1
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549 SCHEDULE 13G
(Amendment No. 4)
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: 9,243,900
7 Sole Dispositive Power: -0-
8 Shared Dispositive Power: 9,243,900
9
Aggregate Amount Beneficially Owned by Each
Reporting Person: 9,243,900
10
Check if the Aggregate Amount in Row (9)
Excludes Certain Shares:
11
Percent of Class Represented by Amount in
Row (9): 14.4%
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: 5,633,500
7 Sole Dispositive Power: -0-
8 Shared Dispositive Power: 5,633,500
9
Aggregate Amount Beneficially Owned by Each
Reporting Person: 5,633,500
10
Check if the Aggregate Amount in Row (9)
Excludes Certain Shares:
11
Percent of Class Represented by Amount in
Row (9): 8.8%
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: 969,400
7 Sole Dispositive Power: -0-
8 Shared Dispositive Power: 969,400
9
Aggregate Amount Beneficially Owned by Each
Reporting
Person: 969,400
10
Check if the Aggregate Amount in Row (9)
Excludes Certain Shares:
11
Percent of Class Represented by Amount in
Row (9): 1.5%
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: 969,400
7 Sole Dispositive Power: -0-
8 Shared Dispositive Power: 969,400
9
Aggregate Amount Beneficially Owned by Each
Reporting Person: 969,400
10
Check if the Aggregate Amount in Row (9)
Excludes Certain Shares:
11
Percent of Class Represented by Amount in
Row (9): 1.5%
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: 15,846,800
7 Sole Dispositive Power: -0-
8 Shared Dispositive Power: 15,846,800
9
Aggregate Amount Beneficially Owned by Each
Reporting Person:
15,846,800
10
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares:
11
Percent of Class Represented by Amount in Row (9):
24.7%
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 investment adviser
registered under Section 203 of the Investment
Advisers Act of 1940.
Item 4 Ownership as of December 31, 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 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
<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.
February 12, 1997
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. 4 to Schedule 13G dated
February 12, 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
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
