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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 earliest event
reported: November 19, 1998
AMERICAN AIRLINES, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-8400 75-1825172
(State of Incorporation) ( Commission File Number) (IRS Employer
Identification No.)
4333 Amon Carter Blvd. Fort Worth, Texas 76155
(Address of principal executive offices) (Zip Code)
(817) 963-1234
(Registrant's telephone number)
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Item 5. Other Events
American Airlines, Inc. ("American") is filing herewith a press
release issued today (November 19, 1998) as Exhibit 99.1 which is
included herein. This press release was issued to announce that
American, a wholly-owned subsidiary of AMR Corporation, has
signed a definitive merger agreement with Reno Air to acquire
Reno Air for a total cash consideration of $124 million.
.
Item 7. Financial Statements and Exhibits
The following exhibit is included herein:
99.1 Press Release
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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.
AMERICAN AIRLINES, INC.
/s/ Charles D. MarLett
Charles D. MarLett
Corporate Secretary
Dated: November 19, 1998
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EXHIBIT INDEX
Exhibit Description
99.1 Press Release
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Exhibit 99.1
Contact: Corporate Communications
Fort Worth, Texas
(CST)
817-967-1577
FOR RELEASE: Thursday, Nov. 19, 1998
AMERICAN AIRLINES TO STRENGTHEN ITS NETWORK
WITH ACQUISITION OF RENO AIR
FORT WORTH, Texas -- In order to enhance its overall
airline network and strengthen its presence in the Western United
States, American Airlines, a subsidiary of AMR Corporation, said
today it has signed a definitive merger agreement with Reno Air
to acquire Reno Air for a total cash consideration of $124
million.
The merger agreement provides for a cash tender offer which
would commence no later than Wednesday, Nov. 25, 1998 to acquire
all of the outstanding common shares of Reno Air at $7.75 per
share. In addition, American will also tender for any and all of
Reno's outstanding 9% Series A Cumulative Convertible
Exchangeable Preferred Stock at $27.50 per share.
The board of directors of Reno Air has recommended that
stockholders tender their shares pursuant to the offer.
The tender offer for Reno Air common shares shall be
conditional upon the valid tender of shares representing a
majority of the fully diluted voting power of Reno Air, the
expiration or termination of the waiting period under the Hart-
Scott-Rodino Act relating to such mergers, and other customary
conditions. The parties hope to close the transaction in the
first quarter of 1999. All common and preferred shares not
purchased will be converted into the right to receive equivalent
amounts in a second step merger following the tender offer,
except that if fewer than two-thirds of the preferred shares
support the merger, such shares shall remain outstanding as
identical preferred shares of the surviving corporation of the
merger.
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American Airlines To Acquire Reno Air
Nov. 19, 1998
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American, which has had a marketing partnership with Reno
Air since 1993, said there is virtually no overlap on the routes
served by the two carriers.
"Acquiring Reno will give our customers the benefits of a
more comprehensive travel network throughout the U.S. and around
the globe, " said Don Carty, chairman and CEO of AMR and American
Airlines. "Reno's West Coast route system will enhance both the
AA network and the networks of our oneworld partners."
Upon approval of the transaction, American will integrate
Reno Air into its operations after all the details of employee
and fleet integration are decided.
"Our customers have told us they want the AA brand more
accessible in the West, where we already have a strong east-west
presence. This acquisition will offer more service options for
our customers and those of our global airline partners, most
notably those connecting to and from Cathay Pacific, Qantas and
Canadian Airlines," said Carty.
"As importantly, this linkage will benefit the employees of
both carriers as AA grows stronger, creating more and better job
opportunities," he added.
Carty indicated that American was forced to withdraw from
the West Coast in the early 1990s, eventually closing its San
Jose, Calif., hub and entering into an AAdvantage frequent flyer
partnership with Reno Air to maintain a West Coast presence.
"Since then, we have vastly strengthened our overall domestic and
international route network and have entered into alliances with
a number of carriers, all of which will make us a much more
vigorous competitor in the west," Carty said.
The company said specific integration and operating plans
will not be discussed publicly pending regulatory approval.
