<PAGE>
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) August 5, 1996
Vanguard Airlines, Inc.
------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-27034 48-1149290
- --------------- --------- ----------------
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
30 N.W. Rome Circle, Mezzanine Level, Kansas City International Airport,
Kansas City, Missouri 64153
- --------------------------------------------------------------------------------
(Address of principal executive offices including zip code)
Registrant's telephone number, including area code (816) 243-2100
Page 1 of 4
Exhibit at Page 4
<PAGE>
ITEM 5. OTHER EVENTS.
On August 5, 1996, the Company issued a press release announcing its
intention to make a public offering of convertible preferred stock, a copy of
which is attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS.
99.1 Press release dated August 5, 1996.
2.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized, in the City of Kansas City, State of
Missouri, on August 5, 1996.
VANGUARD AIRLINES, INC.
By /s/ Robert J. McAdoo
-----------------------------------------
Robert J. McAdoo
Chairman of the Board, President and
Chief Executive Officer
3.
<PAGE>
INDEX TO FINANCIAL STATEMENTS AND EXHIBITS
Exhibit Sequential
Numbers Description Page Number
- ------- ----------- -----------
99.1 Press release dated
August 5, 1996
<PAGE>
EXHIBIT 99.1
PRESS RELEASE
CONTACT: Randy Smith (816) 243-2113
FOR IMMEDIATE RELEASE
VANGUARD AIRLINES ANNOUNCES
INTENTION TO OFFER CONVERTIBLE PREFERRED STOCK
KANSAS CITY, MO---August 5, 1996---Vanguard Airlines, Inc. (the "Company")
(NASDAQ: VNGD) announced today that it intends to make an underwritten public
offering of convertible preferred stock in the amount of $7.0 million.
In the near future, Vanguard expects to file a registration statement with the
Securities and Exchange Commission relating to the preferred stock.
Vanguard currently anticipates that the offering will be made in September,
1996.
The offering will be made only by means of a prospectus.