<PAGE>

                                  FORM 10-K/A
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                  For the fiscal year ended December 31, 2000

    [_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

    For the transition period from __________________ to___________________

                       Commission file number: 000-23447

                          MIDWAY AIRLINES CORPORATION

             (Exact name of registrant as specified in its charter)

                  DELAWARE                                36-3915637
     (State or other jurisdiction of                   (I.R.S. Employer
      incorporation or organization)                  Identification No.)

                          2801 SLATER ROAD, SUITE 200
                       MORRISVILLE, NORTH CAROLINA 27560
                    (Address of principal executive offices)
                                   (Zip Code)
                                  919-595-6000
              (Registrant's telephone number, including area code)

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


          Securities registered pursuant to Section 12(g) of the Act:

                         Common stock, par
                         value $0.01
                         (Title of class)

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.

                           Yes   X    No  ___
                                ---

Indicate by checkmark 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 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. __

Aggregate approximate market value of voting stock held by non-affiliates as of
March 28, 2001 (based on the closing sale price for such shares as reported by
NASDAQ): $54.1 MILLION

As of March 28, 2001 there were 15,174,755 shares of Common Stock, $.01 par
value, of the registrant outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Document Incorporated                             Part of Form 10-K
---------------------                             -----------------

Proxy Statement for 2001                          Part III, Items 10-13
Annual Meeting of Shareholders
<PAGE>

PART IV

Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K

 (a)(1)  Financial Statements:

 See Item 8 for audited consolidated financial statements.

 (a)(2)  Financial Statement Schedules

 Schedule II - Valuation and Qualifying Accounts


<TABLE>
<CAPTION>
                                            Balance at     Additions     Deductions         Balance
                                            Beginning         to            from           at End of
                                            of Period      Reserves       Reserves          Period
                                            ----------     ---------     --------------    ---------

                                                            (dollars in thousands)
<S>                                         <C>             <C>          <C>               <C>
Year ended December 31, 2000
  Allowance for doubtful accounts              $1,613          $289         $1,645(1)       $  257
Year ended December 31, 1999
  Allowance for doubtful accounts              $1,624          $147         $  158          $1,613
Year ended December 31, 1998
 Allowance for doubtful accounts               $1,673          $ 26         $   75          $1,624
</TABLE>

     (1)  In 2000, the Company wrote off a fully reserved balance of $1.6
million from 1997 against the related receivable.

Other schedules have been omitted because they are inapplicable, immaterial, or
not required, or the information is included in the audited consolidated
financial statements or notes thereto.

 (b) Reports on Form 8-K:

     None



 (c) Exhibits:

The Exhibits filed or incorporated by reference herewith are as specified in the
Exhibit Index.

                                                                               1
<PAGE>

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities and
Exchange Act of 1934, the registrant has duly caused this Report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                   Midway Airlines Corporation
                                   Corporation Registrant

April 11, 2001                     By /s/ STEVEN WESTBERG
                                   Steven Westberg
                                   Executive Vice President and General Manager

                                                                               2
<PAGE>

                                 EXHIBIT INDEX
                          MIDWAY AIRLINES CORPORATION
                          ANNUAL REPORT ON FORM 10-K
                  FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000

                                 EXHIBIT INDEX

NO.      DESCRIPTION
---      -----------

3.1+     Amended and Restated Certificate of Incorporation.

3.2+     Amended and Restated By-laws.

4.1+     Form of Common Stock Certificate.

4.2+     See Exhibits 3.1 and 3.2 for provisions of the Amended and Restated
         Certificate of Incorporation and Amended and Restated By-laws of Midway
         Airlines Corporation defining the rights of the holders of Common
         Stock.

4.3+++   Form of Trust Indenture and Security Agreement between Midway Airlines
         Corporation and The First National Bank of Maryland as Indenture
         Trustee.

4.4+++   Form of Promissory Note from Midway Airlines Corporation to Canadian
         Regional Aircraft Finance Transaction No. 1 Limited.

4.5+     Stockholders Agreement dated February 11, 1997.

4.6++    Pass Through Trust Agreement, (1A-S), dated as of August 13, 1998,
         between Midway Airlines Corporation and The First National Bank of
         Maryland, as Trustee, made with respect to the formation of Midway
         Airlines Pass Through Trust, Series 1998-1 (1A-S) and the issuance of
         7.14% Midway Airlines Corporation Pass Through Trust, Series 1998-1
         (1A-S) Pass Through Certificate representing fractional undivided
         interests in the Trust (including form of Class A Certificate).

4.7++    Pass Through Trust Agreement, (1A-O), dated as of August 13, 1998,
         between Midway Airlines Corporation and The First National Bank of
         Maryland, as Trustee, made with respect to the formation of Midway
         Airlines Pass Through Trust, Series 1998-1 (1A-O) and the issuance of
         7.14% Midway Airlines Corporation Pass Through Trust, Series 1998-1
         (1A-O) Pass Through Certificate representing fractional undivided
         interests in the Trust (including form of Class A Certificate).

4.8++    Pass Through Trust Agreement, (1B-S), dated as of August 13, 1998,
         between Midway Airlines Corporation and The First National Bank of
         Maryland, as Trustee, made with respect to the formation of Midway
         Airlines Pass Through Trust, Series 1998-1 (1B-S) and the issuance of
         8.14% Midway Airlines Corporation Pass Through Trust, Series 1998-1
         (1B-S) Pass Through Certificate representing fractional undivided
         interests in the Trust (including form of Class B Certificate).

4.9++    Pass Through Trust Agreement, (1B-O), dated as of August 13, 1998,
         between Midway Airlines Corporation and The First National Bank of
         Maryland, as Trustee, made with respect to the formation of Midway
         Airlines Pass Through Trust, Series 1998-1 (1B-O) and the issuance of
         8.14% Midway Airlines Corporation Pass Through Trust, Series 1998-1
         (1B-O) Pass Through Certificate representing fractional undivided
         interests in the Trust (including form of Class B Certificate).

4.10++   Pass Through Trust Agreement, (1C-S), dated as of August 13, 1998,
         between Midway Airlines Corporation and The First National Bank of
         Maryland, as Trustee, made with respect to the formation of Midway
         Airlines Pass Through Trust, Series 1998-1 (1C-S) and the issuance of
         8.92% Midway Airlines Corporation Pass

                                                                               3
<PAGE>

         Through Trust, Series 1998-1 (1C-S) Pass Through Certificate
         representing fractional undivided interests in the Trust (including
         form of Class C Certificate).

4.11++   Pass Through Trust Agreement, (1C-O), dated as of August 13, 1998,
         between Midway Airlines Corporation and The First National Bank of
         Maryland, as Trustee, made with respect to the formation of Midway
         Airlines Pass Through Trust, Series 1998-1 (1C-O) and the issuance of
         8.92% Midway Airlines Corporation Pass Through Trust, Series 1998-1
         (1C-O) Pass Through Certificate representing fractional undivided
         interests in the Trust (including form of Class C Certificate).

4.12++   Pass Through Trust Agreement, (1D-S), dated as of August 13, 1998,
         between Midway Airlines Corporation and The First National Bank of
         Maryland, as Trustee, made with respect to the formation of Midway
         Airlines Pass Through Trust, Series 1998-1 (1D-S) and the issuance of
         8.86% Midway Airlines Corporation Pass Through Trust, Series 1998-1
         (1D-S) Pass Through Certificate representing fractional undivided
         interests in the Trust (including form of Class D Certificate).

4.13++   Pass Through Trust Agreement, (1D-O), dated as of August 13, 1998,
         between Midway Airlines Corporation and The First National Bank of
         Maryland, as Trustee, made with respect to the formation of Midway
         Airlines Pass Through Trust, Series 1998-1 (1D-O) and the issuance of
         8.86% Midway Airlines Corporation Pass Through Trust, Series 1998-1
         (1D-O) Pass Through Certificate representing fractional undivided
         interests in the Trust (including form of Class D Certificate).

4.14++   Note Purchase Agreement, dated as of August 13, 1998, between Midway
         Airlines Corporation and The First Bank of Maryland, as Trustee, The
         First National Bank of Maryland, as Pass Through Trustee under each of
         the Pass Through Trust Agreements, The First National Bank of Maryland,
         as Subordination Agent, First Union Trust Company, National
         Association, as Escrow Agent and The First National Bank of Maryland,
         as Paying Agent.

4.15++   Deposit Agreement, (Class A), dated as of August 13, 1998, between
         First Union Trust Company, National Association as Escrow Agent and
         First Union National Bank as Depositary.

4.16++   Deposit Agreement, (Class B), dated as of August 13, 1998, between
         First Union Trust Company, National Association as Escrow Agent and
         First Union National Bank as Depositary.

4.17++   Deposit Agreement, (Class C), dated as of August 13, 1998, between
         First Union Trust Company, National Association as Escrow Agent and
         First Union National Bank as Depositary.

4.18++   Deposit Agreement, (Class D), dated as of August 13, 1998, between
         First Union Trust Company, National Association as Escrow Agent and
         First Union National Bank as Depositary.

4.19++   Irrevocable Revolving Credit Agreement, (Class-A Certificates), dated
         as of August 13, 1998, between The First National Bank of Maryland, not
         in its individual capacity but solely as Subordination Agent, as agent
         and trustee for the Midway Airlines 1998-1A Pass Through Trust, as
         Borrower and ABN AMRO Bank N.V., Chicago Branch as Liquidity Provider.

4.20++   Irrevocable Revolving Credit Agreement, (Class-B Certificates), dated
         as of August 13, 1998, between The First National Bank of Maryland, not
         in its individual capacity but solely as Subordination Agent, as agent
         and trustee for the Midway Airlines 1998-1B Pass Through Trust, as
         Borrower and ABN AMRO Bank N.V., Chicago Branch as Liquidity Provider.

4.21++   Irrevocable Revolving Credit Agreement, (Class-C Certificates), dated
         as of August 13, 1998, between The First National Bank of Maryland, not
         in its individual capacity but solely as Subordination Agent, as agent
         and trustee for the Midway Airlines 1998-1C Pass Through Trust, a
         Borrower and ABN AMRO Bank N.V., Chicago Branch as Liquidity Provider.

4.22++   Intercreditor Agreement, dated as of August 13, 1998 among The First
         National Bank of Maryland, not in its individual capacity but solely as
         Trustee under the Midway Airlines Pass Through Trust 1998-1A, Midway

                                                                               4
<PAGE>

         Airlines Pass Through Trust 1998-1B, Midway Airlines Pass Through 1998-
         1C and Midway Airlines Pass Through Trust 1998-1D, ABN AMRO Bank, N.V.
         Chicago Branch as Class A Liquidity Provider, Class B Liquidity
         Provider and Class C Liquidity Provider and The First National Bank of
         Maryland not in its individual capacity except as expressly set forth
         herein but solely as Subordination Agent and trustee thereunder.

4.23++   Escrow and Paying Agent Agreement, (Class A), dated as of August
         13,1998 among First Union Trust Company, National Association as Escrow
         Agent, Morgan Stanley & Co. Incorporated and Credit Suisse First Boston
         Corporation as Initial Purchasers, The First National Bank of Maryland
         not in its individual capacity, but solely as Pass Through Trustee for
         and on behalf of Midway Airlines Pass Through Trust 1998-Paying Agent.

4.24++   Escrow and Paying Agent Agreement, (Class B), dated as of August 13,
         1998 among First Union Trust Company, National Association as Escrow
         Agent, Morgan Stanley & Co. Incorporated and Credit Suisse First Boston
         Corporation as Initial Purchasers, The First National Bank of Maryland
         not in its individual capacity, but solely as Pass Through Trustee for
         and on behalf of Midway Airlines Pass Through Trust 1998-1B-O as Pass
         Through Trustee and The First National Bank of Maryland as Paying
         Agent.

4.25++   Escrow and Paying Agent Agreement, (Class C), dated as of August 13,
         1998 among First Union Trust Company, National Association as Escrow
         Agent, Morgan Stanley & Co. Incorporated and Credit Suisse First Boston
         Corporation as Initial Purchasers, The First National Bank of Maryland
         not in its individual capacity, but solely as Pass Through Trustee for
         and on behalf of Midway Airlines Pass Through Trust 1998-1C-O as Pass
         Through Trustee and The First National Bank of Maryland as Paying
         Agent.

4.26++   Escrow and Paying Agent Agreement, (Class D), dated as of August 13,
         1998 among First Union Trust Company, National Association as Escrow
         Agent, Morgan Stanley & Co. Incorporated and Credit Suisse First Boston
         Corporation as Initial Purchasers, The First National Bank of Maryland
         not in its individual capacity, but solely as Pass Through Trustee for
         and on behalf of Midway Airlines Pass Through Trust 1998-1D-O as Pass
         Through Trustee and The First National Bank of Maryland as Paying
         Agent.

4.27     [INTENTIONALLY OMITTED]

 4.28    [INTENTIONALLY OMITTED]

 4.29### Pass Through Trust Agreement, dated as of September 27, 2000, between
         Midway Airlines Corporation and ALLFIRST Bank, as Trustee, is made with
         respect to the formation of Midway Airlines 2000-1A Pass Through Trust
         and the issuance of 8.82% Midway Airlines 2000-1A Pass Through
         Certificates representing fractional undivided interests in the Trust.

 4.30### Pass Through Trust Agreement, dated as of September 27, 2000, between
         Midway Airlines Corporation, and ALLFIRST Bank, as Trustee, is made
         with respect to the formation of Midway Airlines 2000-1B Pass Through
         Trust and the issuance of 10.07% Midway Airlines 2000-1B Pass Through
         Certificates representing fractional undivided interests in the Trust.

 4.31### Pass Through Trust Agreement, dated as of September 27, 2000, between
         Midway Airlines Corporation and ALLFIRST Bank, as Trustee, is made with
         respect to the formation of Midway Airlines 2000-1C Pass Through Trust
         and the issuance of 11.19% Midway Airlines 2000-1C Pass Through
         Certificates representing fractional undivided interests in the Trust.

10.1++   See Exhibits 4.3 and 4.4 for Form of Promissory Note and Form of Trust
         Indenture and Security Agreement.

10.2+++  Midway Airlines Corporation 1997 Stock Option Plan and Form of Stock
         Option Agreement related thereto.

                                                                               5

<PAGE>

10.3     [Intentionally Omitted]

10.4     [Intentionally Omitted]

10.5*+   Aircraft Operating Lease Agreement No. AOLAF-113 dated as of November
         11, 1993 between FSBU and Midway Airlines Corporation, with amendments
         attached thereto.

10.6*+   Aircraft Operating Lease Agreement No. AOLAF-114 dated as of November
         11, 1993 between FSBU and Midway Airlines Corporation, with amendments
         attached thereto.

10.7*+   Aircraft Operating Lease Agreement No. AOLAF-115-A dated as of July 10,
         1995 between Wings Aircraft Finance, Inc. ("Wings") and Midway Airlines
         Corporation, with amendments attached thereto.

10.8*+   Aircraft Operating Lease Agreement No. AOLAF-116-A dated as of July 10,
         1995 between Wings and Midway Airlines Corporation, with amendments
         attached thereto.

10.9*+   Aircraft Operating Lease Agreement No. AOLAF-117-A dated as of July 10,
         1995 between Wings and Midway Airlines Corporation, with amendments
         attached thereto.

10.10*+  Aircraft Operating Lease Agreement No. AOLAF-118-A dated as July 10,
         1995 between Wings and Midway Airlines Corporation, with amendments
         attached thereto.

10.11    [Intentionally Omitted]

10.12    [Intentionally Omitted]

10.13    [Intentionally Omitted]

10.14    [Intentionally Omitted]

10.15    [Intentionally Omitted]

10.16*+  Airbus A-320-200 Purchase Agreement dated as of March 17, 1995 between
         AVSA. S.A.R.L. ("AVSA") and Midway Airlines Corporation with Amendment
         Nos. 1 through 6 thereto. Letter Agreement No. 2 Re: Purchase
         Incentives and Miscellaneous Matters, as amended Letter Agreement No. 3
         Re: Option Aircraft, as amended Letter Agreement Re: Financial Matters
         with Amendment No. 4 thereto.

10.17*+  Agreement of Sublease dated as of January 18, 1995 between American
         Airlines, Inc. ("AA") and Midway Airlines Corporation, with amendments
         attached thereto.

10.18*+  AAdvantage(R) Participating Carrier Agreement dated as of January 18,
         1995 between AA and Midway Airlines Corporation, with amendments
         attached thereto.

10.19*+  Secured Promissory Note dated February 7, 1997 from Midway Airlines
         Corporation to AA.

10.20*+  February 10, 1997 Letter Agreement between American Airlines, Inc. and
         Midway Airlines Corporation with Exhibits A and C through I thereto.

10.21    [Intentionally Omitted]

10.22*+  Purchase Agreement between Bombardier Inc. and Midway Airlines
         Corporation dated September 17, 1997 with Letter Agreements 001 through
         011.

10.23*+  Services and Licenses Agreement between Midway Airlines Corporation and
         Airline Management Services, Inc. dated as of December 7, 1995 with
         Annex A thereto.

                                                                               6
<PAGE>

10.24*+  Letter Agreement dated as of July 1, 1996 between Fokker Services, Inc.
         and Midway Airlines Corporation.

10.25    [Intentionally Omitted.]

10.26+   Warrant to Purchase Shares of Common Stock of Midway Airlines
         Corporation dated February 11, 1997 issued by Midway Airlines
         Corporation in favor of AMR Corporation.

10.27    [Intentionally Omitted.]

10.28*+  General Terms of Sale between IAE International Aero Engines AG and
         Midway Airlines Corporation dated May 17, 1995 with Side Letter Number
         1 and Side Letter Number 2 thereto.

10.29    [Intentionally Omitted]

10.30*+  Promissory Note dated February 11, 1997 made by Midway Airlines
         Corporation to Daimler Benz Aerospace A.G.

10.31+   Severance Agreement and Other Matters made as of February 11, 1997
         between Robert R. Ferguson III and Midway Airlines Corporation.

10.32+   Employment Agreement dated as of July 15, 1996 between Steven Westberg
         and Midway Airlines Corporation, with amendments attached thereto.

10.33+   Employment Agreement dated as of July 15, 1996 between Jonathan S.
         Waller and Midway Airlines Corporation, with amendments attached
         thereto.

10.34    [Intentionally Omitted.]

10.35    [Intentionally Omitted.]

10.36+   Option to Purchase Shares of Common Stock of Midway Airlines
         Corporation dated as of February 11, 1997 issued by Midway Airlines
         Corporation in favor of Robert R. Ferguson III.

10.37+   Agreement and Plan of Merger dated as of January 17, 1997 by and among
         Midway Airlines Corporation, GoodAero, Inc., James H. Goodnight, Ph.D,
         John P. Sall and the Zell/Chilmark Fund L.P., with amendments attached
         thereto.

10.38    [Intentionally Omitted.]

10.39    [Intentionally Omitted]

10.40    [Intentionally Omitted.]

10.41*+  AAirpass Agreement dated as of March 2, 1995 between American Airlines
         Inc. and Midway Airlines Corporation.

10.42*+  Engine Lease Agreement dated September 11, 1997 between RRPF Engine
         Leasing Limited and Midway Airlines Corporation.

10.43+   Option to Purchase Shares of Common Stock of Midway Airlines
         Corporation dated as of February 11, 1997 issued by Midway Airlines
         Corporation in favor of Steven Westberg.

10.44+   Option to Purchase Shares of Common Stock of Midway Airlines
         Corporation dated as of February 11, 1997 issued by Midway Airlines
         Corporation in favor of Jonathan S. Waller.

10.45    [Intentionally Omitted.]

                                                                               7
<PAGE>

10.46+ Option to Purchase Shares of Common Stock of Midway Airlines Corporation
       dated as of February 11, 1997 issued by Midway Airlines Corporation in
       favor of Thomas Duffy, Jr.

10.47  [Intentionally Omitted]

10.48*+Agreement, executed September and November 1997, between Rolls-Royce
       Canada Limited and Midway Airlines Corporation.

10.49++Purchase Agreement, dated as of August 6, 1998, by and among Midway
       Airlines Corporation, Morgan Stanley & Co. Incorporated and Credit Suisse
       First Boston Corporation.

10.50*+@Participation Agreement dated as of September 10, 1998 among Midway
       Airlines Corporation as Lessee, NCC Charlie Company as Owner Participant,
       First Union Trust Company, National Association not in its individual
       capacity (except as otherwise expressly set forth herein) but solely as
       Owner Trustee, The First National Bank of Maryland as Indenture Trustee,
       The First National Bank of Maryland as Pass-Through Trustee and The First
       National Bank of Maryland as Subordination Agent. Midway Airlines
       Corporation is a party to seven additional Participation Agreements which
       are substantially identical in all material respects except as indicated
       on the exhibit.

10.51++@ Trust Agreement dated as of September 10, 1998 between NCC Charlie
       Company as Owner Participant and First Union Trust Company, National
       Association as Owner Trustee. There are seven additional Trust Agreements
       which are substantially identical in all material respects except as
       indicated on the exhibit.

10.52++@ Trust Indenture and Security Agreement dated as of September 10, 1998
       between First Union Trust Company, National Association not in its
       individual capacity except as expressly provided herein but solely as
       Owner Trustee and The First National Bank of Maryland as Indenture
       Trustee. There are seven additional Trust Indenture and Security
       Agreements which are substantially identical in all material respects
       except as indicated on the exhibit.

10.53++@ Indenture Supplement No. 1 dated as of September 30, 1998 of First
       Union Trust Company, National Association, a national banking
       association, not in its individual capacity but solely as Owner Trustee.
       There are seven additional Indenture Supplements No. 1 which are
       substantially identical in all material respects except as indicated on
       the exhibit.

10.54*+@ Lease Agreement dated as of September 10, 1998 between First Union
       Trust Company, National Association as Owner Trustee and Lessor and
       Midway Airlines Corporation as Lessee. Midway Airlines Corporation is a
       party to seven additional Leases which are substantially identical in all
       material respects except as indicated on the exhibit.

10.55++@ Lease Supplement No. 1 dated as of September 10, 1998 between First
       Union Trust Company, National Association not in its individual capacity
       but solely as Owner Trustee except as otherwise provided therein, the
       Lessor and Midway Airlines Corporation, as Lessee. Midway Airlines
       Corporation is a party to seven additional Lease Supplements No. 1 which
       are substantially identical in all material respects except as indicated
       on the exhibit.

10.56++@ Purchase Agreement Assignment and Aircraft Manufacturer's Consent dated
        as of September 10, 1998 between Midway Airlines Corporation as Assignor
        and First Union Trust Company, National Association as Assignee. Midway
        Airlines Corporation is a party to seven additional Purchase Agreement
        Assignment and Aircraft Manufacturer's Consents which are substantially
        identical in all material respects except as indicated on the exhibit.

10.57++@ Engine Warranty Assignment and Engine Manufacturer's Consent dated as
       of September 10, 1998 between Midway Airlines Corporation, First Union
       Trust Company, National Association not in its individual capacity but
       solely as Owner Trustee and General Electric Company. Midway Airlines
       Corporation is a party to seven

                                                                               8

<PAGE>

       additional Engine Warranty Assignment and Engine Manufacturer's Consents
       which are substantially identical in all material respects except as
       indicated on the exhibit.

10.58++General Terms Agreement between General Electric Company and Midway
       Airlines Corporation.

10.59++Concourse Lakeside Lease Agreement by and between Concourse Lakeside I,
       LLC, as Landlord, and Midway Airlines Corporation, as Tenant.

10.60## Participation Agreement [N586ML] dated as of December 10, 1999 among
       Midway Airlines Corporation, as Lessee, ICX Corporation, as Owner
       Participant and First Union Trust Company, National Association, not in
       its individual capacity (except as otherwise expressly set forth herein)
       but solely as Owner Trustee.

10.61##Trust Agreement [N586ML] dated as of December 10, 1999 between ICX
       Corporation, as Owner Participant and First Union Trust Company, as
       Owner Trustee.

10.62##*Lease Agreement [N586ML] dated as of December 10, 1999 between First
       Union Trust Company, National Association, as Owner Trustee and Lessor
       and Midway Airlines Corporation, as Lessee.

10.63##Lease Supplement No. 1 [N586ML] dated as of December 15, 1999 between
       First Union Trust Company, National Association, not in its individual
       capacity (except as otherwise expressly set forth herein) but solely as
       Owner Trustee, the Lessor and Midway Airlines Corporation, as Lessee.

10.64##Purchase Agreement Assignment and Aircraft Manufacturer's Consent and
       Agreement [N586ML] dated as of December 10, 1999 between Midway Airlines
       Corporation, as Assignor and First Union Trust Company, National
       Association, not in its individual capacity by solely as owner Trustee,
       as Assignee.

10.65##Engine Warranty Assignment and Engine Manufacturer's Consent and
       Agreement [N586ML] between Midway Airlines Corporation, as Assignor and
       First Union Trust Company, National Association, not in its individual
       capacity but solely as Owner Trustee, as Assignee.

10.66##*Lease Agreement [N587ML] dated as of December 30, 1999 between Fleet
       National Bank, as Lessor and Midway Airlines Corporation, as Lessee.

10.67##Lease Supplement No. 1 [N587ML] dated as of December 30, 1999 between
       Fleet National Bank.

10.68##Supplemental Agreement [N587ML] dated as of December 30, 1999 between
       Midway Airlines Corporation, as Lessee and Fleet National Bank, as
       Lessor.

10.69##Purchase Agreement Assignment and Aircraft Manufacturer's Consent and
       Agreement [N587ML] dated as of December 30, 1999 between Midway
       Airlines Corporation, as Assignor and Fleet National Bank, as Assignee.

10.70##Engine Warranty Assignment and Engine Manufacturer's Consent and
       Agreement [N587ML] dated as of December 30, 1999 between Midway
       Airlines Corporation, as Assignor and Fleet National Bank, as Assignee.

10.71##*Loan Agreement dated as of December 30, 1999 between Midway Airlines
       Corporation, as Borrower and Fleet Capital Corporation, as Lender.

10.72##Engine Security Agreement dated as of December 30, 1999 between Midway
       Airlines Corporation, as Borrower and Fleet Capital Corporation, as
       Lender.

10.73##Engine Security Agreement Supplement dated as of January 25, 2000
       between Midway Airlines Corporation as Borrower and Fleet Capital
       Corporation, as Lender.

10.74##* Loan Agreement dated as of December 22, 1999 between Midway Airlines
       Corporation, as Borrower and General Electric Capital Corporation, as
       Lender.

                                                                               9
<PAGE>

10.75##* Consent and Agreement dated as of December 22, 1999 among Midway
       Airlines Corporation, General Electric Capital Corporation, as Assignee
       and The Boeing Company, as Manufacturer.

10.76##* Security Agreement and Collateral Assignment of Purchase Agreement
       dated as of December 22, 1999 between Midway Airlines Corporation, as
       Assignor and General Electric Capital Corporation, as Assignee.

10.77##* Return Compensation Agreement dated as of December 6, 1999 between
       First Security Bank, N.A. not in its individual capacity , but solely
       as Owner Trustee, as Lessor, Midway Airlines Corporation, as Lessee and
       debis AirFinance B.V., as Beneficial Owner.

10.78##* Option Agreement dated as of December 6, 1999 between First Security
       Bank, N.A. not in its individual capacity, but solely as Owner Trustee,
       as Lessor, Midway Airlines Corporation, as Lessee, and debis AirFinance
       B.V. as Beneficial Owner.

10.79##* Lease Termination and Compensation Agreement between First Security
       Bank, N.A. not in its individual capacity but solely as Owner Trustee,
       as Lessor, Midway Airlines Corporation, as Lessee, and debis AirFinance
       B.V. as Beneficial Owner.

10.80##* Letter Agreement No. 6-1162-CPJ-385 dated as of December 15, 1999
       between The Boeing Company and Midway Airlines Corporation.

10.81##Fifth Amendment of Agreement of Sublease between American Airlines,
       Inc. and Midway Airlines Corporation, as Lessee.

10.82##* Contract Change orders No. 1, No. 3, No. 4, No. 5, No. 6, No. 7, No.
       8 and No. 9 between Bombardier Inc. and Midway Airlines Corporation.

10.83##* Secured Promissory Note dated December 30, 1999 from Midway Airlines
       Corporation to Fleet Capital Corporation.

10.84##* Secured Promissory Note dated January 25, 2000 from Midway Airlines
       Corporation to Fleet Capital Corporation.

10.85# @@ Participation Agreement [N583ML] dated as of August 10, 1999 among
       Midway Airlines Corporation as Lessee, Polaris Holding Company as Owner
       Participant, First Union Trust Company, National Association not in its
       individual capacity (except otherwise expressly set forth herein) but
       solely as Owner Trustee, ALLFIRST Bank as Indenture Trustee, and Canadian
       Regional Aircraft Finance Transaction No. 1 Limited, as Loan Participant.
       Midway Airlines Corporation is a party to two additional Participation
       Agreements which are substantially identical in all material respects
       except as indicated on the exhibit.

10.86# @@ Trust Agreement [N583ML] dated as of August 10, 1999 between Polaris
       Holding Company as Owner Participant and First Union Trust Company,
       National Association as Owner Trustee. There are two additional Trust
       Agreements which are substantially identical in all material respects
       except as indicated on the exhibit.

10.87# @@ Trust Indenture and Security Agreement [N583ML] dated as of August 10,
       1999 between First Union Trust Company, National Association as Owner
       Trustee and Allfirst Bank as Indenture Trustee. There are two additional
       Trust Indenture and Security Agreements which are substantially identical
       in all material respects except as indicated on the exhibit.

10.88# @@ Indenture Supplement [N583ML] dated as of August 16, 1999 of First
       Union Trust Company, National Association, a national banking
       association, not in its individual capacity but solely as Owner Trustee.
       There are two additional Indenture Supplements which are substantially
       identical in all material respects except as indicated on the exhibit.

10.89* # @@ Lease Agreement [N583ML] dated as of August 10, 1999 between First
       Union Trust Company, National Association as Owner Trustee and Lessor and
       Midway Airlines Corporation as Lessee. Midway Airlines

                                                                              10
<PAGE>

       Corporation is a party to two additional Lease Agreements which are
       substantially identical in all material respects except as indicated on
       the exhibit.

10.90# @@ Lease Supplement No.1 [N583ML] dated as of August 10, 1999 between
       First Union Trust Company, National Association not in its individual
       capacity but solely as Owner Trustee except as otherwise provided
       therein, the Lessor and Midway Airlines Corporation, as Lessee. Midway
       Airlines Corporation is a party to two additional Lease Supplements No.1
       which are substantially identical in all material respects except as
       indicated on the exhibit.

10.91# @@ Purchase Agreement Assignment and Aircraft Manufacturer's Consent
       [N583ML] dated as of August 10, 1999 between Midway Airlines Corporation
       as Assignor and First Union Trust Company, National Association as
       Assignee. Midway Airlines Corporation is a party to two additional
       Purchase Agreement Assignment and Aircraft Manufacturer's Consents which
       are substantially identical in all material respects except as indicated
       on the exhibit.

10.92# @@ Engine Warranty Assignment and Engine Manufacturer's Consent [N583ML]
       dated as of August 10, 1999 between Midway Airlines Corporation, First
       Union Trust Company, National Association not in its individual capacity
       but solely as Owner Trustee and General Electric Company. Midway Airlines
       Corporation is a party to two additional Engine Warranty Assignment and
       Engine Manufacturer's Consents which are substantially identical in all
       material respects except as indicated on the exhibit.

10.93*#General Terms Agreement No. 6-13593 dated as of June 11, 1999 by and
       between CFM International, Inc. and Midway Airlines Corporation.

10.94# Aircraft Lease Common Terms Agreement dated as of September 10, 1999
       between General Electric Capital Corporation and Midway Airlines
       Corporation.

10.95*#Aircraft Lease Agreement (serial no. 28613) dated as of September 10,
       1999 between General Electric Capital Corporation, as Lessor, and
       Midway Airlines Corporation, as Lessee.

10.96*#Aircraft Lease Agreement (serial no. 30051) dated as of September 10,
       1999 between General Electric Capital Corporation, as Lessor, and
       Midway Airlines Corporation, as Lessee.

10.97###Placement Agreement under which ALLFIRST Bank, as trustee under the
       Trusts issues and sells to the placement agents named in Schedule II
       thereto its Pass Through Certificates, Series 2000-1 on the terms and
       conditions stated therein.

10.98###Registration Rights Agreement made and entered into on September 27,
       2000, among Midway Airlines Corporation, ALLFIRST Bank, as Trustee and
       Morgan Stanley & Co. Incorporated and Seabury Securities LLC.

10.99###Revolving Credit Agreement dated as of September 27, 2000, between
       ALLFIRST Bank, not in its individual capacity but solely as Subordination
       Agent under the Intercreditor Agreement, as agent and trustee for the
       Class A Trust, and Morgan Stanley Capital Services Inc.

10.100###Revolving Credit Agreement dated as of September 27, 2000, between
       ALLFIRST Bank, solely as Subordination Agent under the Intercreditor
       Agreement, as agent and trustee for the Class B Trust, and Morgan Stanley
       Capital Services Inc.

10.101###Revolving Credit Agreement dated as of September 27, 2000, between
       ALLFIRST Bank, solely as Subordination Agent under the Intercreditor
       Agreement, as agent and trustee for the Class C Trust, and Morgan
       Stanley Capital Services Inc.

10.102###Intercreditor Agreement dated as of September 27, 2000, among ALLFIRST
       Bank, as Trustee, Morgan Stanley Capital Services Inc., as Class A
       Liquidity Provider, as Class B Liquidity Provider and as Class C
       Liquidity Provider, and ALLFIRST Bank, as Subordination Agent.

                                                                              11

<PAGE>

10.103###Deposit Agreement (Class A) dated as of September 27, 2000 between
       First Union Trust Company, National Association, as Escrow Agent
       under the Escrow and Paying Agent Agreement, and ALLFIRST Bank.

10.104###Deposit Agreement (Class B) dated as of September 27, 2000 between
       First Union Trust Company, National Association, as Escrow Agent, and
       ALLFIRST Bank, as depositary bank.

10.105###Deposit Agreement (Class C) dated as of September 27, 2000 between
       First Union Trust Company, National Association, as Escrow Agent, and
       ALLFIRST Bank, as depositary bank.

10.106###Escrow and Paying Agent Agreement (Class A) dated as of September 27,
       2000 among First Union Trust Company, National Association, as Escrow
       Agent, Morgan Stanley & Co. Incorporated and Seabury Securities LLC, as
       Placement Agents of the Certificates, ALLFIRST Bank, as trustee and
       ALLFIRST Bank, as paying agent.

10.107###Escrow and Paying Agent Agreement (Class B) dated as of September 27,
       2000 among First Union Trust Company, National Association, as Escrow
       Agent, Morgan Stanley & Co. Incorporated and Seabury Securities LLC, as
       Placement Agents of the Certificates, ALLFIRST Bank, as trustee and
       ALLFIRST Bank, as paying agent.

10.108###Escrow and Paying Agent Agreement (Class C) dated as of September 27,
       2000 among First Union Trust Company, National Association, as Escrow
       Agent, Morgan Stanley & Co. Incorporated and Seabury Securities LLC, as
       Placement Agents of the Certificates, ALLFIRST Bank, as trustee and
       ALLFIRST Bank, as paying agent.

10.109###Note Purchase Agreement, dated as of September 27, 2000, among Midway
       Airlines Corporation, ALLFIRST Bank, as trustee, ALLFIRST Bank, as
       subordination agent and trustee, First Union Trust Company, National
       Association, as Escrow Agent and ALLFIRST Bank.

10.110###* X Participation Agreement [N588ML], dated as of September 21, 2000
       among Midway Airlines Corporation, First Union Trust Company, National
       Association, as owner trustee, General Electric Capital Corporation, each
       Loan Participant identified on Schedule II thereto, and ALLFIRST Bank, as
       indenture trustee. The Company is party to two additional Participation
       Agreements which are substantially identical in all material respects
       except as indicated on the exhibit.

10.111###X Trust Agreement [N588ML], dated as of September 21, 2000 between
       General Electric Capital Corporation and First Union Trust Company,
       National Association, in its individual capacity only as expressly stated
       therein and otherwise as trustee thereunder. The Company is party to two
       additional Trust Agreements which are substantially identical in all
       material respects except as indicated on the exhibit.

10.112###X Trust Indenture and Security Agreement [N588ML], dated as of
       September 21, 2000 between First Union Trust Company, National
       Association, not in its individual capacity, except as otherwise
       specifically set forth therein under the Trust Agreement, as defined
       therein, and ALLFIRST Bank. The Company is party to two additional Trust
       Indenture and Security Agreements which are substantially identical in
       all material respects except as indicated on the exhibit.

10.113###X Indenture Supplement No. 1 [N588ML], dated September 22, 2000 of
       First Union Trust Company, National Association, not in its individual
       capacity except as expressly provided in the Operative Agreements, but
       solely as Owner Trustee under the Trust Agreement. The Company is party
       to two additional Indenture Supplements which are substantially identical
       in all material respects except as indicated on the exhibit.

10.114###* X Lease Agreement [N588ML], dated as of September 21, 2000, between
       First Union Trust Company, National Association, as Owner Trustee, the
       Lessor, and Midway Airlines Corporation. The Company is party to two
       additional Lease Agreements which are substantially identical in all
       material respects except as indicated on the exhibit.

                                                                              12

<PAGE>

10.115###X Lease Supplement NO. 1 [N588ML], dated September 22, 2000, between
           First Union Trust Company, National Association, as Owner Trustee,
           except as otherwise provided therein, the Lessor (as defined therein)
           and Midway Airlines Corporation. The Company is party to two
           additional Lease Supplements which are substantially identical in all
           material respects except as indicated on the exhibit.

10.116###X Purchase Agreement Assignment [N588ML], dated as of September 21,
           2000, between Midway Airlines Corporation and First Union Trust
           Company, National Association, as Owner Trustee. The Company is party
           to two additional Purchase Agreements Assignments which are
           substantially identical in all material respects except as indicated
           on the exhibit.

10.117###X Engine Warranty Assignment [N588ML] made on the 21st day of
           September, 2000 between Midway Airlines Corporation and First Union
           Trust Company, National Association, as Owner Trustee. The Company is
           party to two additional Engine Warranty Assignments which are
           substantially identical in all material respects except as indicated
           on the exhibit.

10.118###* Credit Agreement [Midway/LBK] dated as of July 31, 2000 is among
           Midway Airlines Corporation, each Senior Loan Participant identified
           on Schedule I thereto, Boeing Nevada, Inc., as Junior Loan
           Participant, and Landesbank Schleswig-Holstein Girozentrale, as the
           Security Agent.

10.119###* Mortgage and Security Agreement [Midway/LBK], dated as of July 31,
           2000, between Midway Airlines Corporation and Landesbank
           Schleswig-Holstein Girozentrale, as Security Agent.

10.120###* Participation Agreement [N361ML] dated as of September 27, 2000
           among Midway Airlines Corporation, First Union Trust Company,
           National Association, as owner trustee under the Trust Agreement,
           Silvermine River Finance One, Inc., ALLFIRST Bank, as indenture
           trustee under the Indenture, ALLFIRST Bank, as pass-through trustee
           of three separate Pass- Through Trusts, and ALLFIRST Bank, as
           subordination agent.

10.121###  Trust Agreement [N361ML], dated as of September 27, 2000 between
           Silvermine River Finance One, Inc., and First Union Trust Company,
           National Association, in its individual capacity only as expressly
           stated therein and otherwise solely as trustee thereunder.

10.122###* Trust Indenture and Security Agreement [N361ML] dated as of
           September 27, 2000, between First Union Trust Company, National
           Association, not in its individual capacity, except as otherwise
           specifically set forth therein under the Trust Agreement, and
           ALLFIRST Bank.

10.123###  Indenture Supplement No. 1 [N361ML] dated September 27, 2000, of
           First Union Trust Company, National Association, as owner trustee
           under the Trust Agreement [N361ML] dated as of September 27, 2000,
           between First Union Trust Company, National Association, and the
           Owner Participant named therein.

10.124###* Lease Agreement [N361ML], dated as of September 27, 2000, between
           First Union Trust Company, National Association, as Owner Trustee,
           the Lessor (as defined therein), and Midway Airlines Corporation.

10.125###  Lease Supplement No. 1 [N361ML] dated September 27, 2000, between
           First Union Trust Company, National Association, as Owner Trustee,
           except as otherwise provided therein, the Lessor (as defined
           therein), and Midway Airlines Corporation.

10.126###  Purchase Agreement Assignment [N361ML], dated as of September 27,
           2000, between Midway Airlines Corporation and First Union Trust
           Company, National Association as Owner Trustee.

10.127###  Engine Warranty Assignment [N361ML] is made the 27th day of
           September, 2000 between Midway Airlines Corporation and First Union
           Trust Company, National Association as Owner Trustee.

10.128###* Aircraft Lease Agreement (serial no. 29893) dated as of September 15,
           2000 between Aviation Financial Services, Inc., as Lessor, and Midway
           Airlines Corporation, as Lessee.

                                                                              13

<PAGE>

10.129###*       Aircraft Lease Agreement (serial no. 32244) dated as of
                 September 15, 2000 between Aviation Financial Services, Inc.,
                 as Lessor, and Midway Airlines Corporation, as Lessee.

10.130###*       Aircraft Lease Agreement (serial no. 28654) dated as of
                 September 15, 2000 between Aviation Financial Services, Inc.,
                 as Lessor, and Midway Airlines Corporation, as Lessee.

10.131*(oo)xx    Participation Agreement [N362ML] dated as of October 19, 2000
                 among Midway Airlines Corporation and First Union Trust
                 Company, National Association as Owner Trustee under the Trust
                 Agreement, Silvermine River Finance One, Inc., ALLFIRST Bank,
                 as indenture trustee under the Indenture, ALLFIRST Bank, as
                 pass-through trustee of three separate Pass-Through Trusts, and
                 ALLFIRST Bank, as subordination agent. Midway Airlines
                 Corporation is a party to two additional Participation
                 Agreements which are substantially identical in all material
                 respects except as indicated on the exhibit.

10.132(oo)xx     Trust Agreement [N362ML], dated as of October 19, 2000 between
                 Silvermine River Finance One, Inc., and First Union Trust
                 Company, National Association, in its individual capacity only
                 as expressly stated therein and otherwise solely as trustee
                 thereunder. Midway Airlines Corporation is a party to two
                 additional Trust Agreements which are substantially identical
                 in all material respects except as indicated on the exhibit.

10.133*(oo)xx    Trust Indenture and Security Agreement [N362ML] dated as of
                 October 19, 2000, between First Union Trust Company, National
                 Association, not in its individual capacity, except as
                 otherwise specifically set forth therein under the Trust
                 Agreement, and ALLFIRST Bank. Midway Airlines Corporation is a
                 party to two additional Trust Indenture and Security Agreements
                 which are substantially identical in all material respects
                 except as indicated on the exhibit.

10.134(oo)xx     Indenture Supplement No. 1 [N362ML] dated October 19, 2000, of
                 First Union Trust Company, National Association, as owner
                 trustee under the Trust Agreement [N362ML] dated as of October
                 19, 2000, between First Union Trust Company, National
                 Association, and the Owner Participant named therein. Midway
                 Airlines Corporation is a party to two additional Indenture
                 Supplements No. 1 which are substantially identical in all
                 material respects except as indicated on the exhibit.

10.135(oo)xx     Lease Agreement [N362ML], dated as of October 19, 2000, between
                 First Union Trust Company, National Association, as Owner
                 Trustee, the Lessor (as defined therein), and Midway Airlines
                 Corporation. Midway Airlines Corporation is a party to two
                 additional Lease Agreements which are substantially identical
                 in all material respects except as indicated on the exhibit.

10.136(oo)xx     Lease Supplement No. 1 [N362ML] dated October 19, 2000, between
                 First Union Trust Company, National Association, as Owner
                 Trustee, except as otherwise provided therein, the Lessor (as
                 defined therein), and Midway Airlines Corporation. Midway
                 Airlines Corporation is a party to two additional Lease
                 Supplements No. 1 which are substantially identical in all
                 material respects except as indicated on the exhibit.

10.137(oo)xx     Purchase Agreement Assignment [N362ML], dated as of October 19,
                 2000, between Midway Airlines Corporation and First Union Trust
                 Company, National Association as Owner Trustee. Midway Airlines
                 Corporation is a party to two additional Purchase Agreement
                 Assignments which are substantially identical in all material
                 respects except as indicated on the exhibit.

10.138(oo)xx     Engine Warranty Assignment [N362ML] is made the 19th day of
                 October, 2000 between Midway Airlines Corporation and First
                 Union Trust Company, National Association as Owner Trustee.
                 Midway Airlines Corporation is a party to two additional Engine
                 Warranty Assignments which are substantially identical in all
                 material respects except as indicated on the exhibit.

10.139*(oo)xx    Supplemental Agreement [N591ML] dated as of January 31, 2001
                 between Midway Airlines Corporation and Bombardier Capital Inc.
                 Midway Airlines Corporation is a party to two additional
                 Supplemental Agreements which are substantially identical in
                 all material respects except as indicated on the exhibit.

                                                                              14

<PAGE>

10.140*(oo)xx    Lease Agreement [N591ML], dated as of January 31, 2001, between
                 Bombardier Capital Inc., as Lessor, and Midway Airlines
                 Corporation, as Lessee. Midway Airlines Corporation is a party
                 to two additional Lease Agreements which are substantially
                 identical in all material respects except as indicated on the
                 exhibit.

10.141(oo)xx     Lease Supplement No. 1 [N591ML] dated January 31, 2001, between
                 Bombardier Capital Inc., as Lessor, and Midway Airlines
                 Corporation, as Lessee. Midway Airlines Corporation is a party
                 to two additional Lease Supplements No. 1 which are
                 substantially identical in all material respects except as
                 indicated on the exhibit.

10.142(oo)xx     Purchase Agreement Assignment [N591ML] is made as of the 31st
                 day of January, 2001, by and between Midway Airlines
                 Corporation, as Assignor and Bombardier Capital Inc., as
                 Assignee. Midway Airlines Corporation is a party to two
                 additional Purchase Agreement Assignments which are
                 substantially identical in all material respects except as
                 indicated on the exhibit.

10.143*(oo)xx    Lease Agreement [MSN 32582], dated as of November 6, 2000,
                 between Aviation Financial Services Inc., as Lessor, and Midway
                 Airlines Corporation, as Lessee.

10.144*(oo)xx    Lease Agreement [N314ML], dated as of January 5, 2001, between
                 Bellevue Coastal Leasing LLC, as Lessor, and Midway Airlines
                 Corporation, as Lessee.

10.145           [Intentionally Omitted]

10.146(oo)xx     Airframe Warranty Assignment [N314ML], dated as of January 5,
                 2001, between Bellevue Coastal Leasing LLC, as Lessor, by
                 Boullioun Aircraft Holding Company, Inc., its sole member, and
                 Midway Airlines Corporation, as Lessee, and The Boeing Company.

10.147(oo)xx     Assignment Of Warranties [N314ML], dated as of January 5, 2001,
                 between Bellevue Coastal Leasing LLC, as Assignor, by Boullioun
                 Aircraft Holding Company, Inc., its sole member, and Midway
                 Airlines Corporation, as Assignee.

10.148           [Intentionally Omitted]

10.149*(830)     Credit Agreement, dated as of March 31, 2000, between Reedy
                 Creek Investments, LLC and Midway Airlines Corporation.

10.150(830)      Revolving Credit Note dated March 31, 2000 by Midway Airlines
                 Corporation in favor of Reedy Creek Investments, LLC.

23               Consent of Independent Auditors

24(oo)           Powers of Attorney of Certain Officers and Directors of the
                 Company.

__________________________________________

*                Portions have been omitted pursuant to a request for
                 confidential treatment. The confidential portions have been
                 separately filed with the Securities and Exchange Commission.
+                Filed as Exhibit to Form S-1, Registration No. 333-37375,
                 effective December 4, 1997, incorporated herein by reference.
++               Filed as Exhibit to the Company's Quarterly Report on Form 10-Q
                 for the quarter ended September 30, 1998.
+++              Filed as Exhibit to the Company's Annual Report on Form 10-K
                 for the fiscal year ended December 31, 1997.
@                Exhibit containing differences filed as Exhibit to the
                 Company's Quarterly Report on Form 10-Q for the quarter ended
                 June 30, 1999.
@@               Exhibit containing differences filed as Exhibit to the
                 Company's Quarterly Report on Form 10-Q for the quarter ended
                 September 30, 1999.

                                                                              15

<PAGE>

#         Filed as Exhibit to the Company's Quarterly Report on Form 10-Q for
          the quarter ended September 30, 1999.
##        Filed as Exhibit to the Company's Annual Report filed on Form 10-K for
          the fiscal year ended December 31, 1999.
###       Filed as Exhibit to the Company's Quarterly Report on Form 10-Q for
          the quarter ended September 30, 2000.
(830)     Filed as Exhibit to the Company's Current Report on Form 8-K dated
          March 31, 2000.
X         Exhibit containing differences filed as Exhibit to the Company's
          Quarterly Report on Form 10-Q for the quarter ended September 30,
          2000.
(oo)      Filed as Exhibit to the Company's Annual Report filed on Form 10-K for
          the fiscal year ended December 31, 2000.
XX        Exhibit containing differences filed as Exhibit to the Company's
          Annual Report filed on Form 10-K for the fiscal year ended December
          31, 2000.

                                                                              16