THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

US Airways Group, Inc. (LCC)

4/10/2006 Proxy Information

Mr. Lakefield became Vice Chairman of US Airways Group, Inc. in late-September 2005. He previously served as Chief Executive Officer of US Airways Group Inc. and US Airways, Inc. from April 2004 until its merger with America West Holdings in September 2005.

Richard A. Bartlett, who was nominated by Eastshore as a member of our Board of Directors, is a greater than 10% minority owner and director of Eastshore. In February 2005, Eastshore entered into an agreement with us to provide a $125 million financing commitment to provide equity funding for a plan of reorganization, in the form of a debtor in possession term loan. Under the terms of our plan of reorganization, Eastshore received a cash payment in the amount of all accrued interest on the loan, and the principal amount of $125 million was satisfied by delivery of 8,333,333 shares of our common stock, representing a price of $15.00 per share. In addition, Eastshore had an option, under certain circumstances, to purchase up to an additional 1,666,667 shares of our common stock, which Eastshore transferred to Par. We made an offer to Eastshore, upon the expiration of the equity investor options, to repurchase shares of common stock held by Eastshore in an amount equal to one-third of the proceeds received from the exercise of the equity investor options at a purchase price of $15.00 per share. Eastshore had the right, but not the obligation, to accept the offer in whole or in part for a period of at least 30 days after receipt of the offer. Eastshore did not accept this offer.

Mr. Bartlett is also a greater than 10% owner of Air Wisconsin. US Airways and Air Wisconsin entered into a regional jet services agreement under which Air Wisconsin may, but is not required to, provide regional jet service under a US Airways Express code share arrangement. On April 8, 2005, Air Wisconsin notified us of its intention to deploy 70 regional jets, the maximum number provided for in the agreement, into the US Airways Express network. The amount paid to Air Wisconsin in 2005 was approximately $55 million.

Robert A. Milton, who was nominated by ACE as a member of our Board, is the Chairman, President and Chief Executive Officer of ACE. ACE purchased 5,000,000 shares of our common stock at a purchase price of $15.00 per share, for a total investment of $75 million. ACE also had an option, under certain circumstances, to purchase up to an additional 1,000,000 shares of our common stock at a purchase price of $15.00 per share. ACE transferred this option to Par. In addition, ACE or its subsidiaries entered into commercial agreements with US Airways Group and America West Holdings for various services including maintenance and airport handling.

Richard P. Shifter, a member of our Board, is a partner of Texas Pacific Group, which was a controlling stockholder of America West Holdings prior to completion of the merger. An affiliate of Texas Pacific Group received $6.4 million as an advisory fee for providing financial advisory services rendered in connection with the merger and in contribution for and reimbursement for certain expenses incurred by Texas Pacific Group and its affiliates in connection with the merger. In addition, Texas Pacific Group had agreed to reimburse America West Holdings approximately $3 million for expenses incurred by America West Holdings in the second half of 2004 on its behalf. The full amount was reimbursed to America West Holdings in 2005.

Effective October 1, 2005, US Airways entered into a consulting agreement with J. Glass & Associates, of which Jerrold A. Glass, our former Executive Vice President and Chief Human Resources Officer, is the President. Under the agreement, J. Glass & Associates provides consulting services for US Airways in connection with labor relations and human resources matters. The term of the agreement extends until the completion of all projects assigned to J. Glass & Associates under the agreement, but in no event later than December 31, 2006. Fees in the amount of $78,813 were paid to J. Glass & Associates in 2005 pursuant to this agreement.

10/3/2005 8K Information

Mr. Lakefield became Vice Chairman of US Airways Group, Inc. in late-September 2005. He previously served as Chief Executive Officer of US Airways Group Inc. and US Airways, Inc. from April 2004 until it's merger with America West Holdings in September 2005.

Richard A. Bartlett, who has been nominated by Eastshore Aviation, LLC (“Eastshore”) as a member of US Airways Group’s board of directors, is a greater than 10% shareholder of Air Wisconsin Airlines Corporation (“Air Wisconsin”), the majority owner of Eastshore. Mr. Bartlett is also a minority owner of Eastshore. In February 2005, Eastshore entered into an agreement with US Airways Group to provide $125 million financing commitment to provide equity funding for a plan of reorganization, in the form of a debtor in possession term loan. Under the terms of US Airways Group’s plan of reorganization, Eastshore received a cash payment in the amount of all accrued interest on the loan, and the principal amount of $125 million was converted into 8,333,333 shares of US Airways Group common stock at a conversion price of $15.00 per share. In addition, Eastshore had an option, under certain circumstances, to purchase up to an additional 1,666,667 shares of US Airways Group common stock, which Eastshore transferred to Par Investment Partners, L.P (“Par”). US Airways Group will also make an offer to Eastshore, upon the expiration of the equity investor options, to repurchase shares of common stock held by Eastshore in an amount equal to one-third of the proceeds received from the exercise of the equity investor options at a purchase price of $15.00 per share. Eastshore will have the right, but not the obligation, to accept the offer in whole or in part for a period of at least 30 days after receipt of the offer. US Airways and Air Wisconsin also entered into a regional jet services agreement under which Air Wisconsin may, but is not required to, provide regional jet service under a US Airways Express code share arrangement. On April 8, 2005, Air Wisconsin notified US Airways Group of its intention to deploy 70 regional jets, the maximum number provided for in the agreement, into the US Airways Express network. The amount expected to be paid to Air Wisconsin in 2005 will be approximately $80 million.

Robert A. Milton, who has been nominated by ACE Aviation Holdings Inc. (“ACE”) as a member of US Airways Group’s board of directors, is the Chairman, President and Chief Executive Officer of ACE. ACE purchased 5,000,000 shares of US Airways Group common stock at a purchase price of $15.00 per share, for a total investment of $75 million. ACE also had an option, under certain circumstances, to purchase up to an additional 1,000,000 shares of US Airways Group common stock at a purchase price of $15.00 per share. ACE transferred this option to Par. In addition, ACE or its subsidiaries entered into four separate memoranda of understanding with US Airways Group and America West Holdings relating to definitive commercial agreements to be entered into on market terms.

Richard P. Shifter, a member of US Airways Group’s board of directors, is a partner of Texas Pacific Group, which was a controlling stockholder of America West Holdings prior to the completion of the merger. An affiliate of Texas Pacific Group received $6.4 million as an advisory fee for providing financial advisory services rendered in connection with the merger and in contribution for and reimbursement for certain expenses incurred by Texas Pacific Group and its affiliates in connection with the merger. In addition, Texas Pacific Group had agreed to reimburse America West Holdings approximately $2.5 million for expenses incurred by America West Holdings in the second half of 2004 on its behalf. The full amount was reimbursed to America West Holdings in 2005.

3/1/2005 10-K Information

ATSB Securities Trust u/a/d March 31, 2003. As part of its reorganization under the Prior Bankruptcy, US Airways received the $900 million ATSB Guarantee under the Air Transportation Safety and System Stabilization Act from the ATSB in connection with the $1 billion ATSB Loan that was funded on March 31, 2003. The Company required this loan and related guarantee in order to provide the additional liquidity necessary to carry out its 2003 Plan. US Airways is the primary obligor under the ATSB Loan, which is guaranteed by US Airways Group and each of its other domestic subsidiaries. The ATSB Loan is secured by substantially all of the present and future assets of the US Airways Group and its subsidiaries not otherwise encumbered, other than certain specified assets, including assets which are subject to other financing agreements. As of December 31, 2004, $718 million was outstanding under the ATSB Loan.

The ATSB Loan bears interest as follows: (i) 90% of the ATSB Loan (Tranche A) was funded through a participating lender’s commercial paper conduit program and bears interest at a rate equal to the conduit provider’s weighted average cost related to the issuance of certain commercial paper notes and other short-term borrowings plus 0.30%, and (ii) 10% of the ATSB Loan (Tranche B) bears interest at LIBOR plus 4.0%. In addition, US Airways is charged an annual guarantee fee in respect of the ATSB Guarantee currently equal to 4.1% of the ATSB’s guaranteed amount (initially $900 million) under the ATSB Guarantee, with such guarantee fee increasing by ten basis points annually. Due to the Company’s September 2004 bankruptcy filing and subsequent loss of regional jet financing, the guarantee fee increased by 2% per annum and the interest rate on Tranche A and Tranche B each increased by an additional 2% and 4% per annum, respectively, for an effective increase in the interest rate on the loan balance of 4%.

In connection with the ATSB Loan, US Airways Group issued to ATSB Securities Trust u/a/d March 31, 2003, 7,635,000 Warrants to purchase its Class A Common Stock, together with 7,635,000 shares of Class A Preferred Stock, which makes ATSB Securities Trust u/a/d March 31, 2003 a beneficial owner of more than five percent of the Class A Common Stock and the Class A Preferred Stock. The ATSB Securities Trust was established to hold these securities for the benefit of the United States Department of Treasury and to take action with respect to these securities at the direction of the ATSB.

In November 2003, the Company made a required prepayment of $24 million on the ATSB Loan in connection with the sale of its investment in Hotwire, Inc. Effective March 12, 2004, the Company entered into an amendment to the ATSB Loan that provided for a partial prepayment of the loan and modifications of financial covenants for the measurement periods beginning June 30, 2004 through December 31, 2005. In connection with this amendment, US Airways made an immediate voluntary prepayment of $250 million, which reduced, pro rata, all future scheduled principal payments of the ATSB Loan (rather than shortening the remaining life of the loan).

Effective May 21, 2004, US Airways again amended the ATSB Loan to permit use of its regional jets financed by GE utilizing mortgage debt as cross collateral for other obligations of US Airways to GE. In consideration for this amendment, US Airways agreed to certain revised covenants and conditions and made a prepayment of $5 million.

Effective June 30, 2004, US Airways and the ATSB amended the ATSB Loan to remove the uncertainty relating to the Company’s ability to satisfy its financial covenant tests for the second quarter of 2004. In consideration for this amendment, the Company agreed to change the loan amortization schedule, by increasing each of the first six principal repayment installments commencing on October 1, 2006 by approximately $16 million, and reducing the last principal repayment installment on October 1, 2009 by $94 million.

The Company has entered into a Cash Collateral Agreement, which has been subsequently extended, with the approval of the Bankruptcy Court, for the continued use of the cash securing the ATSB Loan. The initial agreement was extended until January 15, 2005 and the current agreement, subject to certain conditions and limitations will expire on June 30, 2005. Under the Cash Collateral Agreement, the Company is required to maintain a certain amount of unrestricted cash each week. For more information about the Cash Collateral Agreement, see Part I, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operation – Liquidity and Capital Resources.

Retirement Systems of Alabama Holdings LLC. In connection with the consummation of the 2003 Plan, RSA made an equity investment in US Airways Group equal to $240 million. In exchange for the $240 million investment, RSA received 20,652,593 shares of Class A Common Stock, 5,000,000 shares of Class B Common Stock, 75,000 shares of Class B Preferred Stock, 1,380,570 Warrants and 1,380,570 shares of Class A Preferred Stock, representing approximately 36.2%, on a fully-diluted basis, of US Airways Group’s equity. As of February 1, 2005, in connection with its investment, RSA held a voting interest of approximately 71.7% in US Airways Group and is entitled to designate and vote to elect eight of the 15 directors on US Airways Group’s board of directors. Additionally, Dr. David G. Bronner and Mr. William T. Stephens, two of the Company’s directors, are the Manager and Secretary of RSA, respectively.

Until September 26, 2007, RSA has agreed to vote all of the shares of voting capital stock received in connection with the consummation of the 2003 Plan and then owned by it in favor of all of the directors nominated in accordance with the investment agreement between US Airways Group and RSA, which directors include the Company’s chief executive officer, four directors nominated by the various unions and their affiliates, and two directors identified by the Company’s chief executive officer, neither of whom is an employee or affiliate of the Company, at each annual meeting of US Airways Group’s stockholders or at any meeting of the stockholders at which members of the Board of Directors are to be elected.

RSA funded $75 million of the non-guaranteed portion of the ATSB Loan. In connection with RSA’s partial funding, it received 636,249 additional Warrants and 636,249 additional shares of Class A Preferred Stock. With respect to the prepayments of the ATSB Loan, RSA, as one of the lenders under the ATSB Loan, has received prepayments totaling $21 million through December 31, 2004, which represented its pro rata portion of the prepayment amount based on the percentage of the original aggregate amount of the ATSB Loan that RSA funded. As of December 31, 2004, $54 million was outstanding under RSA’s portion of the ATSB Loan.

Additionally, in connection with the execution and delivery of the ATSB Loan, RSA executed an undertaking for the benefit of the ATSB. RSA agreed that until April 1, 2005, it shall not transfer any of its shares of Class A Common Stock, other than pursuant to or in connection with certain approved transactions specified in the undertaking. Notwithstanding restrictions against transfer set forth above, RSA may make one or more transfers of securities, provided that the aggregate number of securities subject to such transfers may in no event exceed 6,195,778 shares of Class A Common Stock; this number of shares represents 30% of its Class A Common Stock and will be adjusted for stock splits, reverse stock splits and other similar actions.

RSA also agreed that for so long as it holds any shares of Class B Common Stock, it will not, directly or indirectly, in any manner effect or seek, offer or propose to effect, or cause or participate in or in any way assist any other person to effect or seek, offer or propose to effect or participate in (i) any acquisition of all or substantially all of the Company’s assets, (ii) any tender or exchange offer, merger or other business combination involving the Company, or (iii) any recapitalization, restructuring, liquidation, dissolution or other extraordinary transaction with respect to the Company, in any of the foregoing cases where the transaction provides or would provide for disparate consideration or economic rights between the holders of the Class A Common Stock and the Class B Common Stock. This provision terminates in certain circumstances, as more fully described in the undertaking.

4/9/2004 Proxy Information

Mr. Dutta served as Vice President and President for United Airlines from 1985 until his retirement in 2002.

Mr. Hayes is President of the Master Executive Council for the US Airways Association of Flight Attendants. He has served as a flight attendant for US Airways, Inc. since 1988.

Mr. Mantineo is a retired Aircraft & Powerplant Mechanic with US Airways. In addition to being employed by US Airways from 1957 through 1996, he served on negotiating committees for the International Association of Machinists and Aerospace Workers from 1957 until his retirement in 1996. He became full-time Assistant General Chairman for District Lodge 141-M in 1991, serving until his retirement in November 1996. He served as Secretary-Treasurer for twelve years in Lodge 1445, and worked as well on the mergers of Allegheny/Mohawk, USAir/PSA and USAir/Piedmont.

Capt. Pollock is Chairman of the US Airways Air Line Pilots Association (ALPA) Master Executive Council. An 18-year veteran of US Airways, he holds a captain position on the A320.

Mr. Siegel was Chief Executive Officer of US Airways Group, Inc. and US Airways, Inc. from March 2002 until April 2004.

3/27/2003 Proxy Information

Prior to joining US Airways in April 2002, Mr. Glass was associated with J. Glass and Associates, where he was founder and president. Mr. Glass was also an employee of the law firm of Ford & Harrison, which received approximately $120,000 in professional fees in 2002 from US Airways directly related to work performed by J. Glass and Associates. Mr. Glass did not receive any financial remuneration or bonus from Ford & Harrison or J. Glass and Associates related to any work performed by these firms after he joined US Airways in April 2002.