0001179022-03-000221 Sample Contracts

Contract
Investment Agreement • August 25th, 2003 • Us Airways Group Inc • Air transportation, scheduled • New York

AMENDMENT NO. 2 ("Amendment"), dated as of March 30, 2003, to the INVESTMENT AGREEMENT dated as of September 26, 2002 by and between The Retirement Systems of Alabama ("RSA") and US Airways Group, Inc., a Delaware corporation (the "Company"), as amended by that certain Amendment NO. 1 dated as of January 17, 2003 by and among RSA, the Company and Retirement Systems of Alabama Holdings LLC ("RSA LLC") (together, the "Agreement"), by and among the Company, RSA, and RSA LLC.

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Contract
Stockholder Agreement • August 25th, 2003 • Us Airways Group Inc • Air transportation, scheduled • New York

STOCKHOLDER AGREEMENT (this "Agreement") dated as of August 14, 2003, between RETIREMENT SYSTEMS OF ALABAMA HOLDINGS LLC, a Delaware limited liability company (together with any RSA Permitted Transferees, "RSA"), and the other parties set forth on the signature pages hereto (collectively and together with any transferees thereof, the "Stockholders").

JOINT FILING AGREEMENT Dated as of August 25, 2003
Joint Filing Agreement • August 25th, 2003 • Us Airways Group Inc • Air transportation, scheduled

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of Retirement Systems of Alabama Holdings LLC, The Teachers' Retirement System of Alabama and The Employees' Retirement System of Alabama on behalf of each of them a statement on Schedule 13D (including amendments thereto) with respect to shares of Class A Common Stock, par value $1.00 and Class B Common Stock, par value $1.00, of US Airways Group, Inc. and that this Agreement be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

UNDERTAKING
Undertaking • August 25th, 2003 • Us Airways Group Inc • Air transportation, scheduled • New York

This Undertaking (the "Undertaking") is made and entered into as of the 31st day of March 2003 by US Airways Group, Inc., a Delaware corporation (the "Company") and the Retirement Systems of Alabama Holdings LLC ("RSA"), for the benefit of the Air Transportation Stabilization Board (the "ATSB").

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