UNITED STATES

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 (date of earliest event reported): ~~June~~August 2512, 2007

MIDWEST AIR GROUP, INC.

(Exact name of registrant as specified in its charter)

Wisconsin

1-13934

39-1828757

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

6744 South Howell Avenue, Oak Creek, Wisconsin 53154

(Address of principal executive offices, including zip code)

(414) 570-4000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 3.01.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On June 25, 2007, Midwest Air Group, Inc. (the “Company”) notified the American Stock Exchange (the “AMEX”) that due to the anticipated results of the election of directors at the 2007 annual meeting of shareholders of the Company described below, the audit committee of the board of directors of the Company, which included Mr. Frederick P. Stratton, Jr., would have two members. The Company received a warning letter from the AMEX dated June 25, 2007 noting that the audit committee must be composed of at least three independent directors and that therefore the Company would not be in compliance with Section 121(B)(2)(a) of the AMEX Company Guide. While the AMEX has given the Company until September 25, 2007 to regain compliance, the Company has indicated that an additional independent director is expected to be appointed to the audit committee at the next meeting of the board of directors, which is expected to be held within the next 30 days.

Item 8.01.

Other Events.

On ~~June~~August 2612, 2007, ~~the~~Midwest ~~Company~~Air ~~confirmed~~Group, atInc. ~~its~~(the ~~reconvened~~“Company”) ~~2007~~issued ~~annual~~a ~~meeting~~press ofrelease ~~shareholders,~~announcing ~~adjourned~~that ~~from~~ the ~~original~~Company ~~meeting~~has ~~date~~unanimously ofdetermined ~~June~~to ~~14,~~pursue ~~2007,~~an ~~that~~all ~~the~~cash ~~Company’s~~offer ~~shareholders~~from ~~have~~TPG ~~elected~~Capital, ~~John M~~L.P. ~~Albertine,~~on ~~Jeffrey~~behalf H.of ~~Erickson~~an affiliate of TPG and ~~Charles~~one F.or ~~Kalmbach~~more partners to ~~serve~~acquire onall of the ~~Company’s~~outstanding ~~board~~shares of ~~directors~~the Company for ~~three-year~~$16.00 ~~terms~~per toshare. The ~~expire~~press atrelease ~~the~~is ~~Company’s~~attached ~~2010~~hereto ~~annual~~as ~~meeting~~Exhibit of99.1 ~~shareholders~~and incorporated herein by reference.

As a result of the election, the tenure of John F. Bergstrom, James R. Boris and Frederick P. Stratton, Jr. as directors of the Company ended as of June 26, 2007.

The press release issued by the Company on June 26, 2007 in connection with the foregoing matters is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

(a)

Financial Statements of Business Acquired.

Not applicable.

(b)

Pro Forma Financial Information.

Not applicable.

(c)

Shell Company Transactions.

Not applicable.

(d)

Exhibits.

	Exhibit No.	Description
	99.1	Press Release dated ~~June~~August 2612, 2007

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.

Dated: June 26, 2007	MIDWEST AIR GROUP, INC.
Dated: August 13, 2007	MIDWEST AIR GROUP, INC.
	By: /s/ Carol N. Skornicka
	Carol N. Skornicka Senior Vice President – Corporate Affairs, General Counsel and Secretary
	Carol N. Skornicka Senior Vice President – Corporate Affairs, Secretary and General Counsel

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated ~~June~~August 2612, 2007

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