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Rule 424(b)(2)
File No. 33-54243
SUPPLEMENT DATED NOVEMBER 16, 1995
TO
PROSPECTUS DATED NOVEMBER 13, 1995
AMERICA WEST AIRLINES
900,000 shares of Class B Common Stock, $.01 par value per share (the
"Class B Common Stock"), of America West Airlines, Inc., a Delaware corporation
(the "Company"), are being sold by GPA Group plc, an Irish public limited
company (the "Selling Securityholder"), to Salomon Brothers Inc ("Salomon") at
$16.51 per share and are being reoffered to the public by Salomon in a fixed
price offering initially at $16.625. After the initial public offering, the
public offering price may be changed. The Company will not receive any of the
proceeds from the sale of Class B Common Stock being sold by the Selling
Securityholder.
Salomon may be deemed to be an underwriter with respect to the transactions
described herein within the meaning of the Securities Act, and commissions or
discounts received by it may be deemed to be underwriting compensation. The
Company has agreed to indemnify the Selling Securityholder and Salomon (to the
extent Salomon may be deemed to be an underwriter with respect to the
transactions described herein).
The Company's Class B Common Stock is listed on the New York Stock Exchange
under the symbol AWA. On November 14, 1995, the last reported sale price of the
Company's Class B Common Stock on the New York Stock Exchange Composite Tape was
$16.625 per share.
INVESTORS SHOULD CAREFULLY CONSIDER THE FACTORS SET FORTH UNDER THE CAPTION
"RISK FACTORS" STARTING ON PAGE 7 OF THE PROSPECTUS.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR BY ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED
UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE ACCOMPANYING
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
The Class B Common Stock is offered subject to receipt and acceptance by
Salomon, to prior sale and to Salomon's right to reject any order in whole or in
part and to withdraw, cancel or modify the offer without notice. It is expected
that delivery of the shares of Class B Common Stock will be made at the offices
of Salomon Brothers Inc, Seven World Trade Center, New York, New York or through
the facilities of The Depository Trust Company on or about November 17, 1995.
IN CONNECTION WITH THE OFFERING, SALOMON BROTHERS INC MAY OVER-ALLOT OR
EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE CLASS B
COMMON STOCK AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN
MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME.
