Form 4

Statement of Changes in Beneficial Ownership
  1. Name and Address of Reporting Person

    2. William F. Compton

     

  2. Issuer Name and Ticker or Trading Symbol

    3. Trans World Airlines, Inc. ("TWA")

     

  3. IRS or Social Security Number or Reporting Person (Voluntary)

    4.  

     

  4. Statement for Month/Year

    5. February 2000

     

  5. If Amendment, Date of Original (Month/Year)

    6.  

     

  6. Relationship of Reporting Person to Issuer

    7. Director & Officer (President & Chief Executive Officer)

     

  7. Individual or Joint/Group Filing

Form filed by One Reporting Person

 

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
  1. Title of Security

    2. Common Stock

     

  2. Transaction Date (Month/Day/Year)

    3. 2/15/00

     

  3. Transaction Code

    4. Code = L (Securities distributed to certain employees pursuant to the collective bargaining agreement between the Issuer and the Air Line Pilots Association, International

    V = V

     

  4. Securities Acquired (A) or Disposed of (D)

Amount = 285

(A) or (D) = A

Price = $2.72

 
  1. Amount of Securities Beneficially Owned at End of Month

    2. 2,211

     

  2. Ownership Form: Direct (D) or Indirect (I)

    3. D

     

  3. Nature of Indirect Beneficial Ownership



Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
  1. Title of Derivative Security

    2. Stock Options (Options granted under the Company's 1994 Key Employee Stock Incentive Plan ("KESIP")

     

  2. Conversion or Exercise Price of Derivative Security

    3. $2.75

     

  3. Transaction Date (Month/Day/Year)

    4. 2/1/00

     

  4. Transaction Code

    5. Code = A

    V = V

     

  5. Number of Derivative Securities Acquired (A) or Disposed of (D)

    6. 166,667 (A)

     

  6. Date Exercisable and Expiration Date (Month/Day/Year)

    7. Date Exercisable = Options vest at a rate of 34%, 33% and 33%, respectively, upon the first, second and third anniversaries of the 2/1/00 award date under the KESIP

    Expiration Date = Options expire on the fifth anniversary following their vesting

     

  7. Title and Amount of Underlying Securities

    8. Title = Common Stock

    Amount or Number of Shares = 166,667

     

  8. Price of Derivative Security

    9.  

     

  9. Number of Derivative Securities Beneficially Owned at End of Month

    10. 626,667

     

  10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)

    11. D

     

  11. Nature of Indirect Beneficial Ownership

 

Date: March 9, 2000

 

/s/ William F. Compton
Signature of Reporting Person