SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, D.C.  20549


                              FORM 8-K

                         CURRENT REPORT


               PURSUANT TO SECTION 13 OR 15(D) OF THE
               SECURITIES EXCHANGE ACT OF 1934



          Date of Report                 March 19, 2001

   (Date of earliest event reported)     (March 12, 2001)



                    VANGUARD AIRLINES, INC
     (Exact name of registrant as specified in its charter)



DELAWARE         (State or other jurisdiction of incorporation)
0-27034          (Commission File Number)
48-1149290       (I.R.S. Employer Identification No.)



                    533 Mexico City Avenue
               Kansas City International Airport
                    Kansas City, MO  64153
     (Address of principal executive offices including zip code)



Registrant's telephone number including area code (816) 243-2100

<PAGE>

ITEM 5.  OTHER EVENTS.

Vanguard Airlines, Inc. (the "Company") issued a press release on
March 12, 2001, a copy of which is attached hereto as Exhibit 99
and is incorporated herein by reference, announcing that the
Company issued 162,500 shares of the Company's Series C
Convertible Preferred Stock with a liquidation preference of $20
per share, subject to annual accretion over three years. The
Series C Preferred Stock is convertible into Common Stock at a
price of $1.25 per share.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

        (c)  EXHIBITS.  The following Exhibits are filed with
        this report:

EXHIBIT NO.    DESCRIPTION

         99   Press Release issued March 12, 2001.


SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.




                         VANGUARD AIRLINES, INC.



                         /s/Robert M. Rowen
                         -----------------------------
                         By:  Robert M. Rowen
                         Vice President and General Counsel

Date:          March 19, 2001
<PAGE>



FOR IMMEDIATE RELEASE
MARCH 12, 2001

CONTACT:  Alan Carr
816-243-2136

acarr@flyvanguard.com
VANGUARD AIRLINES COMPLETES PRIVATE PLACEMENT

Kansas City, MO -- Vanguard Airlines, Inc. (NasdaqSC: VNGD)
announced today that it completed a $3.25 million private
placement of units of securities with Vanguard Acquisition
Company, a subsidiary of Pegasus Aviation. Under terms of the
transaction, Vanguard issued 162,500 shares of the Company's
Series C Convertible Preferred Stock with a liquidation
preference of $20 per share, subject to annual accretion over
three years. The Series C Preferred Stock is convertible into
Common Stock at a price of $1.25 per share.

The net proceeds from the offering-approximately $3 million after
placement fees and other transaction costs-will be added to the
Company's working capital and, in part, be used to fund aircraft
lease deposits and a lease deferral and repayment program with
respect to certain 737-series aircraft. Pursuant to this program,
Vanguard is bringing certain lease arrearages current, returning
certain aircraft to the lessors and deferring portions of rent
coming due before July 1, 2001, under agreement with the
respective lessors. Deferred amounts of rent are scheduled to be
repaid over time commencing in July 2001.

Vanguard is leasing up to eight MD-80 series aircraft from
Pegasus in a deal announced this past December. The first two of
these aircraft will begin service on April 1, 2001, and will
operate on the Company's routes between New York's LaGuardia
Airport and Kansas City as well as on Vanguard's new route
between San Francisco and Kansas City, which begins April 1. In
conjunction with the new aircraft, Vanguard will introduce
Business Class service on these routes-offering amenities
including spacious leather seats, expanded meal service and
personalized attention.

"Pegasus is excited to inaugurate the implementation of
Vanguard's new business strategy," said Rich Wiley, President and
CEO of Pegasus Aviation. "The imminent delivery of the first two
MD-80 series aircraft will enhance Vanguard's fleet and provide
the opportunity to upgrade the service on the routes served by
these aircraft. Now travelers will not only have the benefit of
Vanguard's low fares, they can also experience a premium class
cabin."

--MORE-
<PAGE>
Jeff Potter, CEO and President of Vanguard Airlines, said, "This
transaction provides important positioning for the future of
Vanguard. The capital investment in Vanguard by an experienced
aircraft financier demonstrates the viability of our business
plan. The introduction of the Pegasus MD-80 aircraft into our
fleet is a key ingredient in our effort to improve our
reliability, enhance our customer service, and upgrade our
product and service offerings.
We look forward to putting the first of these aircraft into
service on April 1."

Seabury Securities LLC acted as advisor to Vanguard on both the
capital investment and the lease deferral program.

Kansas City-based Vanguard Airlines, which began service in
December 1994, is a value-priced passenger airline. The airline
provides convenient all-jet service to 15 cities: Atlanta,
Austin, Buffalo/Niagara Falls, Chicago-Midway, Dallas/Ft. Worth,
Denver, Kansas City, Las Vegas (beginning April 1), Los Angeles,
Minneapolis/St. Paul, Myrtle Beach, New Orleans, New York-
LaGuardia, Pittsburgh and San Francisco (beginning April 1). The
Company has approximately 950 full-time employees and currently
operates a fleet of 12 Boeing 737s. For more information, visit
the Company's Web site at WWW.FLYVANGUARD.COM.

This press release contains forward-looking statements that
involve risks and uncertainties. Such forward-looking statements
are made based on management's belief, as well as assumptions
made by, and information currently available to, management
pursuant to the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995. Further information on
such risks and uncertainties that could affect the Company's
financial results are included in the Company's filings with the
Securities and Exchange Commission, including the Form 10-K for
the year ended December 31, 1999, and in subsequent filings filed
with the Securities and Exchange Commission.
[{"type": "8-K", "sequence": "1", "filename": "0001.txt", "secsgml_size_bytes": 6388}]
{"company-data": {"conformed-name": "VANGUARD AIRLINES INC \\DE\\", "cik": "0001000578", "assigned-sic": "4512", "irs-number": "481149290", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-27034", "film-number": "1572350"}, "business-address": {"street1": "533 MEXICO CITY AVENUE", "street2": "KANSAS CITY INTERNATIONAL AIRPORT", "city": "KANSAS CITY", "state": "MO", "zip": "64153", "phone": "9137891388"}, "mail-address": {"street1": "533 MEXICO CITY AVENUE", "street2": "KANSAS CITY INTERNATIONAL AIRPORT", "city": "KANSAS CITY", "state": "MO", "zip": "64153"}}
SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, D.C.  20549

                              FORM 8-K

                         CURRENT REPORT

               PURSUANT TO SECTION 13 OR 15(D) OF THE
               SECURITIES EXCHANGE ACT OF 1934

          Date of Report                 March 19, 2001

   (Date of earliest event reported)     (March 12, 2001)

                    VANGUARD AIRLINES, INC
     (Exact name of registrant as specified in its charter)

DELAWARE         (State or other jurisdiction of incorporation)
0-27034          (Commission File Number)
48-1149290       (I.R.S. Employer Identification No.)

                    533 Mexico City Avenue
               Kansas City International Airport
                    Kansas City, MO  64153
     (Address of principal executive offices including zip code)

Registrant's telephone number including area code (816) 243-2100
ITEM 5.  OTHER EVENTS.

Vanguard Airlines, Inc. (the "Company") issued a press release on
March 12, 2001, a copy of which is attached hereto as Exhibit 99
and is incorporated herein by reference, announcing that the
Company issued 162,500 shares of the Company's Series C
Convertible Preferred Stock with a liquidation preference of $20
per share, subject to annual accretion over three years. The
Series C Preferred Stock is convertible into Common Stock at a
price of $1.25 per share.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

        (c)  EXHIBITS.  The following Exhibits are filed with
        this report:

EXHIBIT NO.    DESCRIPTION

         99   Press Release issued March 12, 2001.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.

                         VANGUARD AIRLINES, INC.

                         /s/Robert M. Rowen
                         -----------------------------
                         By:  Robert M. Rowen
                         Vice President and General Counsel

Date:          March 19, 2001
FOR IMMEDIATE RELEASE
MARCH 12, 2001

CONTACT:  Alan Carr
816-243-2136

acarr@flyvanguard.com
VANGUARD AIRLINES COMPLETES PRIVATE PLACEMENT

Kansas City, MO -- Vanguard Airlines, Inc. (NasdaqSC: VNGD)
announced today that it completed a $3.25 million private
placement of units of securities with Vanguard Acquisition
Company, a subsidiary of Pegasus Aviation. Under terms of the
transaction, Vanguard issued 162,500 shares of the Company's
Series C Convertible Preferred Stock with a liquidation
preference of $20 per share, subject to annual accretion over
three years. The Series C Preferred Stock is convertible into
Common Stock at a price of $1.25 per share.

The net proceeds from the offering-approximately $3 million after
placement fees and other transaction costs-will be added to the
Company's working capital and, in part, be used to fund aircraft
lease deposits and a lease deferral and repayment program with
respect to certain 737-series aircraft. Pursuant to this program,
Vanguard is bringing certain lease arrearages current, returning
certain aircraft to the lessors and deferring portions of rent
coming due before July 1, 2001, under agreement with the
respective lessors. Deferred amounts of rent are scheduled to be
repaid over time commencing in July 2001.

Vanguard is leasing up to eight MD-80 series aircraft from
Pegasus in a deal announced this past December. The first two of
these aircraft will begin service on April 1, 2001, and will
operate on the Company's routes between New York's LaGuardia
Airport and Kansas City as well as on Vanguard's new route
between San Francisco and Kansas City, which begins April 1. In
conjunction with the new aircraft, Vanguard will introduce
Business Class service on these routes-offering amenities
including spacious leather seats, expanded meal service and
personalized attention.

"Pegasus is excited to inaugurate the implementation of
Vanguard's new business strategy," said Rich Wiley, President and
CEO of Pegasus Aviation. "The imminent delivery of the first two
MD-80 series aircraft will enhance Vanguard's fleet and provide
the opportunity to upgrade the service on the routes served by
these aircraft. Now travelers will not only have the benefit of
Vanguard's low fares, they can also experience a premium class
cabin."

--MORE-
Jeff Potter, CEO and President of Vanguard Airlines, said, "This
transaction provides important positioning for the future of
Vanguard. The capital investment in Vanguard by an experienced
aircraft financier demonstrates the viability of our business
plan. The introduction of the Pegasus MD-80 aircraft into our
fleet is a key ingredient in our effort to improve our
reliability, enhance our customer service, and upgrade our
product and service offerings.
We look forward to putting the first of these aircraft into
service on April 1."

Seabury Securities LLC acted as advisor to Vanguard on both the
capital investment and the lease deferral program.

Kansas City-based Vanguard Airlines, which began service in
December 1994, is a value-priced passenger airline. The airline
provides convenient all-jet service to 15 cities: Atlanta,
Austin, Buffalo/Niagara Falls, Chicago-Midway, Dallas/Ft. Worth,
Denver, Kansas City, Las Vegas (beginning April 1), Los Angeles,
Minneapolis/St. Paul, Myrtle Beach, New Orleans, New York-
LaGuardia, Pittsburgh and San Francisco (beginning April 1). The
Company has approximately 950 full-time employees and currently
operates a fleet of 12 Boeing 737s. For more information, visit
the Company's Web site at WWW.FLYVANGUARD.COM.

This press release contains forward-looking statements that
involve risks and uncertainties. Such forward-looking statements
are made based on management's belief, as well as assumptions
made by, and information currently available to, management
pursuant to the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995. Further information on
such risks and uncertainties that could affect the Company's
financial results are included in the Company's filings with the
Securities and Exchange Commission, including the Form 10-K for
the year ended December 31, 1999, and in subsequent filings filed
with the Securities and Exchange Commission.