ITEM 8.01.  OTHER EVENTS.
On June 21, 2020, American Airlines Group Inc. ("AAG") issued a press release
announcing its intention to commence (i) an underwritten public offering of
$750 million of shares of its common stock (the "Common Stock Offering") and
(ii) an underwritten public offering of $750 million aggregate principal amount
of convertible senior notes due 2025 (the "Convertible Senior Notes Offering").
American Airlines, Inc. ("AAI" and, together with AAG, the "Companies") also
issued a press release announcing its intention to commence a private offering
of $1.5 billion aggregate principal amount of secured senior notes due 2025 (the
"Senior Secured Notes Offering") and to enter into a new $500 million term loan
facility due 2024 (the "New Term Loan Facility"). A copy of AAG's press release
with respect to the Common Stock Offering and the Convertible Senior Notes
Offering is filed as Exhibit 99.1 to this Current Report on Form
8-K
and a copy of AAI's press release with respect to the Senior Secured Notes
Offering and the New Term Loan Facility is filed as Exhibit 99.2 to this Current
Report on Form
8-K,
and, in each case, is incorporated herein by reference.
On June 22, 2020, in connection with the Common Stock Offering and the
Convertible Senior Notes Offering, AAG filed with the Securities and Exchange
Commission (i) a preliminary prospectus supplement to its effective shelf
registration statement on Form
S-3
(File No.

333-236503)

pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended (the "Securities Act"), relating to the Common Stock Offering and (ii) a preliminary prospectus supplement to its effective shelf registration statement on Form S-3 (File No.

333-236503)

pursuant to Rule 424(b)(5) under the Securities Act relating to the Convertible Senior Notes Offering. In connection with the transactions described above, the Companies are filing the updated risk factors attached hereto as Exhibit 99.3. As previously reported, AAG has applied for a secured loan in the amount of approximately $4.75 billion through the loan program under the Coronavirus Aid, Relief, and Economic Security Act. The loan program continues to progress, and AAG presently expects to obtain a binding commitment for the loan in June 2020. However, AAG has not yet finalized the terms of a binding commitment or a definitive agreement related to this loan, and thus final terms and conditions and closing remain subject to ongoing negotiation, entry by the parties into definitive documentation and satisfaction of closing conditions.




ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.

Exhibit
  No.                                       Description

    99.1         Common Stock Offering and Convertible Senior Notes Offering Press
               Release, dated June 21, 2020.

   99.2          Senior Secured Notes Offering and New Term Loan Facility Press
               Release, dated June 21, 2020.

   99.3          American Airlines Group Inc. and American Airlines, Inc. Risk
               Factors.

   104.1       Cover page interactive data file (embedded within the Inline XBRL
               document).









Cautionary Statement Regarding Forward-Looking Statements
Certain of the statements contained in this report should be considered
forward-looking statements within the meaning of the Securities Act, the
Securities Exchange Act of 1934, as amended, and the Private Securities
Litigation Reform Act of 1995. These forward-looking statements may be
identified by words such as "may," "will," "expect," "intend," "anticipate,"
"believe," "estimate," "plan," "project," "could," "should," "would,"
"continue," "seek," "target," "guidance," "outlook," "if current trends
continue," "optimistic," "forecast" and other similar words. Such statements
include, but are not limited to, statements about the Companies' plans,
objectives, expectations, intentions, estimates and strategies for the future,
and other statements that are not historical facts. These forward-looking
statements are based on the Companies' current objectives, beliefs and
expectations, and
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they are subject to significant risks and uncertainties that may cause actual
results and financial position and timing of certain events to differ materially
from the information in the forward-looking statements. These risks and
uncertainties include, but are not limited to, those set forth in the Companies'
Quarterly Report on Form
10-Q
for the three months ended March 31, 2020 (especially in Part I, Item 2.
Management's Discussion and Analysis of Financial Condition and Results of
Operations and Part II, Item 1A. Risk Factors), as updated by Exhibit 99.3
attached hereto, and other risks and uncertainties listed from time to time in
the Companies' other filings with the Securities and Exchange Commission. There
may be other factors of which the Companies are not currently aware that may
affect matters discussed in the forward-looking statements and may also cause
actual results to differ materially from those discussed. In particular, the
consequences of the coronavirus outbreak to economic conditions and the travel
industry in general and the financial position and operating results of the
Companies in particular have been material, are changing rapidly, and cannot be
predicted. The Companies do not assume any obligation to publicly update or
supplement any forward-looking statement to reflect actual results, changes in
assumptions or changes in other factors affecting these forward-looking
statements other than as required by law. Any forward-looking statements speak
only as of the date hereof or as of the dates indicated in the statement.
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