X0202 4 2004-12-20 0 0000717605 HEXCEL CORP /DE/ HXL 0001069736 BERKSHIRE FUND V L P C/O BERKSHIRE PARTNERS LLC ONE BOSTON PLACE, SUITE 3300 BOSTON MA 02108 0 0 1 0 Common Stock 2004-12-20 4 C 0 2250071 3.00 A 2250071 D Common Stock 2004-12-20 4 S 0 2250071 13.335 D 0 D Series A Convertible Preferred Stock 3.00 2004-12-20 4 C 0 3288 0 D 2003-03-19 2010-01-22 Common Stock 1096000 14410.85 D Series B Convertible Preferred Stock 3.00 2004-12-20 4 C 0 17698.85 0 D 2003-03-19 2010-01-22 Common Stock 1154071 0 D The conversion rates of both the Series A Convertible Preferred Stock and the Series B Convertible Preferred Stock are determined using a conversion price initially equal to $3.00 (subject to adjustment in certain circumstances as provided in the applicable Certificates of Designations). On this basis, each share of Series A Convertible Preferred Stock is convertible into a number of shares of Common Stock equal to $1000.00/$3.00, and each share of Series B Convertible Preferred Stock is convertible into a number of shares of Common Stock equal to $195.618/$3.00. The Reporting Person may be deemed to be, but does not admit to be, a member of a "group" holding over 10% of the issuer's outstanding common stock for purposes of Section 13(d)(3) of the Exchange Act. BERKSHIRE FUND V, LIMITED PARTNERSHIP By: Fifth Berkshire Associates LLC, its general partner By: Robert J. Small, Managing Director 2004-12-21