AMENDMENT NO. 6 TO AMERICA WEST CO-BRANDED CARD AGREEMENT

Exhibit 10.48

AMENDMENT NO. 6

TO

AMERICA WEST CO-BRANDED CARD AGREEMENT

     THIS AMENDMENT NO. 6 TO AMERICA WEST CO-BRANDED CARD AGREEMENT (“ Amendment No. 6 ”) is dated October 17, 2008, by and between US AIRWAYS GROUP, INC., a Delaware corporation (“ US Airways Group ”), and BARCLAYS BANK DELAWARE formerly known as JUNIPER BANK (“ Juniper Bank ”).

RECITALS

     WHEREAS, America West Airlines, Inc. (“ America West ”) and Juniper Bank are parties to that certain America West Co-Branded Card Agreement, dated January 25, 2005 (the “ Original Agreement ”);

     WHEREAS, US Airways Group merged with America West’s parent company, America West Holdings Corporation, and America West assigned its rights and obligations under the Original Agreement to US Airways Group pursuant to that certain Assignment and First Amendment to America West Co-Branded Card Agreement, dated August 8, 2005 (the “ First Amendment ”), as amended by that certain Amendment No. 2 to America West Co-Branded Card Agreement, dated September 26, 2005 (the “ Second Amendment ”), as amended by that certain Amendment No. 3 to America West Co-Branded Card Agreement, dated December 29, 2006 (the “ Third Amendment ”), as amended by that certain Amendment No. 4 to America West Co-Branded Card Agreement, dated December 5, 2007, (the “ Fourth Amendment ”) and as amended by that certain Amendment No. 5 to America West Co-Branded Card Agreement, dated August 28, 2008 (the “ Fifth Amendment ” and together with the First Amendment, Second Amendment, Third Amendment, Fourth Amendment and the Original Agreement, the “ Agreement ”);

     WHEREAS, US Airways Group is raising additional capital from its various strategic partners as part of an overall liquidity program (the “ Liquidity Program ”) to address current economic challenges facing the global aviation industry;

     WHEREAS, Juniper Bank has agreed to pre-purchase miles from US Airways Group to assist with these efforts;

     WHEREAS, Juniper Bank and US Airways Group also desire to offer enhanced benefits to certain consumer cardholders to increase cardholder spend;

     WHEREAS, US Airways Group and Juniper Bank now desire to amend and modify the Agreement to incorporate such terms and obligations; and

     WHEREAS, US Airways Group and Juniper Bank understand and agree that the effectiveness of this Amendment No. 6 and the fulfillment of the respective rights and

obligations contained herein shall be contingent upon consummation of certain conditions of close with respect to the Liquidity Program as more fully set forth herein.

     NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:

1. Definitions . All capitalized terms used herein, but not otherwise defined herein, shall have the meanings given to such terms in the Agreement.

2. Amendments .

““ Early Payment Event ” means (i) US Airways Group is in default, with all applicable cure and grace periods elapsed, of either (A) any material indebtedness for borrowed money in excess of **, and (ii) the obligations under such material indebtedness for borrowed money **have been accelerated.

“ Expiration Date ” means March 31, 2017.

“ Suspension Event ” as defined in Section 4.6 .”

““** Fee ” as defined in Section 4.2.2 .

“ Cap ” as defined in Section 14.3 .

“ Citi Loan ” means that certain Loan Agreement dated as of March 23, 2007, as amended, among US Airways Group, certain of its subsidiaries signatory thereto, and Citicorp North America, Inc., as administrative agent and collateral agent for the lenders thereunder.

“ Citi Loan Amendment ” means an amendment to the Citi Loan providing for, among other things, the reduction of the Minimum Unrestricted Cash (as defined in the Citi Loan) on a dollar for dollar basis with certain prepayments from the proceeds from Liquidity Program until such amount is reduced to $850,000,000.

“ Closing Conditions ” as defined in Section 14.1 .

“ Collateral ” shall mean the sum of cash posted directly with US Airways Group’s fuel hedge counterparties and cash posted to collateralize letters of credit issued for the benefit of US Airways Groups’ fuel hedge counterparties.

“ Conditions Precedent ” as defined in Section 14.3.1 .

“ Liquidity Program ” as defined in the Recitals of this Amendment No. 6.

“** Fee ” as defined in Section 4.2.2 .

“ Repurchase Commencement Date ” as defined in Section 14.3 .

“ Subsequent Purchase ” as defined in Section 14.3 .

“ Subsequent Purchase Date ” as defined in Section 14.3 .

“ Unrestricted Cash ” shall mean the sum of cash, cash equivalents, short-term investments and available for sale securities (in each case unrestricted) maintained by US Airways Group as depicted on its balance sheet.”

(a) During the Term of this Agreement, Juniper Bank shall pay a **fee to US Airways Group equal to ** for each Base, Bonus or Adjustment Mile awarded by Juniper Bank to an Account and accounts from **(“** Fee ”).

(b) In addition to the **Fee, for all Accounts except the accounts from**, Juniper Bank shall pay a fee for the use of US Airways’ Marks, marketing channels, marketing support, administrative support and brand equity (“** Fee ”) as follows:

(i) From the Effective Date of Amendment No. 5 up to and including**:

(ii) As of **and thereafter:

(c) In addition to the **Fee, for accounts in**, Juniper Bank shall pay **Fee as follows:

(i) From the Effective Date of this Amendment No. 6 until**:

(ii) As of the date **and thereafter:

Notwithstanding and in lieu of the foregoing, to the extent that Juniper Bank awards Bonus Miles as incentives for**, Juniper Bank shall pay **Fee to US Airways Group equal to ** in addition to the **Fee for each such Bonus Mile awarded to such**.

In addition, US Airways Group will award Base and Bonus Miles as follows:

“4.6 Suspension Events . If either of the following (each a “ Suspension Event ”) occurs:

(i) US Airways Group fails to maintain a frequent flyer program that is as competitive in the marketplace as the FF Program was as of**; provided that Juniper Bank provides written notice of such failure to maintain the

competitiveness of the FF Program which will commence a forty-five (45) day period during which US Airways may cure such deficiency; or

(ii) Passenger Enplanements as measured each **or Active Frequent Flyers declines more than ** below the comparable **in the Passenger Enplanements Baseline Year or Active Frequent Flyer Baseline Year, as applicable;

then Juniper Bank may, in its sole discretion, elect to terminate this Agreement. To the extent that Juniper Bank elects not to terminate this Agreement, nothing herein shall be construed to prevent a later election to terminate this Agreement so long as a Suspension Event is continuing or to exercise any other right or remedy hereunder. In the event Juniper Bank terminates this Agreement pursuant to this Section 4.6 US Airways Group will promptly (a) repurchase any unused Pre-Purchased Miles as of the date of termination; and (b) repay an amount equal to**.

For purposes of this Agreement, (i) “ Passenger Enplanements ” means the aggregate of ticketed passengers flown on America West and US Airways branded aircraft as reported by US Airways for the **period ending **as adjusted for the average industry capacity reduction over such period of time (for avoidance of doubt, as of the date of this Agreement, Passenger Enplanements includes passengers flown on Mesa Airlines or any other carrier operated as America West Express or US Airways Express but does not include passengers flown on Hawaiian Airlines, except, for example, a passenger flown on an Albuquerque-Phoenix-Honolulu flight, the Albuquerque-Phoenix segment of such flight would be included as a Passenger Enplanement), and (ii) “ Active Frequent Flyer ” means a US Airways FF Participant who has accrued miles from flights on America West or US Airways in the **period ending**. The “ Passenger Enplanements Baseline Year” shall be the Passenger Enplanements for the **period ending **as adjusted for the average industry capacity reduction over such period of time. The “ Active Frequent Flyer Baseline Year ” shall be the Active Frequent Flyers for the **period ending**.”