An Atlanta-area woman said yesterday that she planned to file a competing bid this week for US Airways, one that rivals the merger proposal made by America West Airlines.

		US Airways Watch US Airways is making changes to the employee profit-sharing plan unions agreed to last summer. Under a new plan that still needs bankruptcy court approval, all employees except company officers would receive 10 percent of the first 10 percent in pre-tax earnings in the newly merged US Airways-America West Airlines and 15 percent of any pre-tax earnings above 10 percent. In August 2004, US Airways' board approved a plan offering employees 10 percent on the first 5 percent of profits and 25 percent if profits exceeded 5 percent. But that plan, contingent on quick labor concessions and avoidance of Chapter 11 bankruptcy, was never adopted. The new profit-sharing arrangement will be included as part of US Airways' reorganization plan, expected to be filed this week in bankruptcy court. In response to recent questions from employees, America West Airlines appears not to have ruled out the creation of a Midwestern "focus city" as part of a merger with Eastern-heavy US Airways, but did acknowledge in a company newsletter that it was "unlikely in the short term." America West also said in the newsletter that it could not guarantee the preservation of all jobs as a result of the merger. "The US Airways employees would like the same assurances, and the fact is we can't guarantee that for them, either. That sounds harsh, but it is the truth." But it is the company's goal that "the majority of jobs will remain intact." -- Dan Fitzpatrick

Sallijo Freeman claims to represent an overseas investment group that wants the entire operation.

With all bids due Friday before a U.S. Bankruptcy Court in Alexandria, Va., Freeman is the only person thus far to publicly express any interest in competing against the merger with Tempe, Ariz.-based America West. Bankruptcy Judge Stephen Mitchell will analyze all bids, including the America West-US Airways proposal, and pick a winner July 7.

Observers do not expect the America West proposal to be seriously challenged.

"I would be shocked if this thing were derailed at this point," said local airline analyst Bill Lauer.

The only serious bids, Lauer said, may come from other airlines interested in pieces of US Airways. Southwest Airlines, the nation's largest low-fare carrier, is openly interested in some of US Airways' gates at the Philadelphia International Airport, where Southwest started service last year.

But Southwest is not saying yet if it plans to bid in bankruptcy court. "We are not ruling anything out," said Southwest spokesman Whitney Eichinger.

Nor is there word from two other low-fare carriers -- JetBlue Airways and AirTran Airways -- that expressed interest in US Airways assets over the last year and a half. Spokesmen for both airlines could not be reached for comment.

Still, the only way asset bids could outweigh the merger proposal from America West, Lauer said, is if several carriers stitch together their offers and promise creditors "a much better deal." But, "It is remote at best that something like that will happen."

America West Chief Executive Officer Doug Parker expects other bids to be made, but contends that no one will be able to beat the deal already on the table.

US Airways made the same argument in a bankruptcy court filing last month, saying, "There is not likely to be an alternative transaction that would confer a greater benefit" to creditors.

The bar has been set high for competing bids. The judge asked that any investors willing to compete with the America West deal put up $25 million.

Freeman, the woman from the Atlanta area who says she runs a legal research consulting business, claims her investment group has the wherewithal to part with $25 million and acknowledged, "That has to be taken care of."

She declined to identify members of her group and said little about the bid or its amount, except to say that it would be filed today or tomorrow.

She also noted that, contrary to some speculation, her group does not represent British entrepreneur and Virgin Atlantic owner Richard Branson, who was interested at one time in US Airways' Washington-Boston-New York shuttle, along with slots and gates in the Northeast.

Freeman said her team wanted to keep the airline intact, eliminating the outsourcing of all customer service and maintenance positions while finding ways to trim costs without "sacrificing basic jobs." She also intends to file a motion with the bankruptcy judge seeking to block the sale of any US Airways assets.

Freeman's bid is the product of a "free and open system," Lauer said. "Presumably, a homeless person could walk into the court and make some kind of bid."

Bankruptcy bids do have a way of attracting the unexpected.

In 2001, when American Airlines offered to buy bankrupt Trans World Airlines for $742 million, four other groups also proposed a purchase of the St. Louis carrier, including former TWA chairman Carl Icahn and a mysterious Scottsdale, Ariz.-based group known as Jet Acquisitions Group, which offered $889 million in cash and claimed to have investors from as far away as Hong Kong. TWA creditors also made a last-minute attempt to scuttle the deal, claiming they would not be able to profit from it.

But in the end, American was the only bidder proposing to integrate TWA into a major carrier. America West could find itself in a similar position.