SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

KERR DEREK J

(Last)

(First)

(Middle)

111 WEST RIO SALADO PKY

(Street)

TEMPE

85281

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
US AIRWAYS GROUP INC [ LCC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive VP & CFO

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2013

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/09/2013		D		192,869	D	⁽¹⁾	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Appreciation Right	$7.62	12/09/2013		D			117,287	⁽²⁾	04/11/2019	Common Stock	117,287	⁽²⁾	0	D
Stock Appreciation Right	$8.14	12/09/2013		D			95,714	⁽²⁾	04/20/2018	Common Stock	95,714	⁽²⁾	0	D
Stock Appreciation Right	$7.42	12/09/2013		D			119,200	⁽²⁾	04/14/2017	Common Stock	119,200	⁽²⁾	0	D
Stock Appreciation Right	$3.1	12/09/2013		D			292,000	⁽²⁾	04/08/2016	Common Stock	292,000	⁽²⁾	0	D
Stock Appreciation Right	$7.65	12/09/2013		D			25,000	⁽²⁾	01/22/2016	Common Stock	25,000	⁽²⁾	0	D
Stock Appreciation Right	$6.7	12/09/2013		D			51,020	⁽²⁾	08/05/2015	Common Stock	51,020	⁽²⁾	0	D
Stock Appreciation Right	$8.84	12/09/2013		D			26,020	⁽²⁾	04/09/2018	Common Stock	26,020	⁽²⁾	0	D
Stock Appreciation Right	$45.01	12/09/2013		D			12,500	⁽²⁾	04/11/2017	Common Stock	12,500	⁽²⁾	0	D
Stock Appreciation Right	$38.44	12/09/2013		D			12,500	⁽²⁾	04/19/2016	Common Stock	12,500	⁽²⁾	0	D
Stock Appreciation Right	$19.3	12/09/2013		D			51,500	⁽²⁾	09/27/2015	Common Stock	51,500	⁽²⁾	0	D

Explanation of Responses:

1. The Common Stock of US Airways Group, Inc. ("US Airways") reported as disposed of herein was cancelled and converted into the right to receive shares of American Airlines Group Inc. ("AAG") on a one-for-one basis at the effective time of the merger pursuant to that certain Agreement and Plan of Merger, dated as of February 13, 2013 (as amended, the "Merger Agreement"), by and among AMR Corporation, AMR Merger Sub, Inc. and US Airways. No additional consideration was received in connection with the disposition of such shares.

2. The securities of US Airways reported as disposed of were converted into equivalent securities of AAG on a one-for-one basis pursuant to the Merger Agreement. Such AAG securities are subject to the same terms and conditions applicable to the US Airways securities immediately prior to the conversion, and in the case of stock options or stock-settled stock appreciation rights ("SARs"), have an exercise price per share of AAG common stock equal to the exercise price per share of the US Airways stock options or SARs. No additional consideration was received in connection with the disposition of such securities.

Remarks:

	/s/ Caroline B. Ray with Power of Attorney	12/09/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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