EXHIBIT 10.4
FIRST AMENDMENT TO
SEVERANCE AGREEMENT
This First Amendment, dated as of March 31, 2003, to the Severance
Agreement dated April 8, 2002, between US Airways, Inc. a Delaware corporation
(the "Company"), and Xxxxxxx X. Glass (the "Executive") is entered into as of
the date first stated above.
WHEREAS, the Company and the Executive have previously entered into the
Agreement; and
WHEREAS, the Company and the Executive desire to amend the Agreement as set
forth herein.
NOW THEREFORE, the following amendments are hereby made to the Agreement:
1. Section 2 of the Agreement is hereby amended by the addition of the
following language at the end thereof:
"Notwithstanding the foregoing provisions of this Section 2, no "Change of
Control" or "Change in Control" shall be deemed to have occurred in
connection with transactions under the Retirement Systems of Alabama
investment agreement dated September 26, 2002, as amended, or in connection
with the Company's emergence from bankruptcy."
2. Section 5(d)(i) of the Agreement is hereby amended by substituting ";
or" for ", and" at the end of Section 5(d)(i)(4), and by the addition of the
following as Section 4(d)(i)(5):
"(5) any relocation of the Company's corporate headquarters outside of the
Washington, D.C. metropolitan area; and".
3. Section 5(d)(ii) of the Agreement is hereby amended by substituting ";
or" for the period at the end of Section 5(d)(ii)(5), and by the addition of the
following as Section 5(d)(ii)(6):
"(6) any relocation of the Company's corporate headquarters outside of the
Washington, D.C. metropolitan area."
EXECUTIVE
/s/ Xxxxxxx X. Glass
Xxxxxxx X. Glass
US AIRWAYS, INC.
By /s/ Xxxxxxxx X. XxXxxxx
Name: Xxxxxxxx X. XxXxxxx
Title: Vice President, Deputy General
Counsel & Secretary