1
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
(Amendment No. 1)
Under the Securities Exchange Act of 1934
USAir Group, Inc.
(Name of Issuer)
Common Stock $1.00 par value
(Title of Class of Securities)
(CUSIP Number)
911-905-10-7
Check the following box if a fee is being paid with this statement [ ].
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act.
<PAGE>
Cusip Number: 911-905-10-7
1
Name of Reporting Person and S.S. or I.R.S.
Identification Number of Above Person:
Tiger Management L.L.C.
2
Check the Appropriate Box if a Member of a Group:
(a)
(b)
3
SEC Use Only:
4
Citizenship or Place of Organization:
5 Sole Voting Power: -0-
6 Shared Voting Power: 4,156,700
7 Sole Dispositive Power: -0-
8 Shared Dispositive Power: 4,156,700
9
Aggregate Amount Beneficially Owned by Each
Reporting Person:
4,156,700
10
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares:
11
Percent of Class Represented by Amount in Row (9):
6.5%
12
Type of Reporting Person:
IA
<PAGE>
Cusip Number: 911-905-10-7
1
Name of Reporting Person and S.S. or I.R.S.
Identification Number of Above Person:
Tiger Performance L.L.C.
2
Check the Appropriate Box if a Member of a Group:
(a)
(b)
3
SEC Use Only:
4
Citizenship or Place of Organization:
5 Sole Voting Power: -0-
6 Shared Voting Power: 2,355,600
7 Sole Dispositive Power: -0-
8 Shared Dispositive Power: 2,355,600
9
Aggregate Amount Beneficially Owned by Each
Reporting Person:
2,355,600
10
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares:
11
Percent of Class Represented by Amount in Row (9):
3.7%
12
Type of Reporting Person:
IA
<PAGE>
Cusip Number: 911-905-10-7
1
Name of Reporting Person and S.S. or I.R.S.
Identification Number of Above Person:
Panther Partners, L.P
2
Check the Appropriate Box if a Member of a Group:
(a)
(b)
3
SEC Use Only:
4
Citizenship or Place of Organization:
Delaware
5 Sole Voting Power: -0-
6 Shared Voting Power: 386,000
7 Sole Dispositive Power: -0-
8 Shared Dispositive Power: 386,000
9
Aggregate Amount Beneficially Owned by Each
Reporting Person:
386,000
10
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares:
11
Percent of Class Represented by Amount in Row (9):
0.6%
12
Type of Reporting Person:
IV PN
<PAGE>
Cusip Number: 911-905-10-7
1
Name of Reporting Person and S.S. or I.R.S.
Identification Number of Above Person:
Panther Management Company, L.P
2
Check the Appropriate Box if a Member of a Group:
(a)
(b)
3
SEC Use Only:
4
Citizenship or Place of Organization:
Delaware
5 Sole Voting Power: -0-
6 Shared Voting Power: 386,000
7 Sole Dispositive Power: -0-
8 Shared Dispositive Power: 386,000
9
Aggregate Amount Beneficially Owned by Each
Reporting Person:
386,000
10
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares:
11
Percent of Class Represented by Amount in Row (9):
0.6%
12
Type of Reporting Person:
IA PN
<PAGE>
Cusip Number: 911-905-10-7
1
Name of Reporting Person and S.S. or I.R.S.
Identification Number of Above Person:
Julian H. Robertson, Jr.
2
Check the Appropriate Box if a Member of a Group:
(a)
(b)
3
SEC Use Only
4
Citizenship or Place of Organization:
U.S
5 Sole Voting Power: -0-
6 Shared Voting Power: 6,898,300
7 Sole Dispositive Power: -0-
8 Shared Dispositive Power: 6,898,300
9
Aggregate Amount Beneficially Owned by Each
Reporting Person:
6,898,300
10
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares:
11
Percent of Class Represented by Amount in Row (9):
10.9%
12
Type of Reporting Person:
IN
<PAGE>
Item 1(a) USAir Group, Inc.
Item 1(b) 2345 Crystal Drive, Arlington, Virginia 22227
Item 2(a) This statement is filed on behalf of Tiger Management L.L.C.
("TMLLC"), Tiger Performance L.L.C. ("TPLLC"), Panther Partners,
L.P. ("Panther") and Panther Management Company, L.P. ("PMCLP").
Julian H. Robertson, Jr. is the ultimate controlling person of
TMLLC, TPLLC and PMCLP.
Item 2(b) The address of each reporting person is 101 Park Avenue, New
York,
NY 10178
Item 2(c) Incorporated by reference to item (4) of the cover page
pertaining
to each reporting person.
Item 2(d) Common Stock $1.00 par value
Item 2(e) 911-905-10-7
Item 3 Panther is an investment company registered under Section 8 of
the Investment Company Act. Each of TMLLC, TPLLC and PMCLP is an
inestment adviser registered under Section 203 of the Investment Advisers
Act of 1940.
Item 4 Ownership as of April 30, 1996 is incorporated by reference to
items (5) - (9) and (11) of the cover page pertaining to each
reporting person.
Item 5 Not applicable
Item 6 Other persons are know to have the right to receive dividends
from
or proceeds from the sale of such securities. The interest of
one such person, The Jaguar Fund N.V., a Netherlands Antilles
corporation, is more than 5%.
Item 7 Not applicable
Item 8 Not applicable
<PAGE>
Item 9 Not applicable
Item 10 By signing below, I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in
the ordinary course of business and were not acquired for the
purpose of and do not have the effect of changing or influencing
the control of the issuer of such securities and were not
acquired in connection with or as a participant in any
transaction having such purpose or effect.
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
May 10, 1996
TIGER MANAGEMENT L.L.C.
/s/ Nolan Altman, Chief Financial Officer
TIGER PERFORMANCE L.L.C.
/s/ Nolan Altman, Chief Financial Officer
PANTHER PARTNERS, L.P.
By: Panther Management Company, L.P., its General Partner
By: Panther Management Corporation, its General Partner
/s/ Nolan Altman, Chief Financial Officer
PANTHER MANAGEMENT COMPANY, L.P.
By: Panther Management Corporation, its General Partner
/s/ Nolan Altman, Chief Financial Officer
JULIAN H. ROBERTSON, JR.
By: /s/ Nolan Altman
Under Power of Attorney dated
1/27/95
On File with Schedule 13G for
Kohl's Corp. 2/7/95
<PAGE>
AGREEMENT
The undersigned agree that this Amendment No. 1 to Schedule 13G dated May 10,
1996 relating to shares of common stock of USAir Group, Inc. shall be filed on
behalf of each of the undersigned.
TIGER MANAGEMENT L.L.C.
/s/ Nolan Altman, Chief Financial Officer
TIGER PERFORMANCE L.L.C.
/s/ Nolan Altman, Chief Financial Officer
PANTHER PARTNERS, L.P.
By: Panther Management Company, L.P., its General Partner
By: Panther Management Corporation, its General Partner
/s/ Nolan Altman, Chief Financial Officer
PANTHER MANAGEMENT COMPANY, L.P.
By: Panther Management Corporation, its General Partner
/s/ Nolan Altman, Chief Financial Officer
JULIAN H. ROBERTSON, JR.
By: /s/ Nolan Altman
Under Power of Attorney dated
1/27/95
On File with Schedule 13G for
Kohl's Corp. 2/7/95
