8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 5, 2010

US AIRWAYS GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-8444	54-1194634
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

111 West Rio Salado Parkway Tempe, Arizona	85281
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (480) 693-0800

N/A

(Former name or former address if changed since last report.)

US AIRWAYS, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-8442	53-0218143
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

111 West Rio Salado Parkway Tempe, Arizona	85281
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (480) 693-0800

N/A

(Former name or former address if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On April 5, 2010, US Airways Group, Inc. (the “Company”) provided an update for investors presenting information relating to its financial and operational outlook for 2010. This investor presentation is located on the Company’s website at www.usairways.com under “Investor Relations.” The update is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

Exhibit No.		Description
	99.1	Investor Update

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, US Airways Group, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	US Airways Group, Inc.
Date: April 5, 2010	By:	/s/ Derek J. Kerr
		Derek J. Kerr
		Executive Vice President and Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, US Airways, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	US Airways, Inc.
Date: April 5, 2010	By:	/s/ Derek J. Kerr
		Derek J. Kerr
		Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.		Description
	99.1	Investor Update

EX-99.1

Exhibit 99.1

INVESTOR RELATIONS UPDATE
April 5, 2010

General Comments

• 2010 Capacity Guidance — For 2010, total system capacity is expected to be up slightly. Mainline is forecast to be up approximately one percent, with domestic down approximately two percent and international up approximately nine percent. Express is expected to be down approximately two to three percent.

•

Cash — As of December 31, 2009, the Company had approximately $2.0 billion in total cash and investments, of which $0.5 billion was restricted. In addition, as of December 31, 2009, the Company’s Auction Rate Securities had a book value of $203 million ($347 million par value).

During the first quarter, the Company monetized approximately $131 million (book value) of its auction rate securities. The Company continues to look at other opportunities to reduce its auction rate security exposure. While these securities are held as investments in non-current marketable securities on our balance sheet, they are included in our unrestricted cash calculation. The Company expects to end the first quarter with approximately $2.0 billion in total cash and investments of which $0.45 billion is restricted.

• Fuel — For the first quarter 2010, the Company anticipates paying between $2.15 and $2.20 per gallon of mainline jet fuel (including taxes). Forecasted volume and fuel prices are provided in the table below.

•

Profit Sharing / CASM — Profit sharing equals 10% of pre-tax earnings excluding special items up to a 10% pre-tax margin and 15% above the 10% margin. Profit sharing is excluded in the CASM guidance given below.

First quarter mainline and Express CASM guidance (excluding fuel, special items & profit sharing) increased by approximately one percentage point primarily due to the winter storm related flight cancellations that occurred throughout the month of February. During that month, the Company cancelled approximately 7.1 percent of its flights, which was the highest cancellation rate since the merger of US Airways and America West in 2005.

• Cargo / Other Revenue — cargo revenue, ticket change fees, excess / overweight baggage fees, first and second bag fees, contract services, simulator rental, airport clubs, Materials Services Company (MSC), and inflight service revenues. The Company’s a la carte revenue initiatives are expected to generate in excess of $500 million in revenue in 2010.

•

Taxes / NOL — As of December 31, 2009, net operating losses (NOL) available for use by the Company is approximately $2.1 billion, all of which is expected to be available for use in 2010. The Company’s net deferred tax asset, which includes the NOL, is subject to a full valuation allowance. As of December 31, 2009, the valuation allowances associated with Federal and state NOL are $546 million and $77 million, respectively. In accordance with generally accepted accounting principles, future utilization of the NOL will result in a corresponding decrease in the valuation allowance and offset the Company’s tax provision dollar for dollar. As a result, income tax benefits are not recognized in the Company’s statement of operations.

To the extent profitable, in 2010, the Company will use NOL to reduce Federal and state taxable income. The Company also may be subject to AMT liability and obligated to record and pay state income tax related to certain states where NOL may be limited or not available to be used.

Please refer to the footnotes and the forward looking statements page of this document for additional information

MAINLINE UPDATE
April 5, 2010

Mainline Comments

• Mainline data includes US Airways operated flights and all operating expenses are for mainline operated flights only. Please refer to the following page for information pertaining to Express.

• First quarter mainline CASM guidance (excluding fuel, special items & profit sharing) increased by approximately one percentage point primarily due to the winter storm related flight cancellations that occurred throughout the month of February.

Mainline Guidance	1Q10E	2Q10E	3Q10E	4Q10E	FY10E
Available Seat Miles (ASMs) (bil)	~16.5	~18.5	~18.9	~17.3	71.2
CASM ex fuel, special items & profit sharing (YOY % change)1	+2% to +4%	-1% to +1%	-1% to +1%	-3% to -1%	-1% to +1%
Cargo Revenues ($ mil)	~30	~35	~35	~30	~130
Other Revenues	~310	~330	~330	~320	~1,290
Fuel Price (incl hedges and taxes) ($/gal) (as of 03/30/10)	2.15 - 2.20	2.25 - 2.30	2.33 - 2.38	2.37 - 2.42	2.28 - 2.33
Fuel Gallons Consumed (mil)	~250	~285	~290	~265	~1,090
Percent Hedged	—	—	—	—	—
Weighted Avg. Heating Oil Collar Range ($/gal)	—	—	—	—	—
Weighted Avg. Jet Fuel Equivalent (incl, transport, and refining margin) ($/gal)	—	—	—	—	—
Weighted Avg. Estimated Crude Oil Equivalent ($/bbl)	—	—	—	—	—
Estimated Jet Fuel Price Assumption (unhedged, incl transport) (($/gal)	~2.08	~2.20	~2.27	~2.31	~2.21
Impact of Fuel Hedges (Gains)/Losses ($/gal)	—	—	—	—	—
Interest Expense ($ mil)	~81	~85	~85	~85	~340
Interest Income ($ mil)	~(7)	~(5)	~(6)	~(7)	~(25)
Other Non-Operating (Income) / Expense ex special items ($ mil)2	~5	~1	~1	~1	~8
Cash Flow / Capital Update ($ mil) Inflow/(Outflow)	1Q10E	2Q10E	3Q10E	4Q10E	FY10E
Cash Capex (non-aircraft)	~(20)	~(43)	~(43)	~(43)	~(150)
Net aircraft Capex (A320/A330 Acquisition)	~(40)	—	—	—	~(40)
Net Other Cash Flow Adjustments3	~(94)	~(13)	~(28)	~(55)	~(190)

Notes:

1.	CASM ex fuel, special items & profit sharing is a non-GAAP financial measure. Please see the GAAP to non-GAAP reconciliation at the end of this document.
2.	Other Non-Operating (Income) / Expense ex special items include primarily gains and losses from foreign currency and the disposition of assets.
3.	Includes equity issuance, debt issuance, debt principal repayment, and non-cash bond discount amortization / interest deferrals (included in interest expense).

Please refer to the footnotes and the forward looking statements page of this document for additional information

EXPRESS UPDATE
April 5, 2010

Express Comments

• US Airways Express is a network of eight regional airlines (2 wholly owned) operating under code share and service agreements with US Airways. All operating expenses (including purchase agreements) associated with US Airways Express are included within the Express Non-Fuel Operating Expense line item on our income statement.

• First quarter Express CASM guidance (excluding fuel) increased by approximately one percentage point primarily due to the winter storm related flight cancellations that occurred throughout the month of February.

Express Guidance

	1Q10E	2Q10E	3Q10E	4Q10E	FY10E
Available Seat Miles (ASMs) (bil)	~3.3	~3.6	~3.7	~3.5	~14.0
CASM ex fuel (YOY % change) 1	+4% to +6%	+4% to +6%	+1% to +3%	-3% to -1%	+1% to +3%
Fuel Price (incl taxes) ($/gal)	2.22 - 2.27	2.35 - 2.40	2.41 - 2.48	2.45 to 2.50	2.36 to 2.41
Fuel Gallons Consumed (mil)	~80	~85	~85	~80	~330

Express Carriers

Air Wisconsin Airlines Corporation	Piedmont Airlines, Inc. 2
Chautauqua Airlines, Inc.	PSA Airlines, Inc 2
Colgan Air, Inc. 4	Republic Airways
Mesa Airlines 3	Trans States Airlines, Inc. 4

Notes:

1.	CASM ex fuel expense is a non-GAAP financial measure. Please see the GAAP to non-GAAP reconciliation at the end of this document.
2.	Wholly owned subsidiary of US Airways Group, Inc.
3.	Subsidiary of Mesa Air Group, Inc.
4.	Pro-rate agreement.

Please refer to the footnotes and the forward looking statements page of this document for additional information

FLEET UPDATE
April 5, 2010

Fleet Comments

• During the first quarter, the Company took delivery of two A320 and two A330 aircraft. The Company expects to take delivery of an additional 24 A320 family aircraft in 2011 and 2012 (12 in the second half of 2011 and 12 in the second half of 2012). The Company has financing commitments in place for these aircraft.

Mainline Fleet Update (End of Period)

	YE09A		1Q10A		2Q10E		3Q10E		4Q10E
Mainline
EMB-190		19		17		15		15		15
737-300		24		24		24		19		19
737-400		40		40		40		40		40
A319		93		93		93		93		93
A320		70		72		72		72		72
A321		51		51		51		51		51
A330		14		16		16		16		16
B757		28		24		24		23		23
B767		10		10		10		10		10
Total		349		347		345		339		339

Express Fleet Update (End of Period)

	YE09A		1Q10A		2Q10E		3Q10E		4Q10E
Express
DH8		50		50		50		50		50
CRJ-200		114		113		113		112		112
CRJ-700		14		14		14		14		14
CRJ-900		38		38		38		38		38
EMB-170		20		20		20		20		20
ERJ-145		9		9		9		9		9
EMB-175		38		38		38		38		38
Total		283		282		282		281		281

Please refer to the footnotes and the forward looking statements page of this document for additional information

SHARES OUTSTANDING
April 5, 2010

• The estimated weighted average shares outstanding for the full year 2010 are listed in the table below.

Shares Outstanding ($ and shares mil) 1	Basic		Diluted		Interest Addback
For Q1 — Q4
Earnings above $160 million		161.4		203.2	$	8.8
Earnings between $27 million and $160 million		161.4		200.2	$	6.2
Earnings up to $27 million		161.4		162.4		—
Net Loss		161.4		161.4		—
For FY 2010
Earnings above $638 million		161.4		203.2	$	35.0
Earnings between $107 million and $638 million		161.4		200.2	$	24.9
Earnings up to $107 million		161.4		162.4		—
Net Loss		161.4		161.4		—

Notes:

1. Shares outstanding are based upon several estimates and assumptions, including average per share stock price, stock options, stock appreciation rights, restricted stock unit award activity, and conversion of outstanding senior convertible notes. The number of shares in the actual calculation of earnings per share will likely be different from those set forth above.

Please refer to the footnotes and the forward looking statements page of this document for additional information

GAAP to Non-GAAP RECONCILIATION
April 5, 2010

Reconciliation of GAAP to Non-GAAP Financial Information

US Airways Group, Inc. (the “Company”) is providing disclosure of the reconciliation of reported non-GAAP financial measures to their comparable financial measures on a GAAP basis. The Company believes that the non-GAAP financial measures provide investors the ability to measure financial performance excluding special items, which is more indicative of the Company’s ongoing performance and is more comparable to measures reported by other major airlines. The Company believes that the presentation of mainline CASM excluding fuel, special items & profit sharing and Express CASM excluding fuel is useful to investors as both the cost and availability of fuel are subject to many economic and political factors beyond the Company’s control.

This update contains forward-looking statements that are not limited to historical facts, but reflect the Company’s current beliefs, expectations or intentions regarding future events. All forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. For examples of such risks and uncertainties, please see the risk factors set forth in the Company’s Form 10-K for the year ended December 31, 2009, and its other securities filings, including any amendments thereto, which identify important matters such as the consequences of fuel costs, labor costs, competition, and industry conditions, including the demand for air travel, the airline pricing environment and industry capacity decisions, regulatory matters and the seasonal nature of the airline business. The Company undertakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that may arise after the date of this update.

	GAAP to Non-GAAP Reconciliation ($mil except ASM and CASM data)
	1Q10 Range				2Q10 Range				3Q10 Range				4Q10 Range				FY10 Range
	Low		High		Low		High		Low		High		Low		High		Low		High
Mainline
Mainline Operating Expenses	$	1,990	$	2,031	$	2,132	$	2,176	$	2,184	$	2,229	$	2,065	$	2,107	$	8,361	$	8,534
Less Mainline Fuel (net of (gains)/losses from fuel hedges)		538		550		641		656		676		690		628		641		2,483		2,537
Less Special Charges		—		—		—		—		—		—		—		—		—		—
Mainline Operating Expense excluding fuel, special items, and profit sharing		1,452		1,481		1,491		1,521		1,508		1,539		1,436		1,466		5,879		5,997
Mainline CASM (GAAP) (cts)		12.06		12.31		11.52		11.76		11.55		11.79		11.93		12.18		11.74		11.99
Mainline CASM excluding fuel, special items, and profit sharing (Non-GAAP) (cts)		8.80		8.98		8.06		8.22		7.98		8.14		8.30		8.47		8.26		8.42
Mainline ASMs (bil)		16.5		16.5		18.5		18.5		18.9		18.9		17.3		17.3		71.2		71.2
Express
Express Operating Expenses	$	656	$	669	$	688	$	702	$	682	$	695	$	651	$	664	$	2,655	$	2,704
Less Express Fuel Expense		178		182		200		204		205		209		196		200		778		791
Express Operating Expenses excluding Fuel		478		487		489		498		477		486		455		464		1,876		1,914
Express CASM (GAAP) (cts)		19.87		20.27		19.12		19.50		18.42		18.79		18.60		18.98		18.96		19.32
Express CASM Excluding Fuel (Non-GAAP) (cts)		14.49		14.77		13.57		13.83		12.89		13.14		13.00		13.27		13.40		13.67
Express ASMs (bil)		3.3		3.3		3.6		3.6		3.7		3.7		3.5		3.5		14.0		14.0

Note: Amounts may not recalculate due to rounding.

Please refer to the footnotes and the forward looking statements page of this document for additional information

FORWARD LOOKING STATEMENTS
April 5, 2010

FORWARD-LOOKING STATEMENTS

Certain of the statements contained or referred to herein should be considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by words such as “may,” “will,” “expect,” “intend,” “anticipate,” “believe,” “estimate,” “plan,” “could,” “should,” and “continue” and similar terms used in connection with statements regarding the outlook, expected fuel costs, revenue and pricing environment, and expected financial performance and liquidity position of US Airways Group (the “Company”). Such statements include, but are not limited to, statements about future financial and operating results, the Company’s plans, objectives, expectations and intentions, and other statements that are not historical facts. These statements are based upon the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties that could cause the Company’s actual results and financial position to differ materially from these statements. Such risks and uncertainties include, but are not limited to, the following: the impact of significant operating losses in the future; downturns in economic conditions and their impact on passenger demand and related revenues; increased costs of financing, a reduction in the availability of financing and fluctuations in interest rates; the Company’s high level of fixed obligations and its ability to fund general corporate requirements, obtain additional financing and respond to competitive developments; any failure to comply with the liquidity covenants contained in the Company’s financing arrangements; the impact of the price and availability of fuel and significant disruptions in the supply of aircraft fuel; provisions in the Company’s credit card processing and other commercial agreements that may affect its liquidity; the impact of union disputes, employee strikes and other labor-related disruptions; the Company’s inability to maintain labor costs at competitive levels; the Company’s reliance on third party regional operators or third party service providers; the Company’s reliance on automated systems and the impact of any failure or disruption of these systems; the impact of changes to the Company’s business model; competitive practices in the industry, including the impact of industry consolidation; the loss of key personnel or the Company’s ability to attract and retain qualified personnel; the impact of conflicts overseas or terrorist attacks, and the impact of ongoing security concerns; changes in government legislation and regulation; the Company’s ability to operate and grow its route network; the impact of environmental laws and regulations; costs of ongoing data security compliance requirements and the impact of any data security breach; interruptions or disruptions in service at one or more of the Company’s hub airports; the impact of any accident involving the Company’s aircraft or the aircraft of its regional operators; delays in scheduled aircraft deliveries or other loss of anticipated fleet capacity; the impact of weather conditions and seasonality of airline travel; the cyclical nature of the airline industry; the impact of possible future increases in insurance costs and disruptions to insurance markets; the impact of global events that affect travel behavior, such as an outbreak of a contagious disease; the impact of foreign currency exchange rate fluctuations; the Company’s ability to use NOLs and certain other tax attributes; and other risks and uncertainties listed from time to time in the Company’s reports to and filings with the SEC. There may be other factors not identified above of which the Company is not currently aware that may affect matters discussed in the forward-looking statements, and may also cause actual results to differ materially from those discussed. The Company assumes no obligation to publicly update any forward-looking statement to reflect actual results, changes in assumptions or changes in other factors affecting such estimates other than as required by law. Additional factors that may affect the future results of the Company are set forth in the section entitled “Risk Factors” in the Company’s Report on Form 10-K for the year ended December 31, 2009 and in the Company’s other filings with the SEC, which are available at www.usairways.com.

Please refer to the footnotes and the forward looking statements page of this document for additional information