1
                                                                     EXHIBIT 4.2

         This Trust Supplement No. 1996-1A, dated as of November 26, 1996
(herein called the "Trust Supplement"), between America West Airlines, Inc., a
Delaware corporation (the "Company"), and Fleet National Bank (the "Trustee"),
to the Pass Through Trust Agreement, dated as of November 26, 1996, between the
Company and the Trustee (the "Basic Agreement").

                              W I T N E S S E T H:

         WHEREAS, the Basic Agreement, unlimited as to the aggregate principal
amount of Certificates (unless otherwise specified herein, capitalized terms
used herein without definition having the respective meanings specified
heretofore in the Basic Agreement) which may be issued thereunder, has
heretofore been executed and delivered:

         WHEREAS, each Owner Trustee, acting on behalf of its respective Owner
Participant, will issue, on a non-recourse basis, Equipment Notes, among other
things, to refinance the outstanding debt portion of the purchase price of the
aircraft and spare engines purchased by such Owner Trustee and leased to the
Company pursuant to the related Lease;

         WHEREAS, pursuant to the terms and conditions of the Basic Agreement as
supplemented by this Trust Supplement (the "Agreement"), the Trustee shall
purchase such Equipment Notes issued by each Owner Trustee having the same
interest rate as, and final maturity dates not later than the final Regular
Distribution Date of, the Certificates issued hereunder and shall hold such
Equipment Notes in trust for the benefit of the Certificateholders;

         WHEREAS, the Trustee hereby declares the creation of the America West
Airlines Pass Through Trust 1996-1A (the "1996-1A Trust") for the benefit of the
Certificateholders, and the initial Certificateholders as the grantors of the
1996-1A Trust, by their respective acceptances of the Certificates, join in the
creation of this 1996-1A Trust with the Trustee;

         WHEREAS, all of the conditions and requirements necessary to make this
Trust Supplement, when duly executed and delivered, a valid, binding and legal
instrument in accordance with its terms and for the purposes herein expressed,
have been done, performed and fulfilled, and the execution and delivery of this
Trust Supplement in the form and with the terms hereof have been in all respects
duly authorized;

         WHEREAS, this Trust Supplement is subject to the provisions of the
Trust Indenture Act of 1939, as amended, and shall, to the extent applicable, be
governed by such provisions;

         NOW THEREFORE, in consideration of the premises herein, it is agreed
between the Company and the Trustee as follows:

                         Series 1996-1A Trust Supplement
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                                    ARTICLE I
                                THE CERTIFICATES

         Section 1.01. The Certificates. There is hereby created a series of
Certificates to be issued under the Agreement to be distinguished and known as
"America West Airlines Pass Through Certificates, Series 1996-1A" (hereinafter
defined as the "Series 1996-1A Certificates"). Each Series 1996-1A Certificate
represents a Fractional Undivided Interest in the 1996-1A Trust created hereby.

         The terms and conditions applicable to the Series 1996-1A Certificates
are as follows:

                  (a) The aggregate principal amount of the Series 1996-1A
         Certificates that shall be authenticated under the Agreement (which
         limit shall not pertain to Series 1996-1A Certificates authenticated
         and delivered upon registration of transfer of, or in exchange for, or
         in lieu of other Series 1996-1A Certificates pursuant to Sections 3.03,
         3.04 and 3.05 of the Basic Agreement) upon their initial issuance is
         $99,522,000. The parties hereto acknowledge that the provisions of
         Section 2.02(b) of the Basic Agreement are of no force or effect with
         respect to the Series 1996-1A Certificates.

                  (b) The Regular Distribution Dates with respect to any payment
         of Scheduled Payments means each January 2 and July 2 commencing
         January 2, 1997, until payment of all of the Scheduled Payments to be
         made under the Equipment Notes has been made.

                  (c)  The Final Legal Distribution Date is January 2,
         2011.

                  (d) The Special Distribution Date with respect to a Special
         Payment shall be the date specified as such in the notice which the
         Trustee must give with respect to such Special Payment pursuant to
         Section 4.02(c) of the Basic Agreement, which date shall be the date
         specified as the Special Distribution Date (as defined in the
         Intercreditor Agreement) with respect to the related Special Payment
         (as defined in the Intercreditor Agreement) in the applicable written
         notice given to the Trustee pursuant to Section 2.4(a) of the
         Intercreditor Agreement.

                  (e) (i) The Series 1996-1A Certificates shall be substantially
         in the form attached hereto as Exhibit A.

                        (ii)  The Series 1996-1A Certificates shall be Book-
         Entry Certificates.

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                  (f)  The Scheduled Payments of principal shall be as
         set forth in Exhibit B.

                  (g) The proceeds of the Series 1996-1A Certificates shall be
         used to purchase the Series A Equipment Notes in the principal amount
         specified below:




         Equipment Note          Principal Amount             Maturity
         --------------          ----------------             --------

                                                     
            N624AW-A                $11,936,661            July 2, 2005
            N626AW-A                 11,936,662            January 2, 2006
            N631AW-A                 11,936,662            January 2, 2006
            N633AW-A                 12,089,958            January 2, 2009
            N634AW-A                 11,897,518            January 2, 2009
            N635AW-A                 11,897,518            January 2, 2009
            N636AW-A                 11,897,518            January 2, 2009
            N637AW-A                 11,897,518            January 2, 2009
             V0025-A                  1,343,995            July 2, 2009
             V0049-A                  1,343,995            July 2, 2009
             V0019-A                  1,343,995            July 2, 2009

                                                         
                                                         
                  (h) Each Owner Trustee, acting on behalf of its respective
         Owner Participant, will issue on a non-recourse basis, the Equipment
         Notes, the proceeds of which shall be used, among other things, to
         refinance the outstanding debt portion of the purchase price to such
         Owner Trustee of the following Equipment:       
                                                         
                                                   U.S. Registration
                                                 Number/Manufacturer's
            Equipment                              Serial Number
            ---------                            ---------------------

         Airbus A320-231                             N624AW/55
         Airbus A320-231                             N626AW/65
         Airbus A320-231                             N631AW/77
         Airbus A320-231                             N633AW/82
         Airbus A320-231                            N634AW/091
         Airbus A320-231                            N635AW/092
         Airbus A320-231                            N636AW/098
         Airbus A320-231                            N637AW/099
            IAE V2500                                NA/V0025
            IAE V2500                                NA/V0049
            IAE V2500                                NA/V0019



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                  (i)  The related Note Documents are listed on
         Exhibit C.

                  (j) (i) The Trustee and the Other Trustees are parties to the
         Intercreditor Agreement which sets forth certain terms of subordination
         and other matters. The Series 1996-1A Certificates are senior in right
         of payment to the America West Airlines Pass Through Certificates,
         Series 1996-1B, the America West Airlines Pass Through Certificates,
         Series 1996-1C, the America West Airlines Pass Through Certificates,
         Series 1996-1D and the America West Airlines Pass Through Certificates,
         Series 1996-1E.

                           (ii) The Series 1996-1A Certificates may be purchased
         by the holders of certain series of Certificates with a lower seniority
         as provided in Article III hereof and as further set forth in Section 
         6.01(b) of the Basic Agreement.

                  (k) Notice of any termination of the 1996-1A Trust shall be
         mailed promptly by the Trustee to Certificateholders not earlier than
         the 60th day and not later than the 20th day next preceding such final
         distribution.

                                   ARTICLE II

                                   DEFINITIONS

         Section 2.01. Definitions. For all purposes of the Basic Agreement as
supplemented by this Trust Supplement, the following capitalized term has the
following meaning:

         Intercreditor Agreement: Means the Intercreditor Agreement dated as of
the date hereof among the Trustee, the Other Trustees, the Liquidity Providers
named therein and Fleet National Bank, as Subordination Agent, as amended,
supplemented or otherwise modified from time to time in accordance its terms.

         Liquidity Facility: Means, initially, the Irrevocable Revolving Credit
Agreement dated as of November 26, 1996, between Fleet National Bank, as
Subordination Agent, as agent and trustee for the 1996-1A Trust, and Kredietbank
N.V., acting through its New York branch, and, from and after the replacement of
such Agreement pursuant hereto, the Replacement Liquidity Facility therefor, if
any, in each case as amended, supplemented or otherwise modified from time to
time in accordance with its terms.

         Other Agreements: Means (i) the Basic Agreement as supplemented by
Trust Supplement No. 1996-1B dated the date

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hereof relating to America West Airlines 1996-1B Pass Through Trust, (ii) the
Basic Agreement as supplemented by Trust Supplement No. 1996-1C dated the date
hereof relating to America West Airlines 1996-1C Pass Through Trust, (iii) the
Basic Agreement as supplemented by Trust Supplement No.1996-1D dated the date
hereof relating to America West Airlines 1996-1D Pass Through Trust and (iv) the
Basic Agreement as supplemented by Trust Supplement No. 1996-E dated the date
hereof relating to America West Airlines 1996-1E Pass Through Trust.

         Other Trustees: Means the trustee under the Other Agreements, and any
successor or other trustee appointed as provided therein.

         PTC Event of Default: Means the failure to pay within 10 Business Days
of the due date thereof: (i) the outstanding Pool Balance of the Series 1996-1A
Certificates on the Final Legal Distribution Date for such Certificates or (ii)
interest due on such Certificates on any Distribution Date (unless the
Subordination Agent shall have made an Interest Drawing (as defined in the
Intercreditor Agreement) with respect thereto in an amount sufficient to pay
such interest and shall have distributed such amount to the holders of the
Certificates entitled thereto).

         Special Payment: Means any payment (other than a Scheduled Payment) in
respect of, or any proceeds of, any Equipment Note or Trust Indenture Estate (as
defined in each Indenture), including Overdue Scheduled Payments (as defined in
the Intercreditor Agreement), payments in respect of the redemption or
repurchase of any Equipment Note and payments in respect of the sale, of any
Equipment Note to the related Owner Trustee, Owner Participant or any other
Person.

         Trust Property: Means (i) the Equipment Notes held as the property of
the Trust and all monies at any time paid thereon and all monies due and to
become due thereunder, (ii) funds from time to time deposited in the Certificate
Account and the Special Payments Account, and (iii) all rights of the Trust and
the Trustee, on behalf of the Trust, under the Intercreditor Agreement and the
Liquidity Facility, including, without limitation, all rights to receive certain
payments thereunder, and all monies paid to the Trustee on behalf of the Trust
pursuant to the Intercreditor Agreement or the Liquidity Facility.

         Underwriter: Means Morgan Stanley & Co. Incorporated, Citicorp
Securities, Inc., Lehman Brothers Inc. and Salomon Brothers Inc.


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                                   ARTICLE III

                      PURCHASE RIGHTS OF CERTIFICATEHOLDERS

         Section 3.01. By acceptance of its Certificate, each Certificateholder
agrees that at any time after the occurrence and during the continuation of a
Triggering Event,

                  (i) each Class B Certificateholder shall have the right to
         purchase all, but not less than all, of the Series 1996-1A Certificates
         upon ten days' written notice to the Trustee and each other Class B
         Certificateholder, provided that (A) if prior to the end of such
         ten-day period any other Class B Certificateholder notifies such
         purchasing Class B Certificateholder that such other Class B
         Certificateholder wants to participate in such purchase, then such
         other Class B Certificateholder may join with the purchasing Class B
         Certificateholder to purchase all, but not less than all, of the Series
         1996-1A Certificates pro rata based on the Fractional Undivided
         Interest in the Class B Trust held by each such Class B
         Certificateholder and (B) if prior to the end of such ten day period
         any other Class B Certificateholder fails to notify the purchasing
         Class B Certificateholder of such other Class B Certificateholder's
         desire to participate in such a purchase, then such other Class B
         Certificateholder shall lose its right to purchase the Series 1996-1A
         Certificates pursuant to this Section and Section 6.01(b) of the Basic
         Agreement; and

                  (ii) each Class C Certificateholder shall have the right
         (which shall not expire upon any purchase of the Series 1996-1A
         Certificates pursuant to clause (i) above) to purchase all, but not
         less than all, of the Series 1996-1A Certificates and the Class B
         Certificates upon ten days' written notice to the Trustee, the Class B
         Trustee and each other Class C Certificateholder, provided that (A) if
         prior to the end of such ten-day period any other Class C
         Certificateholder notifies such purchasing Class C Certificateholder
         that such other Class C Certificateholder wants to participate in such
         purchase, then such other Class C Certificateholder may join with the
         purchasing Class C Certificateholder to purchase all, but not less than
         all, of the Series 1996-1A Certificates and the Class B Certificates
         pro rata based on the Fractional Undivided Interest in the Class C
         Trust held by each such Class C Certificateholder and (B) if prior to
         the end of such ten day period any other Class C Certificateholder
         fails to notify the purchasing Class C Certificateholder of such other
         Class C Certificateholder's desire to participate in such a purchase,
         then such other Class C Certificateholder

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         shall lose its right to purchase the Series 1996-1A Certificates and
         the Class B Certificates pursuant to this Section and Section 6.01(b)
         of the Basic Agreement; and

                  (iii) each Class D Certificateholder shall have the right
         (which shall not expire upon any purchase of the Series 1996-1A
         Certificates pursuant to clause (i) above or the purchase of the Series
         1996-1A Certificates and the Class B Certificates pursuant to clause
         (ii) above) to purchase all, but not less than all, of the Series
         1996-1A Certificates, the Class B Certificates and the Class C
         Certificates upon ten days' written notice to the Trustee, the Class B
         Trustee, the Class C Trustee and each other Class D Certificateholder,
         provided that (A) if prior to the end of such ten-day period any other
         Class D Certificateholder notifies such purchasing Class D
         Certificateholder that such other Class D Certificateholder wants to
         participate in such purchase, then such other Class D Certificateholder
         may join with the purchasing Certificateholder to purchase all, but not
         less than all, of the Series 1996-1A Certificates, the Class B
         Certificates and the Class C Certificates pro rata based on the
         Fractional Undivided Interest in the Class D Trust held by each such
         Class D Certificateholder and (B) if prior to the end of such ten day
         period any other Class D Certificateholder fails to notify the
         purchasing Class D Certificateholder of such other Class D
         Certificateholder's desire to participate in such a purchase, then such
         other Class D Certificateholder shall lose its right to purchase the
         Series 1996-1A Certificates, the Class B Certificates, and the Class C
         Certificates pursuant to this Section and Section 6.01(b) of the Basic
         Agreement; and

                  (iv) each Class E Certificateholder shall have the right
         (which shall not expire upon any purchase of the Series 1996-1A
         Certificates pursuant to clause (i) above, the purchase of the Series
         1996-1A Certificates and the Class B Certificates pursuant to clause
         (ii) above or the purchase of the Series 1996-1A Certificates, the
         Class B Certificates and Class C Certificates pursuant to clause (iii)
         above) to purchase all, but not less than all, of the Series 1996-1A
         Certificates, the Class B Certificates, the Class C Certificates and
         the Class D Certificates upon ten days' written notice to the Trustee,
         the Class B Trustee, the Class C Trustee, the Class D Trustee and each
         other Class E Certificateholder, provided that (A) if prior to the end
         of such ten-day period any other Class E Certificateholder notifies
         such purchasing Class E Certificateholder that such other Class E
         Certificateholder wants to participate in such purchase, then such
         other Class E Certificateholder may join with the

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         purchasing Certificateholder to purchase all, but not less than all, of
         the Series 1996-1A Certificates, the Class B Certificates, the Class C
         Certificates and the Class D Certificates pro rata based on the
         Fractional Undivided Interest in the Class E Trust held by each such
         Class E Certificateholder and (B) if prior to the end of such ten day
         period any other Class E Certificateholder fails to notify the
         purchasing Class E Certificateholder of such other Class E
         Certificateholder's desire to participate in such a purchase, then such
         other Class E Certificateholder shall lose its right to purchase the
         Series 1996-1A Certificates, the Class B Certificates, the Class C
         Certificates and the Class D Certificates pursuant to this Section and
         Section 6.01(b) of the Basic Agreement.

         As used in this Article III, the terms "Class B Certificate", "Class B
Certificateholder", "Class B Trust", "Class B Trustee", "Class C Certificate",
"Class C Certificateholder", "Class C Trust", "Class C Trustee", "Class D
Certificate", "Class D Certificateholder", "Class D Trust", "Class D Trustee",
"Class E Certificateholder" and "Class E Trust" shall have the respective
meanings assigned to such terms in the Intercreditor Agreement.

                                   ARTICLE IV

                                   THE TRUSTEE

                  Section 4.01. The Trustee. The Trustee is hereby directed to
execute and deliver the Intercreditor Agreement on or prior to the Issuance Date
in the form delivered to the Trustee by the Company. The Trustee shall not be
responsible in any manner whatsoever for or in respect of the validity or
sufficiency of this Trust Supplement or the due execution hereof by the Company,
or for or in respect of the recitals and statements contained herein, all of
which recitals and statements are made solely by the Company.

                  Except as herein otherwise provided, no duties,
responsibilities or liabilities are assumed, or shall be construed to be assumed
by the Trustee by reason of this Trust Supplement other than as set forth in the
Basic Agreement, and this Trust Supplement is executed and accepted on behalf of
the Trustee, subject to all the terms and conditions set forth in the Basic
Agreement, upon the effectiveness thereof, as fully to all intents as if the
same were herein set forth at length.

                  The Trustee represents and warrants that the Intercreditor
Agreement will be duly executed and delivered by one of its officers who is duly
authorized to execute and deliver such document on its behalf.

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                                    ARTICLE V

                            MISCELLANEOUS PROVISIONS

         Section 5.01. Basic Agreement Ratified. Except and so far as herein
expressly provided, all of the provisions, terms and conditions of the Basic
Agreement are in all respects ratified and confirmed; and the Basic Agreement
and this Trust Supplement shall be taken, read and construed as one and the same
instrument.

         Section 5.02.  GOVERNING LAW.  THIS TRUST SUPPLEMENT AND THE
SERIES 1996-1A CERTIFICATES SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

         Section 5.03. Execution in Counterparts. This Trust Supplement may be
executed in any number of counterparts, each of which shall be an original, but
such counterparts shall together constitute but one and the same instrument.


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         IN WITNESS WHEREOF, the Company and the Trustee have caused this Trust
Supplement to be duly executed by their respective officers thereto duly
authorized, as of the day and year first written above.

                                             AMERICA WEST AIRLINES, INC.

                                             By:__________________________

                                             Name:________________________

                                             Title:_______________________


                                             FLEET NATIONAL BANK,
                                               as Trustee

                                             By:__________________________

                                             Name:________________________

                                             Title:_______________________




                         Series 1996-1A Trust Supplement
   11
                                    EXHIBIT A
                               FORM OF CERTIFICATE

         [Include on each Certificate that is a Global Certificate: UNLESS THIS
CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST
COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE ISSUER OR ITS AGENT FOR
REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN
AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO
SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY
TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON
IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST
HEREIN.](1)

                AMERICA WEST AIRLINES PASS THROUGH TRUST 1996-1A
                            Pass Through Certificate,
                                 Series 1996-1A

                        Issuance Date: November 26, 1996

                 Final Legal Distribution Date: January 2, 2011

         Evidencing A Fractional Undivided Interest In the 1996-1A Trust, The
         Property Of Which Includes Certain Equipment Notes Each Secured By An
         Aircraft or Spare Engine Leased To America West Airlines, Inc.

Certificate No.___         $_____________ Fractional Undivided Interest
                           representing 0._ % of the Trust per $1,000 of
                           Reference Principal Amount

CUSIP No. 023654-AA4

         THIS CERTIFIES THAT _________________________, for value received,
is the registered owner of a Fractional Undivided Interest in the amount of
$____________________(the "Reference Principal Amount") in the America West
Airlines Pass Through Trust 1996-1A (the "Trust") created by Fleet National
Bank, as trustee (the "Trustee"), pursuant to a Pass Through Trust Agreement,
dated as of November 26, 1996 (the "Basic Agreement"), between the Trustee and
America West Airlines, Inc., a Delaware corporation (the "Company"), as
supplemented by Trust Supplement No. 1996-1A thereto, dated as of November 26,
1996 (collectively, the "Agreement"), between the Trustee and the Company, a
summary of certain of the pertinent provisions of which is set forth below. To
the extent not otherwise defined herein, the capitalized terms used herein have
the meanings assigned to them in the Agreement. This Certificate is one of the
duly authorized Certificates designated as "America West Airlines Pass Through
- --------
(1) Not necessarily applicable in respect of one Certificate in
    definitive form.

                         Series 1996-1A Trust Supplement
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Certificates, Series 1996-1A" (herein called the "Certificates"). This
Certificate is issued under and is subject to the terms, provisions and
conditions of the Agreement and the Intercreditor Agreement, to which agreements
the Certificateholder of this Certificate by virtue of the acceptance hereof
assents and by which such Certificateholder is bound. The property of the Trust
includes certain Equipment Notes and all rights of the Trust to receive payments
under the Intercreditor Agreement and the Liquidity Facility (the "Trust
Property"). Each issue of the Equipment Notes is secured by a security interest
in the Equipment leased to the Company.

                  Each of the Certificates represents a Fractional Undivided
Interest in the Trust and the Trust Property and has no rights, benefits or
interest in respect of any other separate trust established pursuant to the
terms of the Basic Agreement for any other series of certificates issued
pursuant thereto. The undivided percentage interest in the Trust represented by
each of this Certificate (as specified above) and the other America West
Airlines Pass Through Certificates, Series 1996-1A, was determined on the basis
of (x) the aggregate of the Reference Principal Amount of this Certificate (as
specified above) and of the other America West Airlines Pass Through
Certificates, Series 1996-1A and (y) the aggregate original principal amounts of
the Equipment Notes constituting the Trust Property.

                  Subject to and in accordance with the terms of the Agreement
and the Intercreditor Agreement, from funds then available to the Trustee, there
will be distributed on each January 2 and July 2 (a "Regular Distribution Date")
commencing January 2, 1997 to the Person in whose name this Certificate is
registered at the close of business on the 15th day preceding the Regular
Distribution Date, an amount in respect of the Scheduled Payments on the
Equipment Notes due on such Regular Distribution Date, the receipt of which has
been confirmed by the Trustee, equal to the product of the percentage interest
in the Trust evidenced by this Certificate and an amount equal to the sum of
such Scheduled Payments. Subject to and in accordance with the terms of the
Agreement, in the event that Special Payments on the Equipment Notes are
received by the Trustee, from funds then available to the Trustee, there shall
be distributed on the applicable Special Distribution Date, to the Person in
whose name this Certificate is registered at the close of business on the 15th
day preceding the Special Distribution Date, an amount in respect of such
Special Payments on the Equipment Notes, the receipt of which has been confirmed
by the Trustee, equal to the product of the percentage interest in the Trust
evidenced by this Certificate and an amount equal to the sum of such Special
Payments so received. If a Regular Distribution Date or Special Distribution
Date is not a Business Day, distribution shall be made on the immediately
following Business Day with the same

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force and effect as if made on such Regular Distribution Date or Special
Distribution Date and no interest shall accrue during the intervening period.
The Trustee shall mail notice of each Special Payment and the Special
Distribution Date therefor to the Certificateholder of this Certificate.

                  Distributions on this Certificate will be made by the Trustee
by check mailed to the Person entitled thereto, without the presentation or
surrender of this Certificate or the making of any notation hereon. Except as
otherwise provided in the Agreement and notwithstanding the above, the final
distribution on this Certificate will be made after notice mailed by the Trustee
of the pendency of such distribution and only upon presentation and surrender of
this Certificate at the office or agency of the Trustee specified in such
notice.

                  The Certificates do not represent an obligation of, or an
obligation guaranteed by, or an interest in, the Company or the Trustee or any
affiliate thereof. The Certificates are limited in right of payment, all as more
specifically set forth herein and in the Agreement. All payments or
distributions made to Certificateholders under the Agreement shall be made only
from the Trust Property and only to the extent that the Trustee shall have
sufficient income or proceeds from the Trust Property to make such payments in
accordance with the terms of the Agreement. Each Certificateholder of this
Certificate, by its acceptance hereof, agrees that it will look solely to the
income and proceeds from the Trust Property to the extent available for
distribution to such Certificateholder as provided in the Agreement. This
Certificate does not purport to summarize the entire Agreement and reference is
made to the Agreement for information with respect to the interests, rights,
benefits, obligations, proceeds, and duties evidenced hereby. A copy of the
Agreement may be examined during normal business hours at the principal office
of the Trustee, and at such other places, if any, designated by the Trustee, by
any Certificateholder upon request.

                  The Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the rights and
obligations of the Company and the rights of the Certificateholders under the
Agreement at any time by the Company and the Trustee with the consent of the
Certificateholders holding Certificates evidencing Fractional Undivided
Interests aggregating not less than a majority in interest in the Trust. Any
such consent by the Certificateholder of this Certificate shall be conclusive
and binding on such Certificateholder and upon all future Certificateholders of
this Certificate and of any Certificate issued upon the transfer hereof or in
exchange hereof or in lieu hereof whether or not notation of such consent is
made upon this Certificate. The Agreement also permits the amendment

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thereof, in certain limited circumstances, without the consent of the
Certificateholders of any of the Certificates.

                  As provided in the Agreement and subject to certain
limitations set forth therein, the transfer of this Certificate is registrable
in the Register upon surrender of this Certificate for registration of transfer
at the offices or agencies maintained by the Trustee in its capacity as
Registrar, or by any successor Registrar, duly endorsed or accompanied by a
written instrument of transfer in form satisfactory to the Trustee and the
Registrar, duly executed by the Certificateholder hereof or such
Certificateholder's attorney duly authorized in writing, and thereupon one or
more new Certificates of authorized denominations evidencing the same aggregate
Fractional Undivided Interest in the Trust will be issued to the designated
transferee or transferees.

                  The Certificates are issuable only as registered Certificates
without coupons in denominations of $1,000 Fractional Undivided Interests and
integral multiples thereof, provided that one Certificate may be in a different
denomination. As provided in the Agreement and subject to certain limitations
therein set forth, the Certificates are exchangeable for new Certificates of
authorized denominations evidencing the same aggregate Fractional Undivided
Interest in the Trust, as requested by the Certificateholder surrendering the
same.

                  No service charge will be made for any such registration of
transfer or exchange, but the Trustee shall require payment of a sum sufficient
to cover any tax or governmental charge payable in connection therewith.

                  The Trustee, the Registrar, and any agent of the Trustee or
the Registrar may treat the person in whose name this Certificate is registered
as the owner hereof for all purposes, and neither the Trustee, the Registrar,
nor any such agent shall be affected by any notice to the contrary.

                  The obligations and responsibilities created by the Agreement
and the Trust created thereby shall terminate upon the distribution to
Certificateholders of all amounts required to be distributed to them pursuant to
the Agreement and the disposition of all property held as part of the Trust
Property.

                  THE AGREEMENT AND THIS CERTIFICATE SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK WITHOUT GIVING
EFFECT TO THE CONFLICT OF LAWS PROVISIONS OF THE STATE OF NEW YORK.

                  Unless the certificate of authentication hereon has been
executed by the Trustee, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any purpose.


                         Series 1996-1A Trust Supplement
   15
                                                                               5



                  IN WITNESS WHEREOF, the Trustee has caused this Certificate to
be duly executed.

                                              AMERICA WEST AIRLINES
                                                  PASS THROUGH TRUST 1996-1A

                                              By:  FLEET NATIONAL BANK,
                                                         as Trustee

                                              By:___________________________

                                              Name:_________________________

                                              Title:________________________


Dated:  _____________


                         Series 1996-1A Trust Supplement
   16
              [FORM OF THE TRUSTEE'S CERTIFICATE OF AUTHENTICATION]

This is one of the Certificates referred to in the within-mentioned Agreement.

                                             FLEET NATIONAL BANK,
                                               as Trustee

                                             By:___________________________

                                             Name:_________________________

                                             Title:________________________



                         Series 1996-1A Trust Supplement
   17
                                    EXHIBIT B
                           REGULAR DISTRIBUTION DATES
                                       AND
                               SCHEDULED PAYMENTS




Regular Distribution Date                               Scheduled Payment
- -------------------------                               -----------------

                                                     
January 2, 1997                                            $         0
July 2, 1997                                                   957,998
January 2, 1998                                                      0
July 2, 1998                                                 1,929,223
January 2, 1999                                                600,275
July 2, 1999                                                 1,901,888
January 2, 2000                                                      0
July 2, 2000                                                 1,771,423
January 2, 2001                                                478,258
July 2, 2001                                                 1,771,420
January 2, 2002                                                817,344
July 2, 2002                                                 3,062,904
January 2, 2003                                              4,212,911
July 2, 2003                                                 5,412,429
January 2, 2004                                              4,590,437
July 2, 2004                                                 5,873,809
January 2, 2005                                              5,170,154
July 2, 2005                                                 5,883,786
January 2, 2006                                              8,345,111
July 2, 2006                                                 9,115,653
January 2, 2007                                              9,427,862
July 2, 2007                                                 8,908,893
January 2, 2008                                              7,676,294
July 2, 2008                                                 6,347,996
January 2, 2009                                              4,342,646
July 2, 2009                                                   923,286






                         Series 1996-1A Trust Supplement
   18
                                    EXHIBIT C

                             Related Note Documents


                         Series 1996-1A Trust Supplement