UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC  20549
FORM 10-Q

(Mark One)
(X)	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1998.
OR
(  )	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
EXCHANGE ACT OF 1934
For the transition period from  . . . . . .  to  . . . . . .

Commission file number  1-8957

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

           Alaska	92-0009235
(State or other jurisdiction of	(I.R.S. Employer 
incorporation or organization)	Identification No.)

19300 Pacific Highway South, Seattle, Washington 98188
(Address of principal executive offices)

Registrant's telephone number, including area code: (206) 431-7079

	Indicate by check mark whether the registrant (1) has filed all reports 
required to be filed by Section 13 or 15(d) of the Securities Exchange Act 
of 1934 during the preceding 12 months (or for such shorter period that the 
registrant was required to file such reports), and (2) has been subject to 
such filing requirements for the past 90 days. Yes  X  No ___

APPLICABLE ONLY TO CORPORATE ISSUERS:

	Indicate the number of shares outstanding of each of the issuer's 
classes of common stock, as of the latest practicable date.

	The registrant has 500 common shares, par value $1.00, outstanding at 
March 31, 1998.

PART I.  FINANCIAL INFORMATION
ITEM 1.  Financial Statements
Attached are the following Alaska Airlines, Inc. (the Company or Alaska) 
unaudited financial statements: (i) balance sheets as of March 31, 1998 and 
December 31, 1997; (ii) statements of income for the three months ended 
March 31, 1998 and 1997; (iii) statement of shareholder's equity for the 
three months ended March 31, 1998; and, (iv) statements of cash flows for 
the three months ended March 31, 1998 and 1997.  Also attached are the 
accompanying notes to the Company's financial statements that have changed 
significantly during the three months ended March 31, 1998.  These 
statements, which should be read in conjunction with the financial 
statements in the Company's annual report on Form 10-K for the year ended 
December 31, 1998, include all adjustments that are, in the opinion of 
management, necessary for a fair presentation of the results for the 
interim periods.  The adjustments made were of a normal recurring nature.

The Company is a wholly owned subsidiary of Alaska Air Group, Inc. (Air 
Group) whose principal subsidiaries are Alaska Airlines, Inc. and Horizon 
Air Industries, Inc.

ITEM 2.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND 
FINANCIAL CONDITION

Results of Operations
First Quarter 1998 Compared with First Quarter 1997
Net income for the first quarter of 1998 was $14.6 million compared with a 
net loss of $2.1 million in 1997.  Operating income for the first quarter 
of 1998 was $22.5 million compared to an operating loss of $1.5 million for 
1997.  Lower fuel prices, adjusted for profit sharing, accounted for $16.0 
million of the $24.0 million improvement in operating income. Airline 
financial and statistical data is shown following the financial statements.  
A discussion of this data follows.

Operating income improved to $22.5 million, resulting in a 6.5% operating 
margin as compared to a negative 0.5% margin in 1997.  Operating revenue 
per available seat mile (ASM) increased 4.1% to 9.06 cents while operating 
expenses per ASM decreased 3.1% to 8.47 cents.

The increase in revenue per ASM was due to a 6.4% increase in system 
passenger yield partially offset by a 0.7 point decrease in passenger load 
factor.  Most markets, including the three largest (Seattle - Anchorage, 
Pacific Northwest - Southern California and Pacific Northwest - Northern 
California), experienced increases in yields and load factors.  The higher 
yields and load factors reflect a more stabilized competitive environment 
in those markets in 1998.  Most of the ASM growth was in the Company's 
newest market, Vancouver, Canada, where daily round trip flights have 
increased from three to nine.  Excluding this new market, the passenger 
load factor would have shown a slight increase over the prior year.

Freight and mail revenues increased 5.7%, primarily due to higher mail 
volumes and rates.  Other-net revenues decreased 5.4% due to an increased 
deferral of revenue from travel partners in Alaska's frequent flyer 
program, and lower maintenance service revenue.

The table below shows the major operating expense elements on a cost per 
ASM basis for Alaska for the first quarters of 1997 and 1998.
<TABLE>
<CAPTION>
                    Alaska Airlines	Operating Expenses Per ASM (In Cents)
                               		1997    	1998   	Change   	% Change
<S>                              <C>      <C>       <C>          <C>
Wages and benefits	              2.77    	2.92      	.15          	5
Employee profit sharing	           --	     .05      	.05         	NM
Contracted services	              .28     	.32      	.04         	14
Aircraft fuel                   	1.50    	1.03     	(.47)       	(31)
Aircraft maintenance	             .41     	.48      	.07         	17
Aircraft rent	                   1.02     	.98     	(.04)        	(4)
Food and beverage service        	.30     	.29     	(.01)        	(3)
Commissions	                      .63     	.57     	(.06)       	(10)
Other selling expenses	           .45     	.45	       --         	--
Depreciation and amortization	    .38     	.40      	.02          	5
Landing fees and other rentals	   .36     	.35     	(.01)        	(3)
Other                            	.64     	.63     	(.01)        	(2)
Alaska Airlines Total	           8.74    	8.47     	(.27)        	(3)
NM = Not Meaningful
</TABLE>
Alaska's lower unit costs were primarily due to lower fuel prices, offset 
by higher labor costs.  Significant unit cost changes are discussed below.

Employees increased 5.4%, in line with the 6.0% increase in ASMs.  
Excluding profit sharing, average wages and benefits per employee were up 
5.8%, primarily due to higher pilot wage rates and pension costs.  The net 
effect was that wages and benefits expense increased more than the ASM 
growth, resulting in a 5% increase in cost per ASM.

Fuel expense per ASM decreased 31%, due to a 31% decrease in the price of 
fuel.

Maintenance expense per ASM increased 17%, because the 1997 results 
included a $1.0 million favorable spare parts adjustment, whereas the 1998 
results included $0.9 million more materials usage and $0.8 million more 
amortization of engine and airframe overhauls.

Commission expense per ASM decreased 10%, because the commission rate paid 
to travel agents decreased from 10% to 8% for sales made October 1, 1997 
and thereafter.  As a percentage of passenger revenue, commissions 
decreased 15%, from 8.2% to 7.0%
Nonoperating Income (Expense)  The net of these items changed from $2.3 
million expense to $1.6 million income due to more interest income earned 
on higher cash balances and less intercompany interest expense incurred.

Income Tax Credit  Accounting standards require the Company to provide for 
income taxes each quarter based on its estimate of the effective tax rate 
for the full year.  The volatility of air fares and the seasonality of the 
Company's business make it difficult to accurately forecast full-year 
pretax results.  In addition, a relatively small change in pretax results 
can cause a significant change in the effective tax rate due to the 
magnitude of nondeductible expenses, such as goodwill amortization and 
employee per diem costs.  In estimating the 39.4% tax rate for the first 
quarter of 1998, the Company considered a variety of factors, including the 
U.S. federal rate of 35%, estimates of nondeductible expenses and state 
income taxes, and the 40.3% tax rate used for full year 1997.  This rate is 
evaluated each quarter and adjustments are made if necessary.

Liquidity and Capital Resources
The table below presents the major indicators of financial condition and 
liquidity.
<TABLE>
<CAPTION>
                              	Dec. 31, 1997  	March 31, 1998	  Change
(In millions, except debt-to-equity)
<S>                                  <C>              <C>       <S>
Cash and marketable securities      	$	212.4         	$	250.9  	$	38.5
Working capital (deficit)	           	(151.4)        		(144.1)   		7.3
Long-term debt and
  capital lease obligations          		215.3          		208.3   		(7.0)
Shareholders' equity		                 433.0	          	447.6   		14.6

Debt-to-equity                      	33%:67%         	32%:68%      	NA
</TABLE>
The Company's cash and marketable securities portfolio decreased by $39 
million during the first three months of 1998.  Operating activities 
provided $77 million of cash during this period. Additional cash was 
provided by the sale and leaseback of two B737-400 aircraft ($64 million).  
Cash was used for $96 million of capital expenditures, including the 
purchase of three new B737-400 aircraft, flight equipment deposits and 
airframe and engine overhauls and the repayment of debt ($7 million).

Year 2000 Computer Issue  The Company uses a significant number of computer 
software programs and embedded operating systems that were not originally 
designed to process dates beyond 1999.  The Company has implemented a 
project to ensure that the Company's systems will function properly in the 
year 2000 and thereafter.  The Company anticipates completing this project 
for key systems in early 1999 and believes that, with modifications to its 
existing software and systems and/or conversions to new software, the year 
2000 issue will not pose significant operational problems.  The total 
direct costs of the Company's year 2000 project are currently estimated at 
less than $1 million.  Additional systems currently under review may 
require further resources.  The Company does not expect any cost increases 
to have a material effect on its results of operations.

The Company is also in contact with its significant suppliers and vendors 
with which its systems interface and exchange data or upon which its 
business depends.  These efforts are designed to minimize the extent to 
which its business will be vulnerable to their failure to remediate their 
own year 2000 issues.  The Company's business is also dependent upon 
certain governmental organizations or entities such as the Federal Aviation 
Administration (FAA) that provide essential aviation industry 
infrastructure.  There can be no assurance that such third parties on which 
the Company's business relies will successfully remediate their systems on 
a timely basis.  The Company's business, financial condition or results of 
operations could be materially adversely affected by the failure of its 
systems or those operated by other parties to operate properly beyond 1999.  
Areas that could be adversely affected include flight operations, 
maintenance, planning, reservations, sales, accounting and the frequent 
flyer program.  To the extent possible, the Company is developing and 
executing contingency plans designed to allow continued operation in the 
event of failure of third party systems or products.

PART II.  OTHER INFORMATION
ITEM 5.  Other Information
During the first quarter of 1998, Alaska's mechanics, inspectors, cleaners, 
janitors and fleet service employees voted to be represented by the 
Aircraft Mechanics Fraternal Association (AMFA) rather than the 
International Association of Machinists (IAM).  The negotiation of an 
initial contract is expected to begin during June 1998.  The IAM will 
continue to represent Alaska's stock clerks and ramp service employees, 
whose contract became amendable August 31, 1997.  Negotiation of a new 
contract for those employees is expected to resume during the second 
quarter of 1998.

ITEM 6.  Exhibits and Reports on Form 8-K
(a)	Exhibit 27 - Financial data schedule.
(b)	No reports on Form 8-K were filed during the first quarter of 1998.


Signatures
Pursuant to the requirements of the Securities Act of 1934, the registrant 
has duly caused this report to be signed on its behalf by the undersigned 
thereunto duly authorized.

         ALASKA AIRLINES, INC.	
Registrant

Date:  April 29, 1998	


/s/ John F. Kelly	
John F. Kelly
Chairman and Chief Executive Officer


/s/ Harry G. Lehr	
Harry G. Lehr
Senior Vice President/Finance
(Principal Financial Officer)

<PAGE>
<TABLE>
BALANCE SHEET
Alaska Airlines, Inc.
<CAPTION>
ASSETS
                                                 December 31,      March 31,
(In Millions)                                            1997            1998
<S>                                                  <C>             <C>
Current Assets
Cash and cash equivalents                              $102.3           $77.5
Marketable securities                                   110.1           173.4
Receivables from related companies                        4.3            15.6
Receivables - net                                        65.5            82.3
Inventories and supplies                                 26.5            25.2
Prepaid expenses and other assets                        86.6            87.0
Total Current Assets                                    395.3           461.0

Property and Equipment
Flight equipment                                        886.4           920.2
Other property and equipment                            222.8           227.9
Deposits for future flight equipment                     80.0            69.3
                                                      1,189.2         1,217.4
Less accumulated depreciation and amortization          324.6           337.7
                                                        864.6           879.7
Capital leases:
Flight and other equipment                               44.4            44.4
Less accumulated amortization                            27.5            28.1
                                                         16.9            16.3
Total Property and Equipment - Net                      881.5           896.0

Intangible Assets - Subsidiaries                         14.5            14.4


Other Assets                                             79.4            78.9


Total Assets                                         $1,370.7        $1,450.3

See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
BALANCE SHEET
Alaska Airlines, Inc.
<CAPTION>
LIABILITIES AND SHAREHOLDER'S EQUITY
                                                 December 31,      March 31,
(In Millions)                                            1997            1998
<S>                                                  <C>             <C>
Current Liabilities
Accounts payable                                        $55.8           $65.9
Payables to related companies                            50.8           108.4
Accrued aircraft rent                                    47.7            47.8
Accrued wages, vacation and payroll taxes                60.5            47.1
Other accrued liabilities                                83.0            93.8
Air traffic liability                                   166.2           212.9
Note payable to related company                          54.0              -
Current portion of long-term debt and
  capital lease obligations                              28.7            29.2
Total Current Liabilities                               546.7           605.1

Long-Term Debt and Capital Lease Obligations            215.3           208.3
Other Liabilities and Credits
Deferred income taxes                                    72.2            80.8
Deferred income                                          15.4            20.3
Other liabilities                                        88.1            88.2
                                                        175.7           189.3


Shareholder's Equity                                      0.0             0.0
Common stock, $1 par value                                0.0             0.0
  Authorized:  1,000 shares
  Issued:  1997 and 1998 - 500 shares                     0.0             0.0
  Capital in excess of par value                        225.8           225.8
Retained earnings                                       207.2           221.8
                                                        433.0           447.6

Total Liabilities and Shareholder's Equity           $1,370.7        $1,450.3

See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF INCOME
Alaska Airlines, Inc.
<CAPTION>
Three Months Ended March 31
(In Millions)                                       1997            1998
<S>                                               <C>             <C>
Operating Revenues
Passenger                                         $277.4          $309.8
Freight and mail                                    17.4            18.4
Other - net                                         16.8            15.9
Total Operating Revenues                           311.6           344.1
Operating Expenses
Wages and benefits                                  99.2           112.7
Contracted services                                 10.0            12.0
Aircraft fuel                                       53.7            39.1
Aircraft maintenance                                14.8            18.3
Aircraft rent                                       36.4            37.2
Food and beverage service                           10.6            11.0
Commissions                                         22.6            21.6
Other selling expenses                              16.1            17.2
Depreciation and amortization                       13.7            15.1
Landing fees and other rentals                      12.7            13.3
Other                                               23.3            24.1
Total Operating Expenses                           313.1           321.6
Operating Income (Loss)                             (1.5)           22.5
Nonoperating Income (Expense)
Interest income                                      2.4             4.4
Interest expense                                    (6.2)           (4.7)
Interest capitalized                                 0.7             1.1
Other - net                                          0.8             0.8
                                                    (2.3)            1.6
Income (loss) before income tax                     (3.8)           24.1
Income tax expense (credit)                         (1.7)            9.5
Net Income (Loss)                                  $(2.1)          $14.6

See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF SHAREHOLDER'S EQUITY
Alaska Airlines, Inc.
<CAPTION>
                                               Capital in
                                      Common    Excess of   Retained
(In Millions)                          Stock    Par Value   Earnings      Total

<S>                                    <C>          <C>        <C>        <C>
Balances at December 31, 1997          $ -          $225.8     $207.2     $433.0

Net income for the three months
  ended March 31, 1998                                           14.6       14.6

Balances at March 31, 1998             $ -          $225.8     $221.8     $447.6

See accompanying notes to financial statements.
</TABLE>

<PAGE>
<TABLE>
STATEMENT OF CASH FLOWS
Alaska Airlines, Inc.
<CAPTION>
Three Months Ended March 31  (In Millions)                  1997         1998
<S>                                                         <C>         <C>
Cash flows from operating activities:
Net income (loss)                                           $(2.1)       $14.6
Adjustments to reconcile net income (loss) to cash:
   Depreciation and amortization                             13.7         15.1
   Amortization of airframe and engine overhauls              7.2          8.0
   Increase (decrease) in deferred income taxes              (1.7)         8.6
   Increase in accounts receivable                          (10.4)       (28.1)
   Decrease in other current assets                          10.4          0.9
   Increase in air traffic liability                         46.9         46.9
   Increase (decrease) in other current liabilities         (33.7)        11.1
   Other-net                                                  0.4         (0.2)
Net cash provided by operating activities                    30.7         76.9
Cash flows from investing activities:
Purchases of marketable securities                          (14.6)       (84.2)
Sales and maturities of marketable securities                 7.0         20.9
Restricted deposits                                          (0.6)        (0.4)
Additions to flight equipment deposits                       (9.0)       (10.2)
Additions to property and equipment                         (19.3)       (85.3)
Net cash used in investing activities                       (36.5)      (159.2)
Cash flows from financing activities:
Proceeds from short-term borrowings                          28.0          -
Repayment of short-term borrowings                          (47.0)         -
Proceeds from sale and leaseback transactions                 -           64.0
Long-term debt and capital lease payments                    (6.3)        (6.5)
Net cash provided by (used in) financing activities         (25.3)        57.5
Net decrease in cash and cash equivalents                   (31.1)       (24.8)
Cash and cash equivalents at beginning of period             49.2        102.3
Cash and cash equivalents at end of period                  $18.1        $77.5
Supplemental disclosure of cash paid during the period for:
  Interest                                                   $5.0         $4.9
  Income taxes                                                 -           -
Noncash investing and financing activities:
1998 - A $54.0 million note payable to Alaska Air Group was exchanged
            for a non-interest bearing payable.

See accompanying notes to financial statements.
</TABLE>
<PAGE>
NOTES TO FINANCIAL STATEMENTS THAT HAVE CHANGED SIGNIFICANTLY DURING THE 
THREE MONTHS ENDED MARCH 31, 1998
Alaska Airlines, Inc.

Note 1.	Commitments (See Note 6 to Financial Statements at December 31, 
1997)
During the first three months of 1998, Alaska's lease commitments increased 
approximately $92 million due to the sale and leaseback of two B737-400 
aircraft under 18-year operating leases.
<PAGE>
<TABLE>
Airline Financial and Statistical Data
<CAPTION>
Quarter Ended March 31
                                                            Alaska Airlines

Financial Data (in millions):                    1997        1998     % Change
<S>                                            <C>         <C>         <C>
Operating Revenues:
Passenger                                      $277.4      $309.8         11.7
Freight and mail                                 17.4        18.4          5.7
Other - net                                      16.8        15.9         (5.4)
Total Operating Revenues                        311.6       344.1         10.4

Operating Expenses:
Wages and benefits                               99.2       110.7         11.6
Employee profit sharing                           0.0         2.0          NM
Contracted services                              10.0        12.0         20.0
Aircraft fuel                                    53.7        39.1        (27.2)
Aircraft maintenance                             14.8        18.3         23.6
Aircraft rent                                    36.4        37.2          2.2
Food and beverage service                        10.6        11.0          3.8
Commissions                                      22.6        21.6         (4.4)
Other selling expenses                           16.1        17.2          6.8
Depreciation and amortization                    13.7        15.1         10.2
Gain on sale of assets                            0.0         0.0
Landing fees and other rentals                   12.7        13.3          4.7
Other                                            23.3        24.1          3.4
Total Operating Expenses                        313.1       321.6          2.7

Operating Income (Loss)                          (1.5)       22.5

Interest income                                   2.4         4.4
Interest expense                                 (6.2)       (4.7)
Interest capitalized                              0.7         1.1
Other - net                                       0.8         0.8
                                                 (2.3)        1.6

Income (Loss) Before Income Tax                 $(3.8)      $24.1

Operating Statistics:
Revenue passengers (000)                        2,770       2,863          3.4
RPMs (000,000)                                  2,342       2,459          5.0
ASMs (000,000)                                  3,582       3,798          6.0
Passenger load factor                            65.4%       64.7%     (0.7)pts
Breakeven load factor                            67.1%       60.0%     (7.1)pts
Yield per passenger mile                        11.84c      12.60c         6.4
Operating revenue per ASM                         8.7c        9.1c         4.1
Operating expenses per ASM                        8.7c        8.5c        (3.1)
Fuel cost per gallon                             83.2c       57.5c       (30.8)
Fuel gallons (000,000)                           64.6        67.9          5.1
Average number of employees                     7,921       8,353          5.4
Aircraft utilization (block hours)               11.2        11.2          0.0
Operating fleet at period-end                       75          80         6.7
NM = Not Meaningful
c = cents
</TABLE>