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OMB APPROVAL
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OMB No.: 3235-0058
Expires: May 31, 1997
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
USAir Group, Inc. Commission File Number 1-8444
USAir, Inc. Commission File Number 1-8442
NOTIFICATION OF LATE FILING
(Check One): [x] Form 10-K [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q [ ] Form N-SAR
For Period Ended: December 31, 1994
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: ___________________
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Read Instruction (on back page) Before Preparing Form. Please
Print or Type.
Nothing in this form shall be construed to imply that the
Commission has verified any information contained herein.
If the notification relates to a portion of the filing checked
above, identify the Item(s) to which notification relates:
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PART I. REGISTRANT INFORMATION
Full Names of Registrants USAir Group, Inc.
USAir, Inc.
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Former Names if Applicable The former name of USAir Group, Inc.
was U S Air Group, Inc. The former
name of USAir, Inc. was Facilitation
Corp.
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Address of Principal Executive Office (of both registrants) (Street
and Number)
2345 Crystal Drive
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City, State and Zip Code
Arlington, VA 22227
PART II. RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable
effort or expense and the registrants seek relief pursuant to Rule
12b-25(b), the following should be completed. (Check appropriate
box.)
[x] (a) The reasons described in reasonable detail in Part III of
this form could not be eliminated without unreasonable
effort or expense;
[x] (b) The subject annual report, semi-annual report, transition
report on Form 10-K, 20-F, 11-K, Form N-SAR, or portion
thereof, will be filed on or before the 15th calendar day
following the prescribed due date; or the subject
quarterly report or transition report on Form 10-Q, or
portion thereof will be filed on or before the fifth
calendar day following the prescribed due date; and
[ ] (c) The accountant's statement or other exhibit required by
Rule 12b-25(c) has been attached if applicable.
PART III. NARRATIVE
State below in reasonable detail the reasons why the Form 10-
K, 11-K, 20-F, 10-Q or N-SAR or the transition report portion
thereof could not be filed within the prescribed time period.
(Attach extra sheets if needed.)
As previously reported, USAir Group, Inc. (the "Company") and
USAir, Inc. ("USAir") are seeking concessions from USAir's
employees. The Company reached a tentative agreement with the
union which represents USAir's pilot employees on March 25, 1995
and remains in intense negotiations with the unions which represent
certain other employees. This tentative agreement and the outcome
of these negotiations are expected to affect materially the
disclosure required in the Company's and USAir's 10-K. In
addition, the Company's and USAir's legal and accounting staffs
involved in the analysis of the legal and accounting implications
of the tentative agreement with the pilots' union and potential
agreements with other unions are the same staff responsible for
revising and filing the 10-K. Therefore, the Company and USAir are
unable to file their combined Annual Report on Form 10-K for the
year ended December 31, 1994 within the prescribed time period
without unreasonable effort or expense.
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The Company and USAir will undertake to file their combined
Form 10-K for the fiscal year ended December 31, 1994 with the
Commission not later than 15 days after the required filing date.
PART IV. OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
James T. Lloyd 703 418-5210
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(Name) (Area Code) (Telephone No.)
(2) Have all other periodic reports required under Section 13 or
15(d) of the Securities Exchange Act of 1934 or Section 30 of
the Investment Company Act of 1940 during the preceding 12
months or for such shorter period that the registrants were
required to file such report(s) been filed? If answer is no,
identify report(s).
[X] YES [ ] NO
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(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal
year will be reflected by the earnings statements to be
included in the subject report or portion thereof?
[X] YES [ ] NO
If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the
reasons why a reasonable estimate of the results cannot be
made.
The Company's and USAir's results of operations for the year
ended December 31, 1994, which were filed with the Commission as
Exhibit 99 to Form 8-K dated January 27, 1995, are incorporated in
this item by reference.
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USAir Group, Inc.
and
USAir, Inc.
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(Names of Registrants as Specified in their Charters)
have caused this notification to be signed on their behalf by
the undersigned hereunto duly authorized.
Date: March 30, 1995 By: /s/James T. Lloyd
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James T. Lloyd
Executive Vice President,
General Counsel and
Secretary of USAir Group,
Inc. and Executive Vice
President and General
Counsel of USAir, Inc.
INSTRUCTION: The form may be signed by an executive
officer of the registrant(s) or by any other duly authorized
representative. The name and title of the person signing the
form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrants by an
authorized representative (other than an executive officer),
evidence of the representative's authority to sign on behalf
of the registrants shall be filed with the form.
ATTENTION
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Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001).
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GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of
the General Rules and Regulations under the Securities
Exchange Act of 1934.
2. One signed original and four conformed copies of this Form and
amendments thereto must be completed and filed with the
Securities and Exchange Commission, Washington, D.C. 20549, in
accordance with Rule 0-3 of the General Rules and Regulations
under the Act. The information contained in or filed with the
form will be made a matter of public record in the Commission
files.
3. A manually signed copy of the form and amendments thereto
shall be filed with each national securities exchange on which
any class of securities of the registrant(s) is registered.
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4. Amendments to the notifications must also be filed on Form
12b-25 but need not restate information that has been
correctly furnished. The form shall be clearly identified as
an amended notification.
5. Electronic Filers. This form shall not be used by electronic
filers unable to timely file a report solely due to electronic
difficulties. Filers unable to submit a report within the
time period prescribed due to difficulties in electronic
filing should comply with either Rule 201 or Rule 202 of
Regulation S-T (Section 232.201 or Section 232.202 of this
chapter) or apply for an adjustment in filing date pursuant to
Rule 13(b) of Regulation S-T (Section 232.13(b) of this
chapter).
