES
		Aircraft Operating Expenses	All operational costs related to the leasing of aircraft.
[17]		- Insurance	Premium for contingent insurance policies
[18]		- Re-leasing and other	Costs associated transferring an aircraft from one lessee to another
[19]	[17]+[18]	subtotal

		SG&A Expenses
[20]		Aircraft Servicer Fees	Monthly and annual fees paid to Aircraft Servicer
		- Base Fee	Fixed amount per month per aircraft
		- Rent Contracted Fee	1.00% of rental contracted for the month
		- Rent Collected Fee	1.25% of rental received for the month
		- Previous Servicer Fees	Fees paid to the previous Servicer of AerCo
[21]	[20]	subtotal
[22]		Other Servicer Fees	Administrative Agent, trustee and professional fees paid to other service providers.
[23]	[21]+[22]	subtotal

[24]	[19]+[23]	Total Cash Expenses	Aircraft Operating Expenses + SG&A Expenses


		NET CASH COLLECTIONS
[25]	[16]	Total Cash Collections	line 16 above
[26]	[24]	Total Cash Expenses	line 24 above
[27]		Movement in Expense Account	Movement in Expense Account
[28]		Interest Payments	Interest paid on all outstanding debt
[29]		Swap payments	Net
[30]		Proceeds from Aircraft Sales	Proceeds, net of fees and expenses, from the sale of aircraft
[31]	Σ [25]…[30]	Exceptional Items	Includes adjustment for aircraft included in the Basecase but not acquired by AerCo
		TOTAL

Page 6 of 7


AERCO LIMITED Report to Noteholders All amounts in US dollars unless otherwise stated

		Coverage Ratio	Closing	Actual	2000 *Adjusted Base Case

		Net Cash Collections		242.2	253.7
		Add Back Interest		180.3	293.4
		Add Back Swap Payments		88.2	(5.1)
a		Net Cash Collections		510.7	542.0

b		Swaps		88.2	(5.1)
c		Class A Interest		102.0	185.8
d		Class A Minimum		30.5	37.9
e		Class B Interest		17.7	31.1
f		Class B Minimum		12.3	9.2
g		Class C Interest		24.1	39.9
h		Class C Minimum		-	-
I		Class D Interest		25.5	25.5
j		Class D Minimum		-	-
k		Class A Scheduled		18.3	-
l		Class B Scheduled		15.4	19.1
m		Class C Scheduled		8.8	11.7
n		Class D Scheduled		-	-
o		Permited Aircraft Modifications		-	-
p		Step Up Interest		1.9	-
q		Class A Supplemental		156.4	175.8
		Class E Interest		9.1	11.1
		Class B Supplemental		0.5	-

		Total		510.7	540.0

	[1]	Interest Coverage Ratio
		Class A		2.69	3.00	= a / (b+c)
		Class B		2.14	2.17	= a / (b+c+d+e)
		Class C		1.86	1.81	= a / (b+c+d+e+f+g)
		Class D		1.70	1.67	= a / (b+c+d+e+f+g+h+i)

	[2]	Debt Coverage Ratio
		Class A		1.60	1.67	= a / (b+c+d+e+f+g+h+i+ j+k)
		Class B		1.53	1.58	= a / (b+c+d+e+f+g+h+i+j+k+l)
		Class C		1.49	1.53	= a / (b+c+d+e+f+g+h+i+j+k+l+m)
		Class D		1.49	1.53	= a / (b+c+d+e+f+g+h+i+j+k+l+m+n)

		Loan-to-Value Ratios


			2000 Base Case 17-Jul-00		Actual 15-Jul-03		2000 *Adjusted Base Case 15-Jul-03


[3]		Assumed Portfolio Value	1,566.7		1,272.3		1,272.3
		Adjusted Portfolio Value (105%)			1,213.7

		Liquidity Reserve Amount
		Cash	65.0		65.0		65.0
		- Accrued Expenses	5.0		5.0		5.0
		- Security Deposits	22.4		15.9		22.4

		subtotal cash	92.4		85.9		92.4
		Letters of Credit	-		-		-

		Total Liquidity Reserve	92.4		85.9		92.4

[4]		Total Asset Value	1,659.1		1,358.2		1,364.7

		Note Balance
		Class A	998.4	60.2%	793.2	58.4%	784.7	57.5%
		Class B	154.8	69.5%	126.6	67.7%	126.5	66.8%
		Class C	164.1	79.4%	155.2	79.2%	152.4	77.9%
		Class D	100.0	85.4%	100.0	86.5%	100.0	85.3%

		Total	1,417.3		1,175.0		1,163.6


	* Adjusted Base Case are July 2000 Prospectus Base Case cashflows adjusted for aircraft sales.

*[1] Interest Coverage Ratio* is equal to Net Cash Collections, before Interest andswap payments, expressed as a ratio of the swap costs and interest payable on each subclassof Notes plus the interest and minimum principal payments payable on each subclassof Notes that rank senior in priority of payment to the relevant subclass of Notes.	*[3] Assumed Portfolio Value* represents the Inital Appraised Value of eachaircraft in the Portfolio multipled by the Depreciation Factor at Calculationdate divided by the Depreciation Factor at Closing date.

*[2] Debt Service Ratio* is equal to Net Cash Collections before interest and swap payments,expressed as a ratio of the interest and minimum and scheduled principal payments payable oneach subclass of Notes plus the interest and minimum and scheduledprincipal payments payable on each subclass of Notes that ranks equallywith or senior to the relevant subclass of Notes in the priority of payments.	*[4] Total Asset Value* is equal to Total Portfolio Value plus LiquidityReserve Amount

Page 7 of 7

Item 24

POWER OF ATTORNEY

Each of the undersigned, being a Director and officer of AerCo Limited, hereby individually appoints John McMahon, Huib van Doorn, Sean Brennan, Brian Marks, Wouter Marinus den Dikken, Pat Keating, Aengus Kelly and Caroline Jones and each of them, acting on behalf of debis AirFinance Administrative Services Limited, as Administrative Agent of AerCo Limited, his true and lawful attorney-in-fact and agent (each an “Attorney-in- Fact”), with full power by power of attorney of substitution and resubstitution, for him and in his name, place and stead, in his capacity as a Director and an officer of AerCo Limited, to sign each Report on Form 6-K which will be filed at least monthly, provided that where any such Report on Form 6-K is required to contain any information in addition to or other than a copy of the relevant monthly report to noteholders the contents of such Report on Form 6-K shall be approved by any one Director of AerCo Limited prior to the filing thereof, each such Report on Form 6-K containing a monthly report to noteholders to be filed monthly on or about the 15th day of each month and each other Report on Form 6-K to be filed within the time prescribed by the Securities and Exchange Commission (the “SEC”) upon the occurrence of certain events listed in the SEC rules and regulations with the SEC and any amendments thereto, and to file the same with any exhibits thereto and any other documents in connection therewith with the SEC, granting unto said Attorney-in-Fact full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said Attorney-in-Fact, or his substitute, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, each of the undersigned has caused this Power of Attorney to be duly executed and delivered in Shannon, Ireland on the date indicated below.

Dated: 24 July 2002	/s/ G. Adrian Robinson
	G. Adrian Robinson
	Witness:	/s/ B. C. Robins
Dated: 24 July 2002	/s/ Peter Sokell
	Peter Sokell
	Witness:	/s/ B. C. Robins
Dated: 24 July 2002	/s/ Kenneth N. Peters
	Kenneth N. Peters
	Witness:	/s/ B. C. Robins
Dated: 24 July 2002	/s/ M. John McMahon
	M. John McMahon
	Witness:	/s/ B. C. Robins
Dated: 1August 2002	/s/ Sean Brennan
Dated: 9 August 2002	/s/ Sean Brennan
	Sean Brennan
	Witness:	Marian Kennedy

Filing Compare · AERCO LTD