-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, srDBw17bPZMJ7tuUTqcXwRLrtZM3Jjmfg239giZc2UrNrctDL9ayrBGpiDbo+2/R 5HeTaDCHNgWmShWNqFr2SQ== 0000913827-94-000016.txt : 19940621 0000913827-94-000016.hdr.sgml : 19940621 ACCESSION NUMBER: 0000913827-94-000016 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940620 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: USAIR GROUP INC CENTRAL INDEX KEY: 0000701345 STANDARD INDUSTRIAL CLASSIFICATION: 4512 IRS NUMBER: 541194634 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-33976 FILM NUMBER: 94534984 BUSINESS ADDRESS: STREET 1: 2345 CRYSTAL DR CITY: ARLINGTON STATE: VA ZIP: 22227 BUSINESS PHONE: 7034185306 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERKSHIRE HATHAWAY INC /DE/ CENTRAL INDEX KEY: 0000109694 STANDARD INDUSTRIAL CLASSIFICATION: 2731 IRS NUMBER: 042254452 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1440 KIEWIT PLZ CITY: OMAHA STATE: NE ZIP: 68131 BUSINESS PHONE: 4023461400 MAIL ADDRESS: STREET 1: 1440 KIEWIT PLAZA CITY: OMAHA STATE: NE ZIP: 68131 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities and Exchange Act of 1934 (Amendment No. 5)* USAir Group, Inc. (Name of Issuer) Common Stock (Upon conversion of Series A Cumulative Convertible Preferred Stock) (Title of Class of Securities) 911905 10 7 (CUSIP Number) Warren E. Buffett Berkshire Hathaway Inc. 1440 Kiewit Plaza, Omaha, Nebraska 68131 (402) 346-1400 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 15, 1994 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Check the following box if a fee is being paid with the statement [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filed out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (Continued on following page(s)) 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Warren E. Buffett, ###-##-#### 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: United States citizen 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 358,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 358,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 358,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 13.41% 14 Type of Reporting Person*: IN 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Berkshire Hathaway Inc., 04-2254452 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Delaware corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 358,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 358,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 358,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 13.41% 14 Type of Reporting Person*: HC, CO 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: National Indemnity Company, 47-0355979 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC, AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 256,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 256,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 256,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 9.58% 14 Type of Reporting Person*: IC 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: National Fire and Marine Insurance Company, 47-6021331 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 3,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 3,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 3,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .11% 14 Type of Reporting Person*: IC 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Redwood Fire and Casualty Insurance Company, 47-0530076 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 3,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 3,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 3,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .11% 14 Type of Reporting Person*: IC 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Cypress Insurance Company, 95-6042829 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: California corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 2,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 2,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 2,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .07% 14 Type of Reporting Person*: IC 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Columbia Insurance Company, 47-0530077 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 73,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 73,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 73,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 2.73% 14 Type of Reporting Person*: IC 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: National Liability & Fire Insurance Company, 36-2403971 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Illinois corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 2,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 2,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 2,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .07% 14 Type of Reporting Person*: IC 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Blue Chip Stamps, 95-3858923 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: California corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 12,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 12,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 12,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .45% 14 Type of Reporting Person*: CO 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Wesco Financial Corporation, 95-2109453 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Delaware corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 12,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 12,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 12,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .45% 14 Type of Reporting Person*: CO 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Wesco Holdings Midwest, Inc., 47-0691907 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Delaware corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 12,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 12,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 12,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .45% 14 Type of Reporting Person*: CO 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Wesco-Financial Insurance Company, 47-0685686 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 12,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 12,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 12,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .45% 14 Type of Reporting Person*: IC 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Nebraska Furniture Mart, Inc., 43-0428274 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 5,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 5,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 5,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .19% 14 Type of Reporting Person*: CO 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: The Fechheimer Bros. Company, 31-1000330 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Delaware corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 5,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 5,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 5,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .19% 14 Type of Reporting Person*: CO 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Oak River Insurance Company (successor to Kansas Fire and Casualty Company) 2 Check the appropriate box if a member of a Group*: (a) [ ] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC, AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 3,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 3,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 3,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .11% 14 Type of Reporting Person*: IC 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: National Indemnity Company of Mid America 2 Check the appropriate box if a member of a Group*: (a) [ ] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC, AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Minnesota corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: 3,000 shares Series A Cumulative Convertible Preferred Stock 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: 3,000 shares Series A Cumulative Convertible Preferred Stock 11 Aggregate amount beneficially owned by each Reporting Person: 3,000 shares Series A Cumulative Convertible Preferred Stock 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): .11% 14 Type of Reporting Person*: IC This Amendment to Schedule 13D is being filed to include in this Schedule 13D the information set forth in the first paragraph of Item 4 hereof. The other information in this Amendment merely restates (with appropriate updating) information previously reported, as required by Securities and Exchange Commission regulation with respect to electronic filings of certain Schedules 13D. This Amendment does not report any purchase or sale of USAir Group, Inc. securities not previously reported. Item 1. Security and Issuer. This statement relates to the Common Stock of USAir Group, Inc. ("USAir Group"), Crystal Park Four, 2345 Crystal Drive, Arlington, Virginia 22227, which is issuable upon conversion of the Series A Cumulative Convertible Preferred Stock held by the entities making this filing. Item 2. Identity and Background. a. This statement is filed by: Warren E. Buffett (an individual and United States citizen), 1440 Kiewit Plaza, Omaha, Nebraska 68131; Berkshire Hathaway Inc. (a Delaware corporation), 1440 Kiewit Plaza, Omaha, Nebraska 68131 (40.7% of the stock of which is owned by Warren E. Buffett and a trust of which he is trustee but in which he has no economic interest, and 3.1% of the stock of which is owned by his wife, Susan T. Buffett); National Indemnity Company (a Nebraska corporation), 3024 Harney Street, Omaha, Nebraska 68131 (a 100%-owned subsidiary of Berkshire Hathaway Inc.); National Fire and Marine Insurance Company (a Nebraska corporation), 3024 Harney Street, Omaha, Nebraska 68131 (a 100%-owned subsidiary of Berkshire Hathaway Inc.); Redwood Fire and Casualty Insurance Company (a Nebraska corporation), 1017 South Fair Oaks Avenue, P.O. Box 7008, Pasadena, California 91109 (a 100%-owned subsidiary of National Fire and Marine Insurance Company); Cypress Insurance Company (a California corporation), 1017 South Fair Oaks Avenue, P.O. Box 7008, Pasadena, California 91109 (a 100%-owned subsidiary of Berkshire Hathaway Inc.); Columbia Insurance Company (a Nebraska corporation), 3024 Harney Street, Omaha, Nebraska 68131 (a 100%-owned subsidiary of Berkshire Hathaway Inc.); National Liability & Fire Insurance Company (an Illinois corporation formerly known as Home and Automobile Insurance Company), 3024 Harney Street, Omaha, Nebraska 68131 (a 100%-owned subsidiary of Berkshire Hathaway Inc.); Blue Chip Stamps (a California corporation), 5901 South Eastern Avenue, Los Angeles, California 90040 (a 100%- owned subsidiary of Berkshire Hathaway Inc.); Wesco Financial Corporation (a Delaware corporation), 315 East Colorado Boulevard, Pasadena, California 91109 (an 80.1%-owned subsidiary of Blue Chip Stamps); Wesco Holdings Midwest, Inc. (a Nebraska corporation), 1440 Kiewit Plaza, Omaha, Nebraska 68131 (a 100%-owned subsidiary of Wesco Financial Corporation); Wesco-Financial Insurance Company (a Nebraska corporation), 3024 Harney Street, Omaha, Nebraska 68131 (a 100%-owned subsidiary of Wesco Holdings Midwest, Inc.); Nebraska Furniture Mart, Inc. (a Nebraska corporation), 700 South 72nd Street, Omaha, Nebraska 68114 (an 80%- owned subsidiary of Berkshire Hathaway Inc.); The Fechheimer Bros. Company (a Delaware corporation), 4545 Malsbary Road, Cincinnati, Ohio 45252 (an 85%-owned subsidiary of Berkshire Hathaway Inc.); and National Indemnity Company of Mid-America (a Minnesota corporation), 3024 Harney Street, Omaha, Nebraska 68131 (a 100%-owned subsidiary of National Indemnity Company). Oak River Insurance Company (successor to Kansas Fire & Casualty Company) (a Nebraska corporation), 9290 West Dodge Road, Omaha, Nebraska 68114 (a 100%-owned subsidiary of National Indemnity Company) The Executive Officers and Directors of Berkshire Hathaway Inc. are as follows: Executive Officers: Chairman of the Board and Chief Executive Officer Warren E. Buffett Vice Chairman of the Board Charles T. Munger Vice President, Treasurer and Chief Financial Officer Marc D. Hamburg Directors: Warren E. Buffett Susan T. Buffett Howard G. Buffett Malcolm G. Chace III Charles T. Munger Walter Scott, Jr. The Executive Officers and Directors of National Indemnity Company are as follows: Executive Officers: President Donald F. Wurster Executive Vice President Ajit Jain Treasurer Robert D. O'Connell Directors: Warren E. Buffett, Chairman Michael A. Goldberg, Vice Chairman Forrest N. Krutter Robert D. O'Connell Donald F. Wurster Mark D. Millard Philip M. Wolf The Executive Officers and Directors of National Fire and Marine Insurance Company are as follows: Executive Officers: President Donald F. Wurster Vice President & Treasurer Robert D. O'Connell Directors: Warren E. Buffett, Chairman Michael A. Goldberg, Vice Chairman Forrest N. Krutter Robert D. O'Connell Donald F. Wurster The Executive Officers and Directors of Redwood Fire and Casualty Insurance Company are as follows: Executive Officers: Chairman of the Board Michael A. Goldberg President Rodney D. Eldred Treasurer Julie L. Den Herder Directors: Michael A. Goldberg, Chairman Bradley D. Kinstler Rodney D. Eldred Forrest N. Krutter Julie L. Den Herder The Executive Officers and Directors of Cypress Insurance Company are as follows: Executive Officers: President Bradley D. Kinstler Treasurer Julie L. Den Herder Directors: Michael A. Goldberg Bradley D. Kinstler Rodney D. Eldred The Executive Officers and Directors of Columbia Insurance Company are as follows: Executive Officers: President Donald F. Wurster Treasurer Robert D. O'Connell Directors: Warren E. Buffett, Chairman Michael A. Goldberg, Vice Chairman Forrest N. Krutter Donald F. Wurster Robert D. O'Connell The Executive Officers and Directors of National Liability & Fire Insurance Company are as follows: Executive Officers: President Donald F. Wurster Treasurer Robert D. O'Connell Directors: Michael A. Goldberg, Chairman Warren E. Buffett Ajit Jain Robert D. O'Connell Forrest N. Krutter C. Barry Montgomery Barry L. Kroll Lloyd E. Williams, Jr. Donald F. Wurster The Executive Officers and Directors of Blue Chip Stamps are as follows: Executive Officers: Chairman of the Board Charles T. Munger President Robert H. Bird Chief Financial Officer Jeffrey L. Jacobson Directors: Robert H. Bird Jeffrey L. Jacobson Charles T. Munger The Executive Officers and Directors of Wesco Financial Corporation are as follows: Executive Officers: Chairman of the Board Charles T. Munger President Robert H. Bird Vice President and Chief Financial Officer Jeffrey L. Jacobson Directors: Charles T. Munger, Chairman Robert H. Bird William T. Caspers Carolyn H. Carlburg James N. Gamble Elizabeth Caspers Peters David K. Robinson The Executive Officers and Directors of Wesco Holdings Midwest, Inc. are as follows: Executive Officers: President Warren E. Buffett Vice President Michael A. Goldberg Secretary and Treasurer Marc D. Hamburg Directors: Warren E. Buffett, Chairman Michael A. Goldberg Marc D. Hamburg The Executive Officers and Directors of Wesco-Financial Insurance Company are as follows: Executive Officers: President Michael A. Goldberg Treasurer Dale D. Geistkemper Directors: Michael A. Goldberg, Chairman Warren E. Buffett Dale D. Geistkemper Robert D. O'Connell Forrest N. Krutter The Executive Officers and Directors of Nebraska Furniture Mart, Inc. are as follows: Executive Officers: Chairman of the Board, Irvin Blumkin Secretary and Treasurer President Ronald Blumkin Chairman, Emeritus Louie Blumkin Directors: Irvin Blumkin, Chairman Warren E. Buffett Ronald Blumkin Louie Blumkin The Executive Officers and Directors of The Fechheimer Bros. Company are as follows: Executive Officers: Chief Executive Officer Gary W. Heldman Vice President and Secretary Fred Heldman Vice President Roger A. Heldman Controller Linda L. Metze Directors: Warren E. Buffett Michael A. Goldberg Gary W. Heldman Charles T. Munger Edward Olesky The Executive Officers and Directors of National Indemnity Company of Mid America are as follows: Executive Officers: President Donald F. Wurster Treasurer Robert D. O'Connell Directors: Michael A. Goldberg, Chairman Warren E. Buffett Donald F. Wurster The Executive Officers and Directors of Oak River Insurance Company (successor to Kansas Fire & Casualty Company) are as follows: Executive Officers: President Rodney D. Eldred Treasurer Julie L. Den Herder Directors: Rodney D. Elddred Michael A. Goldberg Forrest N. Krutter Mark D. Millard Grant E. Lippincott Jeffrey L. Scanlan Julie L. Den Herder b. The business addresses of the executive officers and directors of Berkshire Hathaway Inc., National Indemnity Company, National Fire and Marine Insurance Company, Redwood Fire and Casualty Insurance Company, Cypress Insurance Company, Columbia Insurance Company, National Liability & Fire Insurance Company, Blue Chip Stamps, Wesco Financial Corporation, Wesco Holdings Midwest, Inc., Wesco-Financial Insurance Company, Nebraska Furniture Mart, Inc., The Fechheimer Bros. Company, National Indemnity Company of Mid America, and Oak River Insurance Company are as follows: Robert H. Bird, 5901 South Eastern Avenue, Los Angeles, CA 90022 Irvin Blumkin, 700 South 72nd Street, Omaha, Nebraska, 68114 Louie Blumkin, 700 South 72nd Street, Omaha, Nebraska, 68114 Ronald Blumkin, 700 South 72nd Street, Omaha, Nebraska, 68114 Howard G. Buffett, 4666 Faries Parkway, Decatur, IL 62526 Susan T. Buffett, 1440 Kiewit Plaza, Omaha, NE 68131 Warren E. Buffett, 1440 Kiewit Plaza, Omaha, NE 68131 Carolyn H. Carlburg, 315 E. Colorado Boulevard, Pasadena, CA 91109 William T. Caspers, 315 E. Colorado Boulevard, Pasadena, CA 91109 Malcolm G. Chace III, 731 Hospital Trust Bldg., Providence, RI, 02903 Julie L. Den Herder, 9290 West Dodge Road, Omaha, NE 68114 Rodney D. Eldred, 9290 West Dodge Road, Omaha, NE 68114 James N. Gamble, 315 E. Colorado Boulevard, Pasadena, CA 91109 Dale D. Geistkemper, 3024 Harney Street, Omaha, NE 68131 Michael A. Goldberg, 1440 Kiewit Plaza, Omaha, NE 68131 Marc D. Hamburg, 1440 Kiewit Plaza, Omaha, NE 68131 Fred Heldman, 4545 Malsbury Road, Cincinnati, OH 45252 Gary W. Heldman, 4545 Malsbury Road, Cincinnati, OH 45252 Roger A. Heldman, 4545 Malsbury Road, Cincinnati, OH 45252 Jeffrey L. Jacobson, 315 E. Colorado Boulevard, Pasadena, CA 91109 Ajit Jain, 100 First Stamford Place, Stamford, CT 06902 Bradley D. Kinstler, 1825 South Grant Street, #625, San Mateo, CA 94402 Barry L. Kroll, 20 North Wacker Drive, Chicago, IL 60606 Forrest N. Krutter, 3024 Harney Street, Omaha, NE 68131 Grant E. Lippincott, 9290 West Dodge Road, Omaha, NE 68114 Linda L. Metze, 4545 Malsbury Road, Cincinnati, OH 45252 Mark D. Millard, 1440 Kiewit Plaza, Omaha, NE 68131 C. Barry Montgomery, 20 North Wacker Drive, Chicago, IL 60606 Charles T. Munger, 355 South Grand Avenue, Los Angeles, CA 90071 Robert D. O'Connell, 3024 Harney Street, Omaha, NE 68131 Edward Olesky, 4545 Malsbury Road, Cincinnati, OH 45252 Elizabeth Caspers Peters, 3769 Jackson Street, San Francisco, CA 94116 David K. Robinson, 315 E. Colorado Boulevard, Pasadena, CA 91109 Jeffrey L. Scanlan, 9290 West Dodge Road, Omaha, NE 68114 Walter Scott, Jr., 1000 Kiewit Plaza, Omaha, NE 68131 Lloyd E. Williams, 20 North Wacker Drive, Chicago, IL 60606 Philip D. Wolf, 3024 Harney Street, Omaha, NE 68131 Donald F. Wurster, 3024 Harney Street, Omaha, NE 68131 c. Berkshire Hathaway is a holding company owning subsidiaries engaged in a number of diverse business activities, the most important of which is the property and casualty insurance and reinsurance business. Berkshire Hathaway also publishes a daily and Sunday newspaper in Buffalo, New York. Other activities conducted by Berkshire's subsidiaries include the publication and distribution of encyclopedias and related educational and instructional material, the manufacture and marketing of home cleaning systems and related accessories, the manufacture and sale of boxed chocolates and other confectionery products, the retailing of home furnishings and fine jewelry, the manufacture and distribution of uniforms, and the manufacture, import, and distribution of footwear. The principal occupation of Warren E. Buffett is Chairman of the Board of Directors of Berkshire Hathaway Inc. The principal business of National Indemnity Company is property/casualty insurance and reinsurance. The principal business of National Fire and Marine Insurance Company is property/casualty insurance and reinsurance. The principal business of Redwood Fire and Casualty Insurance Company is property/casualty insurance. The principal business of Cypress Insurance Company is worker's compensation insurance. The principal business of Columbia Insurance Company is property/casualty insurance and reinsurance. The principal business of National Liability & Fire Insurance Company is property/casualty insurance. The principal business of Blue Chip Stamps is the trading stamp and motivational program business, and, through its subsidiary, Wesco Financial Corporation, it engages in the businesses of Wesco Financial Corporation, described below. The principal business of Wesco Financial Corporation is engaging through subsidiaries in the steel warehouse business, the real property development business, and the property/casualty insurance business. The principal business of Wesco Holdings Midwest, Inc. is engaging through subsidiaries in the property/ casualty insurance and reinsurance and steel warehouse businesses. The principal business of Wesco-Financial Insurance Company is property/casualty insurance and reinsurance. The principal business of Nebraska Furniture Mart, Inc. is retailing home furnishings and carpets. The principal business of The Fechheimer Bros. Company is the manufacture and distribution of uniforms. The principal business of National Indemnity Company of Mid America is property/casualty insurance. The principal business of Oak River Insurance Company is property/casualty insurance. The present principal occupations of the executive officers and directors of Berkshire Hathaway Inc., National Indemnity Company, National Fire and Marine Insurance Company, Redwood Fire and Casualty Insurance Company, Cypress Insurance Company, Columbia Insurance Company, National Liability & Fire Insurance Company, Blue Chip Stamps, Wesco Financial Corporation, Wesco Holdings Midwest, Inc., Wesco-Financial Insurance Company, Nebraska Furniture Mart, Inc., The Fechheimer Bros. Company, National Indemnity Company of Mid America, and Oak River Insurance Company are as follows: Robert H. Bird, President of Blue Chip Stamps and President of Wesco Financial Corporation Irvin Blumkin, Chairman of the Board, Secretary and Treasurer of Nebraska Furniture Mart, Inc. Louie Blumkin, Chairman, Emeritus, of the Board of Directors of Nebraska Furniture Mart, Inc. Ronald Blumkin, President and Director of Nebraska Furniture Mart, Inc. Howard G. Buffett, Vice President, Assistant to the Chairman, and Director of Archer Daniels Midland Company Susan T. Buffett, private investor Warren E. Buffett, Chairman of the Board of Directors of Berkshire Hathaway Inc. Carolyn H. Carlburg, attorney William T. Caspers, private investor Malcolm G. Chace III, private investor Julie L. Den Herder, Treasurer of Redwood Fire and Casualty Insurance Company and Treasurer of Cypress Insurance Company Rodney D. Eldred, President of Redwood Fire and Casualty Insurance Company James N. Gamble, private investor and investment manager Dale D. Geistkemper, Treasurer of Wesco-Financial Insurance Company Michael A. Goldberg, President of Berkshire Hathaway Credit Corporation Marc D. Hamburg, Vice President, Treasurer and Chief Financial Officer of Berkshire Hathaway Inc. Fred Heldman, Vice President and Secretary of The Fechheimer Bros. Company Gary W. Heldman, Chief Executive Officer of The Fechheimer Bros. Company Roger A. Heldman, Vice President of the Fechheimer Bros. Company Jeffrey L. Jacobson, Chief Financial Officer of Blue Chip Stamps and Vice President of Wesco Financial Corporation Ajit Jain, Executive Vice President of National Indemnity Company Bradley D. Kinstler, President of Cypress Insurance Company Barry L. Kroll, attorney Forrest N. Krutter, Vice President of National Indemnity Company, Vice President of National Indemnity Company of the South, Vice President of National Fire and Marine Insurance Company, Vice President of Redwood Fire and Casualty Insurance Company, Vice President of Columbia Insurance Company, Vice President of National Liability & Fire Insurance Company and Vice President of Wesco-Financial Insurance Company Grant E. Lippincott, Vice President of Oak River Insurance Company Linda L. Metze, Controller of The Fechheimer Bros. Company Mark D. Millard, Director Financial Assets for Berkshire Hathaway Inc. C. Barry Montgomery, attorney Charles T. Munger, Vice Chairman of the Board of Berkshire Hathaway Inc., Chairman of the Board of Blue Chip Stamps and Chairman of the Board of Wesco Financial Corporation Robert D. O'Connell, Treasurer of National Indemnity Company, Treasurer of National Indemnity Company of the South, Vice President and Treasurer of National Fire and Marine Insurance Company, Treasurer of Columbia Insurance Company and Treasurer of National Liability & Fire Insurance Company Edward Olesky, manufacturing executive Elizabeth Caspers Peters, private investor David K. Robinson, attorney Jeffrey L. Scanlon, Business Manager of Oak River Insurance Company Walter Scott, Jr., Chief Executive Officer of Peter Kiewit Sons, Inc. Lloyd E. Williams, Jr., attorney Philip M. Wolf, Vice President of National Indemnity Company Donald F. Wurster, President of National Indemnity Company, President of National Indemnity Company of the South, President of National Fire and Marine Insurance Company, President of Columbia Insurance Company, and President of National Liability & Fire Insurance Company d. None of the persons on whose behalf this Schedule 13D is filed, nor, to the best knowledge of the persons filing this Schedule, any of the officers and directors of such persons set forth above, have been convicted, during the last five years, in a criminal proceeding (excluding traffic violations or similar misdemeanors). e. None of the persons on whose behalf this Schedule 13D is filed, nor, to the best knowledge of the persons filing this Schedule, any of the officers and directors of such persons set forth above, have, during the last five years, been party to a civil proceeding resulting in a judgment, decree or final order relating to securities laws. f. The natural person on whose behalf this Schedule 13D is filed, and, to the best knowledge of the persons filling this Schedule, each of the officers and directors of the corporations listed above, are citizens of the United States. Item 3. Source and Amount of Funds or Other Considerations. The aggregate amount of funds expended by all of the companies filing this Schedule 13D for shares of the Series A Cumulative Convertible Preferred Stock of USAir Group (the "Convertible Preferred Stock") was $358,000,000. Internally generated funds of each of the purchasing companies were used, except that Berkshire Hathaway borrowed $310,000,000 in short- term funds from the First National Bank of Boston at the time of the purchase in 1989 to help to fund the purchase. The borrowed funds were repaid during 1989. To the best knowledge of the persons filing this Schedule, except for the indirect beneficial ownership of Warren E. Buffett described herein, no officers or directors of the companies identified in Item 2 have expended funds to purchase USAir Group capital stock. Item 4. Purpose of Transaction. Warren E. Buffett, Chairman of the Board of Berkshire, and Charles T. Munger, Vice Chairman of the Board of Berkshire, have served as directors of USAir Group since January 27, 1993. In connection with USAir Group's solicitation of proxies related to its annual meeting of shareholders scheduled to be held on July 27, 1994, Mr. Buffett and Mr. Munger have advised USAir Group, and USAir Group's proxy statement related to such meeting states, that they support management's cost reduction program, which includes employee concessions as well as other initiatives to reduce USAir Group's costs of operation, and that their continued service as directors of USAir Group and its subsidiary USAir, Inc. will depend upon USAir Group's successfully reaching a timely agreement with its organized labor groups that, in the opinion of Messrs. Buffett and Munger, provides USAir Group with sufficient labor cost savings which, when combined with other costs reduction programs being implemented by USAir Group, would afford USAir Group a reasonable opportunity to achieve profitability in a low fare competitive environment. The purpose of the purchase of the Convertible Preferred Stock of USAir Group by Berkshire and the other persons filing this Schedule was to acquire shares for investment. Under the terms of the Certificate of Designation of the Convertible Preferred Stock, holders of shares of the Convertible Preferred Stock have the right to vote the shares of Convertible Preferred Stock along with the outstanding common shares as one class, with each share of Convertible Preferred Stock being entitled to 25.8099 votes, subject to certain antidilution adjustments. (The increase in such number of votes from that previously reported resulted solely from the antidilution provisions of the Convertible Preferred Stock, which were triggered by the issuance of other preferred stocks by USAir Group to British Air Plc. ("British Air")). Berkshire's purchase agreement with USAir Group dated August 7, 1989, provides that, for a period of ten years neither Berkshire nor its affiliates will purchase additional shares of USAir Group stock that would, combined with their present holdings, aggregate more than 14% of the outstanding voting shares of USAir Group without the approval of USAir Group's Board of Directors and that for a period of ten years Berkshire will not sell shares of stock owned by it without giving USAir Group a right of first refusal. Further, Berkshire has agreed, with specified exceptions, that it will not knowingly sell the shares to any person who would own 3% or more of the voting securities of USAir Group as a result of the purchase. Each share of the Convertible Preferred Stock purchased by Berkshire is convertible into 25.8099 shares of USAir Group Common Stock, subject to certain antidilution provisions. (The increase in such number of shares from that previously reported similarly resulted solely from the antidilution provisions of the Convertible Preferred Stock triggered by the issuances of other preferred stocks by USAir Group to British Air). The Certificate of Designation for the Convertible Preferred Stock also contains provisions requiring USAir Group to redeem any shares of the Convertible Preferred Stock then outstanding on August 7, 1999 at a price of $1,000 per share plus accrued dividends, and permitting USAir Group to redeem all (but not less than all) of the outstanding Convertible Preferred Stock at a price of $1,100 per share plus accrued dividends at any time on or after August 7, 1991. The Certificate of Designation also contains certain other provisions permitting redemption by USAir Group or the holders in certain defined circumstances, as well as provisions concerning such matters as situations in which a class vote is required, and provisions relating to antidilution adjustments for voting and for conversion. As stated above, Berkshire has agreed that neither it nor any of its subsidiaries will, for a period of ten years, purchase additional shares of USAir Group that would, combined with their present holdings, aggregate more than 14% of USAir Group voting power without the consent of the board of directors of USAir Group. The holdings of Berkshire and its affiliates amount to approximately 10.47% of USAir Group's voting power. While Berkshire or other companies in the Berkshire group, including the companies filing this Schedule, have no present plans to purchase additional shares of USAir Group common stock in the open market or otherwise, they could determine to do so depending upon price, market conditions, availability of funds, evaluation of alternative investments and other factors. While none of the persons filing this Schedule have any present plans to sell any of USAir Group shares held by them, they could determine, based upon the same set of factors listed above with respect to purchases, to sell some or all of USAir Group shares held by them. The purchase agreement between USAir Group and Berkshire requires USAir Group to register the common shares into which the Convertible Preferred Stock is convertible under certain circumstances, and, when a holder that is an insurance company is so directed by its insurance regulator, to register the Convertible Preferred Stock held by such holder. As stated above, the purchase agreement also requires that Berkshire give USAir Group a right of first refusal in the event of contemplated sales of shares. The provisions of the stock purchase agreement and the Certificate of Designation are set forth in full in those documents which have been filed as Exhibits A and B to this Schedule, and which are incorporated herein in their entirety by this reference in answer to this Item. The description of the terms and provisions of these documents is a summary only, and is qualified in its entirety by reference to such documents. Other than as discussed above, the persons filing this Schedule have no plans or proposals that relate to or would result in an extraordinary corporate transaction involving USAir Group or any of its subsidiaries; a sale or transfer of a material amount of assets of USAir Group or any of its subsidiaries; a change in the present Board of Directors or management of USAir Group; a material change in the present capitalization or dividend policy of USAir Group; any other material change in USAir Group's business or corporate structure, changes in USAir Group's charter or bylaws or other actions that might impede the acquisition of control of USAir Group by any other person; causing securities of USAir Group to be delisted from a national securities exchange or to cease to be authorized to be quoted in an interdealer quotation system of a registered national securities association; causing securities of USAir Group to be eligible for termination of registration pursuant to the Securities Exchange Act of 1934; or any other similar action. Item 5. Interest in Securities of the Issuer. a. The following table sets forth the aggregate number of shares of Convertible Preferred Stock, the number of shares of Common Stock that would be held upon conversion, and the percentage of Common Stock of USAir Group that would be held by the following companies filing this Schedule 13D, assuming that all shares of Convertible Preferred Stock were converted to Common Stock, but that no other shares of convertible securities (including the Series F, Series T-1 and Series T-2 Stock held by British Air) were so converted: Shares of Percentage Convertible Shares of of Common Name Preferred Stock Common Stock Stock National Indemnity Co. 250,000 6,452,475 9.36 Columbia Insurance Co. 73,000 1,884,123 2.73 Cypress Insurance Co. 2,000 51,620 .07 National Liability & Fire Insurance Co. 2,000 51,620 .07 Wesco-Financial Insurance Co. 12,000 309,719 .45 The Fechheimer Brothers Co. 5,000 129,050 .19 Redwood Fire & Casualty Insurance Co. 3,000 77,430 .11 Nebraska Furniture Mart, Inc. 5,000 129,050 .19 National Indemnity Company of Mid-America 3,000 77,430 .11 Oak River Insurance Co. 3,000 77,430 .11 358,000 9,239,944* 13.41*# * The numbers for the individual companies do not add to the total due to rounding in calculation. # The percentage of the class of Common Stock as shown in this table is not the same as the percentage of voting securities held as shown in the table in Item 5.b, due to the fact that the Series F, Series T- 1 and Series T-2 Stock held by British Air each has, subject to certain restrictions, the power to vote generally with the Common Stock and the Convertible Preferred Stock. See Item 5.b. Warren E. Buffett, Chairman of the Board of Berkshire, may be deemed to control Berkshire, which controls each of the companies directly owning the Convertible Preferred Stock identified in the above table. Both Mr. Buffett and Berkshire thus may be considered to have beneficial ownership of the entire 358,000 shares of Convertible Preferred Stock shown. Wesco-Financial Insurance Company, Oak River Insurance Company and Redwood Fire and Casualty Insurance Company, each of which is identified above, are indirect subsidiaries of Berkshire, which controls each of the intervening companies--Blue Chip Stamps, Wesco Financial Corporation and Wesco Holdings Midwest, Inc. (in the case of Wesco-Financial Insurance Company); National Indemnity Company (in the case of Oak River Insurance Company and National Indemnity Company of Mid-America); and National Fire and Marine Insurance Company (in the case of Redwood Fire and Casualty Insurance Company). Each of these intervening companies is identified in Item 2, whether or not it is a record holder of Convertible Preferred Stock. b. Each of the companies named in the table in Item 5.a. has both voting and investment power with respect to the shares indicated for each. Warren E. Buffett directs the investments and voting of each of the companies named. Thus, Mr. Buffett, Berkshire and the subsidiaries of Berkshire that directly or indirectly control the companies named in Item 5.a. share voting power and investment power with respect to the shares of USAir Group owned by each of the companies named in Item 5.a. Subject to the qualifications set forth below, the voting power of the persons filing this Schedule 13D, is as follows: Percentage of Name Votes Voting Stock National Indemnity Co. 6,452,475 7.31 Columbia Insurance Co. 1,884,123 2.14 Cypress Insurance Co. 51,620 .06 National Liability & Fire Insurance Co. 51,620 .06 Wesco-Financial Insurance Co. 309,719 .35 The Fechheimer Brothers Co. 129,050 .15 Redwood Fire & Casualty Insurance Co. 77,430 .09 Nebraska Furniture Mart, Inc. 129,050 .15 National Indemnity Company of Mid-America 77,430 .09 Oak River Insurance Co. 77,430 .09 9,239,944* 10.47* * The numbers for the individual companies do not add to the total due to rounding in calculation. The Series F, Series T-1 and Series T-2 Stock issued by USAir Group to British Air each has the power by its terms to vote on an "as converted" basis, as does the Convertible Preferred Stock. However, this right to vote may be restricted if its exercise would violate United States statutory or Department of Transportation rules on foreign ownership or control of USAir Group securities, as reasonably determined by USAir Group's Board of Directors, and British Air has agreed with USAir Group that it will not attempt to exercise such voting rights under such circumstances. This Schedule 13D does not attempt to reflect all of the various rights and restrictions that the Series F, Series T-1 and Series T-2 Stock issued to British Air may have. Rather, the above table reflects the voting power of the persons filing this Schedule 13D assuming that the voting rights of the Series F, Series T-1 and Series T-2 Stock are unrestricted. c. There has been no transaction in the shares of USAir Group by the persons filing this Schedule 13D during the past sixty days. d. Not applicable. e. Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. As described above in Item 4, Messrs. Buffett and Munger have advised USAir Group of their position with respect to its cost reduction program and their service as directors. As also described in Item 4, the stock purchase agreement between USAir Group and Berkshire provides for various rights and restrictions with respect to USAir Group's securities. Item 7. Material to be Filed as Exhibits. [Previously filed as paper exhibits] After reasonable inquiry and to the best knowledge and belief of each the undersigned hereby certify that the information set forth in this statement is true, complete and correct. Dated this 20th day of June, 1994. /s/ Warren E. Buffett Warren E. Buffett BERKSHIRE HATHAWAY INC. NATIONAL INDEMNITY COMPANY By /s/ Warren E. Buffett By /s/Warren E. Buffett Warren E. Buffett Warren E. Buffett Chairman of the Board Chairman of the Board NATIONAL FIRE AND MARINE COLUMBIA INSURANCE COMPANY INSURANCE COMPANY By /s/Warren E. Buffett By /s/Warren E. Buffett Warren E. Buffett Warren E. Buffett Chairman of the Board Chairman of the Board WESCO HOLDINGS MIDWEST THE FECHHEIMER BROTHERS COMPANY By /s/Warren E. Buffett By /s/Warren E. Buffett Warren E. Buffett Warren E. Buffett President Director NATIONAL LIABILITY & FIRE INSURANCE COMPANY, NEBRASKA FURNITURE MART, INC., REDWOOD FIRE AND CASUALTY INSURANCE COMPANY, NATIONAL INDEMNITY COMPANY OF MID-AMERICA, OAK RIVER INSURANCE COMPANY, CYPRESS INSURANCE COMPANY, WESCO FINANCIAL CORPORATION, BLUE CHIP STAMPS AND WESCO- FINANCIAL INSURANCE COMPANY By /s/Warren E. Buffett Warren E. Buffett Attorney-in-Fact -----END PRIVACY-ENHANCED MESSAGE-----