UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A - AMENDMENT NO. 1

ANNUAL REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

(Mark One)[X]  Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934For the fiscal year ended December 31, 2003

or

[ ]  Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 
     1934For the transition period from  to



US Airways, Inc.(Exact name of registrant as specified in its charter)
State of Incorporation: Delaware
2345 Crystal Drive, Arlington, Virginia 22227
(Address of principal executive offices)
(703) 872-7000
(Registrant's telephone number, including area code)
(Commission file number: 1-8442)
(I.R.S. Employer Identification No: 53-0218143)

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.          
YesX         No

Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]

Indicate by check mark whether the registrant is an accelerated filer
(as defined in Exchange Act Rule 12b-2). 
               
Yes          NoX

There is currently no public market for the registrant's Common Stock.

Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Section 12, 13 or 15(d) of the Securities
and Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court. YesX          No

On March 1, 2004, there were outstanding 1,000 shares of Common Stock.

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EXPLANATORY NOTE

US Airways, Inc. ("US Airways") is filing this Amendment No. 1 to its
Annual Report on Form 10-K for the year ended December 31, 2003 to
correct certain inaccuracies in the list of exhibits in Item 15 of Part IV of
the Form 10-K. The corrections delete exhibits that have been superceded by more
recent agreements included in the list of Exhibits or that are otherwise of no
effect, and add exhibits that were inadvertently omitted.Included in
this filing are the list of exhibits pursuant to Item 15 of Part IV, the
signature page and certifications required by Rule 15d-14(a) of the Securities
Exchange Act of 1934, as amended.

With the exception of the foregoing corrections, no other
information in the Annual Report on Form 10-K for the year ended December
31, 2003 has been supplemented, updated or amended.

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Part IV

Item 15. Exhibits, Financial Statement Schedules and Reports on Form 8-K

The following documents are filed as part of this report:

Exhibits

Exhibits required to be filed by Item 601 of Regulation S-K. Where the
amount of securities authorized to be issued under any of the Company's
long-term debt agreements does not exceed 10 percent of the Company's assets,
pursuant to paragraph (b)(4)(iii) of Item 601 of Regulation S-K, in lieu of
filing such as an exhibit, the Company hereby agrees to furnish to the
Commission upon request a copy of any agreement with respect to such long-term
debt.

|Designation | Description                                                                                                                                                                                                                                                                                                                                                                                                                
|----------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2.1         | First Amended Joint Plan of Reorganization of
    US Airways Group and Its Affiliated Debtors and Debtors-in-Possession, As
    Modified (incorporated by reference to Exhibit 2.1 to US Airways' Current
    Report on Form 8-K dated March 18, 2003).                                                                                                                                                                    
|2.2         | Findings of Fact, Conclusions of Law, and Order
    Under 11 U.S.C. Secs. 1129(a) and (b) and Fed. R. Bankr. P. 3020 Confirming
    the First Amended Joint Plan of Reorganization of US Airways Group, Inc. and
    Its Affiliated Debtors and Debtors-in-Possession, As Modified (incorporated
    by reference to Exhibit 2.2 to US Airways' Current Report on Form 8-K dated
    March 18, 2003).                      
|3.1         | Amended and Restated Certificate of
    Incorporation of US Airways, Inc., effective as of March 31, 2003
    (incorporated by reference to Plan Exhibit C-2 to the First Amended Joint
    Plan of Reorganization of US Airways Group and Its Affiliated Debtors and
    Debtors-in-Possession, As Modified (incorporated by reference to Exhibit 2.1
    to US Airways Current Report on Form 8-K dated March 18, 2003)).
|3.2         | Amended and restated By-Laws of US Airways,
    Inc., effective as of March 31, 2003 (incorporated by reference to Exhibit
    3.1 to US Airways' Quarterly Report on Form 10-Q for the quarter ended March
    31, 2003).                                                                                                                                                                                                 
|10.1*       | US Airways Funded Executive Defined
    Contribution Plan.                                                                                                                                                                                                                                                                                                                                                                 
|10.2*       | US Airways Unfunded Executive Defined
    Contribution Plan.                                                                                                                                                                                                                                                                                                                                                               
|10.3        | Employment Agreement between US Airways and the
    President and Chief Executive Officer effective March 11, 2002 (incorporated
    by reference to Exhibit 10.41 to US Airways' Annual Report on Form 10-K for
    the year ended December 31, 2001).                                                                                                                                                                    
|10.4        | First Amendment  effective March 31, 2003 to the
    Employment Agreement dated March 11, 2002 between US Airways and the
    President and Chief Executive Officer (incorporated by reference to Exhibit
    10.1 to US Airways' Quarterly Report on Form 10-Q for the quarter ended
    March 31, 2003).                                                                                                                 

|10.5* | Employment Agreement between US Airways and its
    Executive Vice President-Corporate Affairs and General Counsel effectiveMarch 1, 2003.
|----- | ------------------------------------------------------------------------------------------------------------------------------------------



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|10.6 | USAir, Inc. Supplemental Executive Defined
    Contribution Plan (now known as the US Airways, Inc. Supplemental Executive
    Defined Contribution Plan) (incorporated by reference to Exhibit 10.6 to
    US Airways Group's Annual Report on Form 10-K for the year ended December
    31, 1994).
|---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.7   | First Amendment effective September 19, 2000 to
    the US Airways, Inc. Supplemental Executive Defined Contribution Plan
    (incorporated by reference to Exhibit 10.18 to US Airways Group's Annual
    Report on Form 10-K for the year ended December 31, 2000).                                                         
|------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.8   | Second Amendment effective December 29, 2000 to
    the US Airways, Inc. Supplemental Executive Defined Contribution Plan
    (incorporated by reference to Exhibit 10.19 to US Airways Group's Annual
    Report on Form 10-K for the year ended December 31, 2000).                                                         
|10.9   | Agreement between US Airways and its President
    and Chief Executive Officer providing supplemental retirement benefits
    effective March 11, 2002 (incorporated by reference to Exhibit 10.56 to
    US Airways Annual Report on Form 10-K for the year ended December 31, 2001).                                        
|10.10  | Severance Agreement between US Airways and the
    Executive Vice President-Finance and Chief Financial Officer effective April
    8, 2002 (incorporated by reference to Exhibit 10.8 to US Airways' Annual
    Report on Form 10-K for the year ended December 31, 2002).                                                   
|10.11  | First Amendment effective March 31, 2003 to the
    Severance Agreement dated April 8, 2002 between US Airways and the Executive
    Vice President-Finance and Chief Financial Officer (incorporated by
    reference to Exhibit 10.2 to US Airways' Quarterly Report on Form 10-Q for
    the quarter ended March 31, 2003).
|10.12  | Severance Agreement between US Airways and the
    Executive Vice President-Operations effective June 26, 2002 (incorporated by
    reference to Exhibit 10.9 to US Airways' Annual Report on Form 10-K for the
    year ended December 31, 2002).                                                                            
|10.13  | First Amendment effective March 31, 2003 to the
    Severance Agreement dated June 26, 2002 between US Airways and the Executive
    Vice President-Operations (incorporated by reference to Exhibit 10.3 to
    US Airways' Quarterly Report on Form 10-Q for the quarter ended March 31,
    2003).                         
|10.14* | Severance Agreement between US Airways and the
    Senior Vice President-Marketing effective June 26, 2002.                                                                                                                                                                                                                   
|10.15* | First Amendment effective March 31, 2003 to the
    Severance Agreement dated June 26, 2002 between US Airways and the Senior
    Vice President-Marketing.                                                                                                                                                                   
|10.16  | Agreement between US Airways and its President
    and Chief Executive Officer with respect to certain employment arrangements
    effective March 11, 2002 (incorporated by reference to Exhibit 10.49 to
    US Airways' Annual Report on Form 10-K for the year ended December 31,
    2001).                              
|10.17  | Agreement between US Airways and its President
    and Chief Executive Officer with respect to certain employment arrangements
    effective July 25, 2002 (incorporated by reference to Exhibit 10.1 to
    US Airways' Quarterly Report on Form 10-Q for the quarter ended September
    30, 2002).                         



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|10.18 | Agreement between US Airways and
    its Executive Vice President-Finance and Chief Financial Officer with
    respect to certain employment arrangements effective April 8, 2002
    (incorporated by reference to Exhibit 10.14 to US Airways' Annual Report on
    Form 10-K for the year ended December 31, 2002).       
|----- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.19 | Agreement between US Airways and its Executive
    Vice President-Finance and Chief Financial Officer with respect to certain
    employment arrangements effective July 25, 2002 (incorporated by reference
    to Exhibit 10.15 to US Airways' Annual Report on Form 10-K for the year
    ended December 31, 2002).       
|10.20 | Agreement between US Airways and its Executive
    Vice President-Operations with respect to certain employment arrangements
    effective July 25, 2002 (incorporated by reference to Exhibit 10.17 to
    US Airways' Annual Report on Form 10-K for the year ended December 31,
    2002).                                
|10.21 | Loan Agreement dated March 31, 2003 among
    US Airways, Inc. and Phoenix American Financial Services, Inc., Bank of
    America, N.A. and the Air Transportation Stabilization Board (incorporated
    by reference to Exhibit 10.5 to US Airways' Quarterly Report on Form 10-Q
    for the quarter ended March 31, 2003).
|10.22 | Agreement between US Airways and its Senior
    Vice President-Marketing with respect to certain employment arrangements
    effective July 25, 2002.                                                                                                                                                                        
|23.1* | Consent of the Auditors of US Airways to the
    incorporation of their report concerning certain financial statements
    contained in this report in certain registration statements.                                                                                                                                      
|24.1* | Powers of Attorney signed by the directors of
    US Airways, authorizing their signatures on this report.                                                                                                                                                                                                                   
|31.1  | Certification of the Principal Executive
    Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) (Section 302 of the
    Sarbanes-Oxley Act of 2002).                                                                                                                                                                       
|31.2  | Certification of the Principal Financial
    Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) (Section 302 of the
    Sarbanes-Oxley Act of 2002).                                                                                                                                                                       
|32.1* | Certifications pursuant to 18 U.S.C. Section
    1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                 
|99.1  | Disclosure Statement with Respect to First
    Amended Joint Plan of Reorganization of US Airways Group, Inc. and Its
    Affiliated Debtors and Debtors-in-Possession (incorporated by reference to
    Exhibit 99.2 to US Airways' Current Report on Form 8-K dated on January 31,
    2003).                              

*Filed with the original filing of this Annual Report on Form 10-K on March
12, 2004.



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Signatures
     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this Amendment No. 1 to the
Annual Report on Form 10-K to be signed on its behalf by the undersigned,
thereunto duly authorized, on April 7, 2004.US Airways, Inc. (registrant)

By: /s/ Neal S. CohenNeal S. Cohen, Chief Financial Officer 
(Principal Financial Officer)