USAIR GROUP INC
8-K, 1995-09-06
AIR TRANSPORTATION, SCHEDULED
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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 report: September 5, 1995



                        USAir Group, Inc.
                (Commission file number: 1-8444)

                               and

                           USAir, Inc.
                (Commission file number: 1-8442)
   (Exact names of registrants as specified in their charters)



        Delaware                       USAir Group, Inc. 54-1194634
(State of Incorporation                USAir, Inc.       53-0218143
  of both registrants)        (I.R.S. Employer Identification Nos.)



                        USAir Group, Inc.
             2345 Crystal Drive, Arlington, VA 22227
            (Address of principal executive offices)
                         (703) 418-5306
                 (Registrant's telephone number)



                           USAir, Inc.
             2345 Crystal Drive, Arlington, VA 22227
            (Address of principal executive offices)
                         (703) 418-7000
                 (Registrant's telephone number)



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Item 5.   Other Events

     On September 5, 1995, USAir Group, Inc. ("USAir Group" or the
"Company") disseminated a news release announcing that it had
revised its forecasts for the third quarter of 1995 and for the
full year.  The news release announced that USAir Group expects to
report a pretax profit for the third quarter of 1995 and, barring
any unforeseen events, for the full year as well.  The news release
also stated that since the Company now believes it likely that it
will be profitable for 1995, it will be booking a charge for
employee profit sharing under a 1992 plan for USAir's employees
whose salaries were reduced in 1992-93.  The Company said that the
calculation of profit sharing under the 1992 plan excludes FASB 106
charges and certain extraordinary items.  The news release is filed
as an exhibit to this report.

     USAir Group also said that it will advise analysts that it
expects USAir's yields to be approximately 11 percent to 12 percent
above 1994 levels in the second half of 1995 and up 6 percent to 7
percent for the full year.  The Company also expects that, despite
its reduced capacity in the latter part of 1995, USAir's unit costs
will be up by approximately 7 percent to 8 percent above 1994
levels for the second half of 1995 and up around 3 percent for the
full year.

Item 7.   Financial Statements and Exhibits

     (c)  Exhibits

          Designation                   Description
          -----------                   -----------

               99             News release dated September 5, 1995
                              of USAir Group, Inc., announcing
                              that it expects to report a pretax
                              profit for the third quarter of 1995
                              and, barring any unforeseen events,
                              for the full year as well.

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                            SIGNATURES

     Pursuant to the requirements of the Securities and Exchange
Act of 1934, the registrants have duly caused this report to be
signed on their behalf by the undersigned thereunto duly autho-
rized.
                               USAir Group, Inc.



Date: September 5, 1995   By: /s/ James T. Lloyd
                              ---------------------------------
                              James T. Lloyd
                              Executive Vice President, 
                              General Counsel and Secretary


                              USAir, Inc.



Date: September 5, 1995   By: /s/ James T. Lloyd                  
                              ---------------------------------
                              James T. Lloyd
                              Executive Vice President and
                              General Counsel

<PAGE>

                             Exhibit 99


                USAir Revises Financial Forecasts



ARLINGTON, VA., September 5, 1995 -- USAir Group announced today
that it expects to report a pretax profit for the third quarter of
this year and, barring any unforeseen events, for the full year as
well.

"Traffic and yields are stronger than anticipated and our unit
costs have not increased as much as we had expected even with our
reduced capacity," said USAir Chairman and CEO Seth Schofield.

"The revenue trend that began earlier this year has continued
through the summer.  We're also seeing the benefits of our cost
reductions reflected in lower than expected unit cost increases
despite the fact that we reduced our capacity in the latter part of
1995."

"Since we now believe it likely that the company will show a profit
for the year, we will be booking a charge for employee profit
sharing as a result of the plan the company adopted in 1992 for its
employees whose salaries were cut during 1992-1993."  Calculation
of profit sharing under the 1992 plan excludes FASB 106 charges and
certain extraordinary items.



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