ITEM 8.01. OTHER EVENTS.




As previously disclosed, on April 20, 2020 (the "PSP Closing Date"), American
Airlines, Inc., Envoy Air Inc., Piedmont Airlines, Inc. and PSA Airlines, Inc.,
each a wholly-owned subsidiary of American Airlines Group Inc. (the "Company"),
entered into a Payroll Support Program Agreement (the "PSP Agreement") with the
United States Department of the Treasury ("Treasury"), with respect to the
payroll support program under the Coronavirus Aid, Relief, and Economic Security
Act. In connection with the Company's entry into the PSP Agreement, on the PSP
Closing Date, it entered into a Warrant Agreement (the "Warrant Agreement") with
Treasury, pursuant to which the Company issued warrants (the "Warrants") to
purchase up to 13,703,876 shares (the "Warrant Shares") of the Company's common
stock, par value $0.01 per share.
On August
28
, 2020, the Company filed a prospectus supplement (the "Resale Prospectus
Supplement") to its automatic shelf registration statement on Form
S-3
(File
No. 333-236503)
filed with the Securities and Exchange Commission under the Securities Act of
1933. The Resale Prospectus Supplement covers the resale of the Warrants and the
Warrant Shares and may be used by Treasury or certain of its assigns identified
therein to resell the Warrants or Warrant Shares. The Company will not receive
any proceeds from the sale of the Warrants or Warrant Shares.
The Company is filing this report to provide the legal opinion of Latham &
Watkins LLP as to the legality of the issuance and sale of the Warrants and
Warrant Shares, which opinion is attached hereto as Exhibit 5.1 and is
incorporated herein by reference.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.




(d) Exhibits.

Exhibit
  No.      Description

  5.1        Opinion of Latham & Watkins LLP.

 23.1        Consent of Latham & Watkins LLP (included in its opinion filed as
           Exhibit 5.1).

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

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