UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
[ ] Check this box if no longer subject to Section 16.
Form 4 or Form 5 obligations may continue.
1. Name and Address of Reporting Person(s)
Spane, Robert J.
533 Mexico City Avenue
Kansas City, MO 64153
2. Issuer Name and Ticker or Trading Symbol
Vanguard Airlines, Inc. (VNGD)
3. I.R.S. Identification Number of Reporting Person, if an entity (Voluntary)
4. Statement for Month/Year
07/99
5. If Amendment, Date of Original (Month/Year)
6. Relationship of Reporting Person(s) to Issuer (Check all applicable)
[X] Director [ ] 10% Owner
[X] Officer (give title below) [ ] Other (specify below)
Chief Executive Officer
7. Individual or Joint/Group Filing (Check Applicable Line)
[X] Form filed by One Reporting Person
[ ] Form filed by More than One Reporting Person
<TABLE>
<CAPTION>
Table I Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1)Title of Security 2)Trans- 3.Trans- 4.Securities Acquired(A) 5)Amount of 6) 7)Nature of
action action or Disposed of (D) Securities Indirect
Date Code A Beneficially D Beneficial
(Month/ or Owned at or Ownership
Day/Year) Code V Amount D Price End of Month I
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<S> <C> <C> <C> <C><C> <C> <C><C>
Common Stock (1) 120 D Direct
<CAPTION>
Table II (PART 1) Derivative Securities Acquired, Disposed of, or Beneficially Owned (Columns 1 through 6)
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1)Title of Derivative 2)Conversion 3)Trans- 4)Trans- 5)Number of Derivative 6)Date Exercisable and
Security or Exercise action action Securities Acquired (A) Expiration Date
Price of Date Code or Disposed of (D)
Derivative
Security Code V A D Exercisable Expiration
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<S> <C> <C> <C> <C> <C> <C> <C>
Incentive Stock Option (right $2.81250 05/15/98 02/27/08
to buy) (2)
Non-Qualified Stock Option $2.50000 (4) 11/03/07
(right to buy) (3)
Non-Qualified Stock Option $4.81250 06/15/99 A 440,557 (5) 06/15/09
(right to buy)
Non-Qualified Stock Option $46.25000 05/30/96 05/30/06
(right to buy) (6)
<CAPTION>
Table II (PART 2) Derivative Securities Acquired, Disposed of, or Beneficially Owned (Columns 1,3 and 7 through 11)
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1)Title of Derivative 3)Trans- 7)Title and Amount 8)Price 9)Number of 10) 11)Nature of
Security action of Underlying of Deri- Derivative Indirect
Date Securities vative Securities D Beneficial
Amount or Security Beneficially or Ownership
Number of Owned at I
- Title Shares End of Month
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<S> <C> <C> <C> <C> <C> <C> <C>
Incentive Stock Option (right Common Stock 2,708 2,708 D Direct
to buy) (2)
Non-Qualified Stock Option Common Stock 677,396 677,396 D Direct
(right to buy) (3)
Non-Qualified Stock Option 06/15/99 Common Stock 440,557 440,557 D Direct
(right to buy)
Non-Qualified Stock Option Common Stock 5,000 5,000 D Direct
(right to buy) (6)
<FN>
Explanation of Responses:
(1)
On May 20, 1999, Vanguard Airlines, Inc. completed a one-for-five reverse stock split. This stock was previously reported as 600
shares of common stock, but was adjusted to reflect a reverse stock split on May 20, 1999.
(2)
On May 20, 1999, Vanguard Airlines, Inc. completed a one-for-five reverse stock split. This option was previously reported as
covering 13,538 options at an exercise price of $0.5625, but was adjusted to reflect a reverse stock split on May 20, 1999.
(3)
On May 20, 1999, Vanguard Airlines, Inc. completed a one-for-five reverse stock split. This option shares was previously reported
as covering 3,386,980 options at an exercise price of $0.50, but was adjusted to reflect a reverse stock split on May 20, 1999.
(4)
This option vests at the rate of 1/8 of the shares subject to the option commencing on June 15, 1997 and thereafter at the end of
each three-month period. The option is fully vested and is exercisable within 60 days after the date hereof into 677,396 shares of
Common Stock. In addition, the Board of Directors approved an amendment to Mr. Spane's previous option grant extending the term of
the option from five years to ten years.
(5)
This option vests at the rate of 1/8 of the shares subject to the option on June 15, 1999 and thereafter at the end of each
three-month period. Only the vested portion is currently exercisable. This option was exercisable within 60 days after the date
hereof into 55,070 shares of Common Stock.
(6)
On May 20, 1999, Vanguard Airlines, Inc. completed a one-for-five reverse stock split. This option was previously reported as
covering 25,000 options at an exercise price of $9.25, but was adjusted to reflect a reverse stock split on May 20, 1999.
</FN>
</TABLE>
SIGNATURE OF REPORTING PERSON
/S/ Spane, Robert J.
DATE
