George Nicolau Page 33-34

AWARD



4. The first 161 positions as Captain and the first 262

positions as First Officers on the A330 and B767, or

replacement aircraft as herein defined, shall be

reserved for the top tier pre-merger US Airways pilots

for a period of four years from the date of this Award.

However, if the Age 60 limit is changed to Age 65

during the existence of this condition and restriction,

said condition and restriction shall cease to, exist

upon the effective date of the age limit change. As long

as the condition and restriction does exist positions in

excess of the aforesaid quota as well as positions

within the quota if there are insufficient bidders for

said vacancies from the US Airways top tier group shall

be allocated pursuant to the Seniority List as shall

positions within this quota upon the expiration of this

restriction.

5. A330, B767 or similar aircraft that replace the existing

A330 and B767 aircraft set forth in Condition 4 that no

longer remain in the fleet are "replacement" aircraft

within the meaning of Condition 4. All other aircraft, of

whatever type, are "new" aircraft, positions on which

are to be allocated to the pre-merger US Airways and

America West pilot groups, respectively, 2:1 on wide- widebodies

bodies and 1: 1 on narrow-bodies for a period of four

years from the date of this Award. Thereafter,

positions are to be allocated pursuant to the Seniority

List.



George Nicolau Page 22-23

Discussion and Analysis



Though we have not constructed the list based on Age 65

retirement, closing statements and ongoing events have persuaded us

that we should consider the possibility of that change occurring. With

that in mind, we have set forth a change in the condition and

restriction we intend to impose on bidding for the A330 and B767

positions, finding it prudent to incorporate the likelihood of such a

change into our view of the post-integration world. The FAA's

announcement of a Notice for Proposed Rule Making (NPRM), the

pending legislation in both houses of Congress, and the drive to

harmonize with the ICAO age standards have all created a momentum

for change that has not been present to date. In so far as we have

imposed conditions & restrictions that affect a pilot's ability to bid into a

particular type of equipment and status for a set period of time, we

recognize that the measure of attrition is a component in determining

the length of such a restriction. Were the Age 60 Rule to change within

the period such conditions and restrictions are in place, such a change

would have a negative impact on the attrition component which we

relied on in our original thinking. If the FAA FAAAge Age 60 Rule were to change

within the period of the restriction on pilots bidding into the existing

international wide-body aircraft (A330 and 8767), any restrictions with

respect to the bidding for positions in those aircraft would be made null

and void on the date of implementation of the change. US Airways pilots

entitled to bid those positions have already been protected for two years.

A further fence of four years from the date of this Award is based on

attrition projected on Age 60 retirement. If the age limit were raised to

65 and becomes effective prior to the expiration of the condition and

restriction in 2011, there seems little fairness in its continuance.