US Airways 2003 Annual Report Download - page 127

NOW, THEREFORE, the Company hereby enters into this Unfunded Executive Defined Contribution Plan, as follows:
ARTICLE I
DEFINITIONS AND USAGE
Definitions. Wherever used in this Plan, the following words and phrases shall have the meanings set forth below, unless the context plainly requires a
different meaning:
1.1 "Account" shall mean the amount of money or other property evidenced by the last balance posted in accordance with the terms of this Plan to the
bookkeeping account record established for a Participant under this Plan.
1.2 "Administrator" shall mean the Company, acting through the Human Resources Committee, or other person or persons designated by the Human
Resources Committee.
1.3 "Allocation" shall mean any amounts credited by the Company to a Participant's Account pursuant to this Plan, as determined pursuant to Section
4.1(a) and (b).
1.4 "Board" shall mean the Board of Directors of the Company.
1.5 "Change in Control" shall mean, with respect to a Participant, the definition of Change in Control specified in any Severance Agreement or
Employment Agreement or other employment contract that exists between such Participant and the Company, or if no such contract with a definition of
"Change in Control" exists:
(a) The acquisition by an individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934,
as amended (the "Exchange Act")) of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 30% or more of
either (i) the then outstanding shares of common stock of the Company's parent, US Airways Group, Inc. ("Group") (the "Outstanding Group Common
Stock") or (ii) the combined voting power of the then outstanding voting securities of Group entitled to vote generally in the election of directors (the
"Outstanding Group Voting Securities"); provided, however, that the following acquisitions shall not constitute a Change in Control: (v) any acquisition
directly from Group, (w) any acquisition by Group or any of its subsidiaries, (x) any acquisition by any employee benefit plan (or related trust)
sponsored or maintained by Group or any of its subsidiaries, (y) any acquisition by any corporation with respect to which, following such acquisition,
more than 85% of, respectively, the then outstanding shares of common stock of such corporation and the combined voting power of the then
outstanding voting securities of such corporation entitled to vote generally in the election of directors, is then beneficially owned, directly or indirectly,
by all or substantially all of the individuals and entities who were beneficial owners, respectively, of the Outstanding Group Common Stock and the
Outstanding Group Voting Securities in substantially the same proportions as their ownership, immediately prior to such acquisition, of the Outstanding
Group Common Stock and the Outstanding Group Voting Securities, as the case may be or (z) any acquisition by an individual, entity or group that,
pursuant to Rule 13d-1 promulgated under the Exchange Act, is permitted to, and actually does, report its beneficial ownership of Outstanding Group
Common Stock and Outstanding Group
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