EXHIBIT 24.2


                        POWER OF ATTORNEY
                        -----------------

     KNOW ALL MEN BY THESE PRESENTS, THAT I, Stephen M. Wolf, 
Director of US Airways, Inc., (the "Company"), do hereby appoint 
Lawrence M. Nagin and Thomas A. Mutryn, and each of them (with 
full power to each of them to act alone), attorney and agent for 
me and in my name and on my behalf to sign any Annual Report on 
Form 10-K of the Company for the year ended December 31, 1998 and 
any amendments or supplements thereto which shall be filed with 
the Securities and Exchange Commission under the Securities and 
Exchange Act of 1934, as amended.

     I hereby give and grant to said attorneys and agents, and 
each of them, full power and authority generally to do and 
perform all acts and things necessary to be done in the premises 
as fully and effectually in all respects as I could do if 
personally present; and I hereby ratify and confirm all that said 
attorneys and agents, and each of them, shall do or cause to be 
done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand and seal 
this 17th day of March, 1999. 

                              /s/ Stephen M. Wolf
                              ------------------------------
                              Stephen M. Wolf




                        POWER OF ATTORNEY
                        -----------------

     KNOW ALL MEN BY THESE PRESENTS, THAT I, Mathias J. DeVito, 
Director of US Airways, Inc., (the "Company"), do hereby appoint 
Lawrence M. Nagin and Thomas A. Mutryn, and each of them (with 
full power to each of them to act alone), attorney and agent for 
me and in my name and on my behalf to sign any Annual Report on 
Form 10-K of the Company for the year ended December 31, 1998 and 
any amendments or supplements thereto which shall be filed with 
the Securities and Exchange Commission under the Securities and 
Exchange Act of 1934, as amended.

     I hereby give and grant to said attorneys and agents, and 
each of them, full power and authority generally to do and 
perform all acts and things necessary to be done in the premises 
as fully and effectually in all respects as I could do if 
personally present; and I hereby ratify and confirm all that said 
attorneys and agents, and each of them, shall do or cause to be 
done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand and seal 
this 17th day of March, 1999. 

                         /s/ Mathias J. DeVito 
                         ------------------------------
                         Mathias J. DeVito





                        POWER OF ATTORNEY
                        -----------------

     KNOW ALL MEN BY THESE PRESENTS, THAT I, Peter M. George, 
Director of US Airways, Inc., (the "Company"), do hereby appoint 
Lawrence M. Nagin and Thomas A. Mutryn, and each of them (with 
full power to each of them to act alone), attorney and agent for 
me and in my name and on my behalf to sign any Annual Report on 
Form 10-K of the Company for the year ended December 31, 1998 and 
any amendments or supplements thereto which shall be filed with 
the Securities and Exchange Commission under the Securities and 
Exchange Act of 1934, as amended.

     I hereby give and grant to said attorneys and agents, and 
each of them, full power and authority generally to do and 
perform all acts and things necessary to be done in the premises 
as fully and effectually in all respects as I could do if 
personally present; and I hereby ratify and confirm all that said 
attorneys and agents, and each of them, shall do or cause to be 
done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand and seal 
this 17th day of March, 1999. 

                              /s/ Peter M. George
                              ------------------------------
                              Peter M. George





                        POWER OF ATTORNEY
                        -----------------

     KNOW ALL MEN BY THESE PRESENTS, THAT I, George J. W. 
Goodman, Director of US Airways, Inc., (the "Company"), do hereby 
appoint Lawrence M. Nagin and Thomas A. Mutryn, and each of them 
(with full power to each of them to act alone), attorney and 
agent for me and in my name and on my behalf to sign any Annual 
Report on Form 10-K of the Company for the year ended December 
31, 1998 and any amendments or supplements thereto which shall be 
filed with the Securities and Exchange Commission under the 
Securities and Exchange Act of 1934, as amended.

     I hereby give and grant to said attorneys and agents, and 
each of them, full power and authority generally to do and 
perform all acts and things necessary to be done in the premises 
as fully and effectually in all respects as I could do if 
personally present; and I hereby ratify and confirm all that said 
attorneys and agents, and each of them, shall do or cause to be 
done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand and seal 
this 17th day of March, 1999. 

                              /s/ George J.W. Goodman
                              ------------------------------ 
                              George J.W. Goodman







                        POWER OF ATTORNEY
                        -----------------

     KNOW ALL MEN BY THESE PRESENTS, THAT I, John W. Harris, 
Director of US Airways, Inc., (the "Company"), do hereby appoint 
Lawrence M. Nagin and Thomas A. Mutryn, and each of them (with 
full power to each of them to act alone), attorney and agent for 
me and in my name and on my behalf to sign any Annual Report on 
Form 10-K of the Company for the year ended December 31, 1998 and 
any amendments or supplements thereto which shall be filed with 
the Securities and Exchange Commission under the Securities and 
Exchange Act of 1934, as amended.

     I hereby give and grant to said attorneys and agents, and 
each of them, full power and authority generally to do and 
perform all acts and things necessary to be done in the premises 
as fully and effectually in all respects as I could do if 
personally present; and I hereby ratify and confirm all that said 
attorneys and agents, and each of them, shall do or cause to be 
done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand and seal 
this 17th day of March, 1999. 

                              /s/ John W. Harris
                              ------------------------------
                              John W. Harris





                        POWER OF ATTORNEY
                        -----------------

     KNOW ALL MEN BY THESE PRESENTS, THAT I, Edward A. Horrigan, 
Jr., Director of US Airways, Inc., (the "Company"), do hereby 
appoint Lawrence M. Nagin and Thomas A. Mutryn, and each of them 
(with full power to each of them to act alone), attorney and 
agent for me and in my name and on my behalf to sign any Annual 
Report on Form 10-K of the Company for the year ended December 
31, 1998 and any amendments or supplements thereto which shall be 
filed with the Securities and Exchange Commission under the 
Securities and Exchange Act of 1934, as amended.

     I hereby give and grant to said attorneys and agents, and 
each of them, full power and authority generally to do and 
perform all acts and things necessary to be done in the premises 
as fully and effectually in all respects as I could do if 
personally present; and I hereby ratify and confirm all that said 
attorneys and agents, and each of them, shall do or cause to be 
done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand and seal 
this 17th day of March, 1999. 

                              /s/ Edward A. Horrigan, Jr
                              ------------------------------
                              Edward A. Horrigan, Jr






                        POWER OF ATTORNEY
                        -----------------

     KNOW ALL MEN BY THESE PRESENTS, THAT I, Robert L. Johnson, 
Director of US Airways, Inc., (the "Company"), do hereby appoint 
Lawrence M. Nagin and Thomas A. Mutryn, and each of them (with 
full power to each of them to act alone), attorney and agent for 
me and in my name and on my behalf to sign any Annual Report on 
Form 10-K of the Company for the year ended December 31, 1998 and 
any amendments or supplements thereto which shall be filed with 
the Securities and Exchange Commission under the Securities and 
Exchange Act of 1934, as amended.

     I hereby give and grant to said attorneys and agents, and 
each of them, full power and authority generally to do and 
perform all acts and things necessary to be done in the premises 
as fully and effectually in all respects as I could do if 
personally present; and I hereby ratify and confirm all that said 
attorneys and agents, and each of them, shall do or cause to be 
done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand and seal 
this 17th day of March, 1999. 

                              /s/ Robert L. Johnson
                              ------------------------------
                              Robert L. Johnson







                        POWER OF ATTORNEY
                        -----------------

     KNOW ALL MEN BY THESE PRESENTS, THAT I, Robert LeBuhn, 
Director of US Airways, Inc., (the "Company"), do hereby appoint 
Lawrence M. Nagin and Thomas A. Mutryn, and each of them (with 
full power to each of them to act alone), attorney and agent for 
me and in my name and on my behalf to sign any Annual Report on 
Form 10-K of the Company for the year ended December 31, 1998 and 
any amendments or supplements thereto which shall be filed with 
the Securities and Exchange Commission under the Securities and 
Exchange Act of 1934, as amended.

     I hereby give and grant to said attorneys and agents, and 
each of them, full power and authority generally to do and 
perform all acts and things necessary to be done in the premises 
as fully and effectually in all respects as I could do if 
personally present; and I hereby ratify and confirm all that said 
attorneys and agents, and each of them, shall do or cause to be 
done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand and seal 
this 17th day of March, 1999. 

                              /s/ Robert LeBuhn
                              ------------------------------
                              Robert LeBuhn







                        POWER OF ATTORNEY
                        -----------------

     KNOW ALL MEN BY THESE PRESENTS, THAT I, John G. Medlin, Jr., 
Director of US Airways, Inc., (the "Company"), do hereby appoint 
Lawrence M. Nagin and Thomas A. Mutryn, and each of them (with 
full power to each of them to act alone), attorney and agent for 
me and in my name and on my behalf to sign any Annual Report on 
Form 10-K of the Company for the year ended December 31, 1998 and 
any amendments or supplements thereto which shall be filed with 
the Securities and Exchange Commission under the Securities and 
Exchange Act of 1934, as amended.

     I hereby give and grant to said attorneys and agents, and 
each of them, full power and authority generally to do and 
perform all acts and things necessary to be done in the premises 
as fully and effectually in all respects as I could do if 
personally present; and I hereby ratify and confirm all that said 
attorneys and agents, and each of them, shall do or cause to be 
done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand and seal 
this 17th day of March, 1999. 

                              /s/ John G. Medlin, Jr.
                              ------------------------------
                              John G. Medlin, Jr.






                        POWER OF ATTORNEY
                        -----------------

     KNOW ALL MEN BY THESE PRESENTS, THAT I, Hanne M. Merriman, 
Director of US Airways, Inc., (the "Company"), do hereby appoint 
Lawrence M. Nagin and Thomas A. Mutryn, and each of them (with 
full power to each of them to act alone), attorney and agent for 
me and in my name and on my behalf to sign any Annual Report on 
Form 10-K of the Company for the year ended December 31, 1998 and 
any amendments or supplements thereto which shall be filed with 
the Securities and Exchange Commission under the Securities and 
Exchange Act of 1934, as amended.

     I hereby give and grant to said attorneys and agents, and 
each of them, full power and authority generally to do and 
perform all acts and things necessary to be done in the premises 
as fully and effectually in all respects as I could do if 
personally present; and I hereby ratify and confirm all that said 
attorneys and agents, and each of them, shall do or cause to be 
done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand and seal 
this 17th day of March, 1999. 

                              /s/ Hanne M. Merriman
                              ------------------------------
                              Hanne M. Merriman





                        POWER OF ATTORNEY
                        -----------------

     KNOW ALL MEN BY THESE PRESENTS, THAT I, Raymond W. Smith, 
Director of US Airways, Inc., (the "Company"), do hereby appoint 
Lawrence M. Nagin and Thomas A. Mutryn, and each of them (with 
full power to each of them to act alone), attorney and agent for 
me and in my name and on my behalf to sign any Annual Report on 
Form 10-K of the Company for the year ended December 31, 1998 and 
any amendments or supplements thereto which shall be filed with 
the Securities and Exchange Commission under the Securities and 
Exchange Act of 1934, as amended.

     I hereby give and grant to said attorneys and agents, and 
each of them, full power and authority generally to do and 
perform all acts and things necessary to be done in the premises 
as fully and effectually in all respects as I could do if 
personally present; and I hereby ratify and confirm all that said 
attorneys and agents, and each of them, shall do or cause to be 
done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand and seal 
this 17th day of March, 1999. 

                              /s/ Raymond W. Smith
                              ------------------------------
                              Raymond W. Smith