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^*

ADDISON CHARLES H J

(Last)

(First)

(Middle)

HLH BUILDING

101 WORLD DRIVE

(Street)

PEACHTREE CITY

30269

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
WORLD AIRWAYS INC /DE/ [ WLDA ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Exec.V.P. Operations

3. Date of Earliest Transaction (Month/Day/Year)
08/19/2003

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	08/19/2003		M		2,000	D	$3.41	0	D
Common Stock	08/19/2003		M		3,000	D	$3.4	0	D
Commoon Stock	08/19/2003		M		10,500	D	$3.4	0	D
Common Stock	08/19/2003		M		3,900	D	$3.4	0	D
Common Stock	08/19/2003		M		20,000	D	$3.4	0	D
Common Stock								211.609	I	World Airways 401(k)

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 Option (right to buy)	$0.84	08/19/2003		M			5,000	⁽¹⁾	02/12/2001	Common Stock	5,000	$0.84	45,000	D
Stock Option (right to buy)	$0.69	08/19/2003		M			10,500	⁽²⁾	10/29/2008	Common Stock	10,500	$0.69	4,500	D
Stock Option (right to buy)	$1.25	08/19/2003		M			3,900	⁽³⁾	05/31/2010	Common Stock	3,900	$1.25	96,100	D
Stock Option (right to buy)	$0.9688	08/19/2003		M			20,000	⁽⁴⁾	03/28/2008	Common Stock	200,000	$9,688	0	D
Stock Option (right to buy	$6.75							⁽⁵⁾	12/22/2005	Common Stock	12,000		12,000	D

Explanation of Responses:

1. 50,000 Options were granted on February 13, 2003 and became exercisable as follows: 5,000 on February 13, 2003, 15,000 on February 13, 2004, 15,000 on February 13, 2005, and 15,000 on February 13, 2006.

2. 15,000 Options were granted on October 30, 2000 and became exercisable as follows: 1,500 on June 1, 2001, 4,500 on October 29, 2001, 4,500 on October 29, 2002, and 4,500 on October 29, 2003.

3. 100,000 options were granted on June 1, 2002 and became exerciseable as follows: 10,000 on June 1, 2002, 30,000 on May 31, 2003, 30,000 on May 31, 2004, and 30,000 on May 31, 2005.

4. 20,000 options were granted on March 29, 2000 and became exercisable as follows: 2,000 on March 29, 2000, 6,000 on March 28, 2001, 6,000 on March 28, 2002, and 6,000 on March 28, 2003.

5. 12,000 options were granted on December 23, 1997 and are all exercisable.

Remarks:

	Charles H. J. Addison By: /s/ Cindy M. Swinson, Attorney-in-Fact	08/20/2003
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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