SCHEDULE 13G (Amendment No. 5)
USAir Group, Inc.
Common Stock $1.00 par value
Cusip #: 911-905-10-7
Item 1: Reporting Person - Tiger
Management L.L.C.
Item 4 Delaware
Item 5: None
Item 6: 8,543,400
Item 7: None
Item 8: 8,543,400
Item 9: 8,543,400
Item 11: 9.4%
Item 12: IA
Cusip #: 911-905-10-7
Item 1: Reporting Person - Tiger
Performance L.L.C.
Item 4: Delaware
Item 5: None
Item 6: 7,791,500
Item 7: None
Item 8: 7,791,500
Item 9: 7,791,500
Item 11: 8.6%
Item 12: IA
Cusip #: 911-905-10-7
Item 1: Reporting Person - Julian H.
Robertson, Jr.
Item 4: U.S.
Item 5: None
Item 6: 16,334,900
Item 7: None
Item 8: 16,334,900
Item 9: 16,334,900
Item 11: 18.0%
Item 12: IN
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") and
Tiger Performance L.L.C. ("TPLLC").
Julian H. Robertson, Jr. is the ultimate
controlling person of TMLLC and TPLLC.
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: TMLLC and TPLLC are investment advisers
registered under Section 203 of the Investment
Advisers Act of 1940.
Item 4: Ownership as of October 1, 1997 is
incorporated by reference to items (5) - (9) and
(11) of the cover page pertaining to each
reporting person. On February 12, 1997 the
Reporting Persons reported an aggregate common
stock ownership of 15,846,800 which represented
approximately 24.7% of common shares
outstanding. As of October 1, 1997, Reporting
Person held 16,334,900 shares of common stock.
These shares represent an aggregate of 18.0% of
common shares outstanding due to an increase in
the number of common shares outstanding.
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 interests of two such persons, The Jaguar
Fund N.V., a Netherlands Antilles corporation,
and Tiger, a New York limited partnership, are
each more than 5%.
Item 7: Not applicable
Item 8: Not applicable
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. October 1, 1997
TIGER MANAGEMENT L.L.C.
/s/ Nolan Altman, Chief Financial Officer
TIGER PERFORMANCE L.L.C.
/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
AGREEMENT
The undersigned agree that this Amendment No. 5
to Schedule 13G dated October 1, 1997 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
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
