0001362310-08-004696 Sample Contracts

US AIRWAYS GROUP, INC. 19,000,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • August 15th, 2008 • Us Airways Inc • Air transportation, scheduled • New York

The undersigned understands that Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Underwriter”) proposes to enter into an Underwriting Agreement (the "Underwriting Agreement”) with US Airways Group, Inc., a Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the Underwriter of 19,000,000 shares (the “Shares”) of the common stock, par value $0.01 per share, of the Company (the “Common Stock”).

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