Midway Airlines Corporation
Ticker:MDWY 300 West Morgan Street, Suite 1200
Exchange:NASDAQ-National Market Durham, NC 27701
Industry:Transportation (SIC Code 4512) (919) 956-4800
# of Employees:742

Offering Information
Type of Shares:Common Shares Filing Date:10/7/97
U.S. Shares:4,200,000 Offer Date:12/4/97
Non-U.S. Shares:0 Filing Range:$14.00 - $16.00
Primary Shares:2,350,000 Offer Price:$15.50
Secondary Shares:1,850,000 Gross Spread:$1.09
Offering Amount: $63,000,000 Selling:$0.66
Expenses: - Reallowance:$0.10
Shares Out After: -

Primary Underwriting Group
ManagerTierPhone
Morgan Stanley Dean Witter Discover & Co.Lead Manager (212) 761-5900
Robinson-Humphrey Company, Inc., TheCo-manager (404) 266-6450

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Fulbright & Jaworski
Bank's Law Firm: Shearman & Sterling
Auditor: Ernst & Young

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
6 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 6/30/97 6/30/96 6/30/97
Revenue:$180.03$95.08$95.37Assets:$67.69
Net Income:-$14.41-$24.26-$33.70Curr Assets:
EPS:Liabilities:$59.95
Prior EPS:Curr Liabilities:
Cash Flow/Oper:Equity:$7.75
Cash Flow/Fin:Cash:$36.20
Cash Flow/Inv:

Business Description
The company is a jet airline operator serving 13 destinations in eight eastern states and Mexico from its hub at Raleigh-Durhman International Airport where it currently carries more passengers and operates more flights than any other airline. The Company has focused its operations to attract and retain business travelers by (i) providing frequent non-stop service from RDU to major business destinations, (ii) maintaining a high level of service and (iii) offering American Airlines, Inc. ("American") AAdvantage-Registered Trademark-frequent flyer miles. The Company currently operates the youngest all jet fleet in the United States with 12 98-seat Fokker F-100 and one 148-seat Airbus A320 aircraft. To further serve its market niche, the Company recently reached agreement to acquire ten new Canadair Regional Jet aircraft (the "CRJs"), with deliveries to occur in the 14-month period beginning in November 1997. The Company anticipates that the CRJs will expand the Company's capacity by up to 40%, and will be utilized (i) to serve existing Midway destinations with greater frequency and (ii) to enter new routes, providing Midway's customers with more non-stop jet destinations.

Competition
The Company competes with other air carriers on many of its routes. Many of the Company's competitors have elaborate route structures that transport passengers to hub airports for transfer to many destinations, including those served by Midway. Although ten other jet airline carriers currently serve RDU, these carriers (other than US Airways, Inc. to New York's LaGuardia Airport and Washington, D.C.'s National Airport) provide non-stop flights only between RDU and their respective hubs. In some markets, Midway also competes against ground transportation providers.

Business Plan
The principal elements of the company's operating strategy are: (I) Attract High-Yielding Local Business Travelers, (ii) Maintain High Quality Operations, (iii) Provide Quality Customer Service and (iv) Continue to Reduce Operating Costs.

Use of Proceeds
The proceeds from the proposed offering will be used to finance thw acquisition of regional jet aircraft and spare parts for support of these aircraft and for general corporate purposes.

Principal and Selling Shareholders
Name of Shareholder% Owned
Before
% Owned
After
James H. Goodnight, Ph.D.42.80%
Zell/Chilmark Fund L.P.29.70%
John P. Sall20.80%
AMR Corporation6.30%
Note: Represents ownership of 5% or more prior to the offering.
Executive Officers and Directors
Officer NameTitleAge
Robert R. Ferguson IIIChairman of the Board, President and Chief Executive Officer48
Steven WestbergSenior Vice President and Chief Financial Officer42
Jonathan S. WallerSenior Vice President, General Counsel and Secretary37
Joanne SmithSenior Vice President--Sales and Marketing39
Matin F. BruecknerVice President--Customer Service53
Thomas Duffy, Jr.Vice President--Maintenance41
David VanceVice President--Operations63

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