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 September 30, 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 
September 30, 1998.
<PAGE>
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 September 30, 1998 
and December 31, 1997; (ii) statements of income for the quarters and nine 
months ended September 30, 1998 and 1997; (iii) statement of shareholder's 
equity for the nine months ended September 30, 1998; and, (iv) statements 
of cash flows for the nine months ended September 30, 1998 and 1997.  Also 
attached are the accompanying notes to the Company's financial statements 
that have changed significantly during the nine months ended September 30, 
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, 1997, 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
Third Quarter 1998 Compared with Third Quarter 1997
Net income for the third quarter of 1998 was $40.6 million compared with a 
net income of $40.2 million in 1997.  The 1998 third quarter includes an 
after-tax charge of $10.1 million for settlement of the MarkAir litigation.  
Operating income for the third quarter of 1998 was $79.3 million compared 
with $69.3 million for 1997.  Lower fuel prices accounted for $9.4 million 
of the $10.0 million improvement in operating income. Airline financial and 
statistical data is shown following the financial statements.  A discussion 
of this data follows.

Operating income increased 14.4% to $79.3 million, resulting in a 17.8% 
operating margin as compared to a 16.5% margin in 1997.  Operating revenue 
per available seat mile (ASM) decreased 4.3% to 9.62 cents while operating 
expenses per ASM decreased 5.8% to 7.92 cents.  The decrease in revenue per 
ASM was due to a 1.2 point decrease in system passenger load factor 
combined with a 2.2% decrease in system passenger yield.  The lower load 
factors and yields are largely due to an 11.0% increase in capacity in 
1998.  Approximately half of the yield decline is due to the Canadian 
market, which is still in the development stage.

Freight and mail revenues decreased 0.9% due to lower freight volumes, 
resulting from increased competition in the Seattle-Anchorage market.  
Other-net revenues increased 4.1% due to increased revenue from travel 
partners in Alaska's frequent flyer program.

The table below shows the major operating expense elements on a cost per 
ASM basis for Alaska for the third 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	           2.67    	2.66	    (.01)         	--
Employee profit sharing	       .16     	.17     	.01           	6
Contracted services           	.26     	.26      	--	          --
Aircraft fuel	                1.18	     .96    	(.22)	        (19)
Aircraft maintenance	          .43	     .42     (.01)         	(2)
Aircraft rent	                 .90     	.91     	.01           	1
Food and beverage service	     .31     	.29	    (.02)         	(7)
Commissions	                   .72     	.57    	(.15)         (21)
Other selling expenses	        .49     	.44	    (.05)        	(10)
Depreciation and amortization	 .35	     .34    	(.01)	         (3)
Gain on sale of assets	       (.01)	    	--	     .01          	NM
Landing fees and other rentals	.34     	.34	      --          	--
Other	                         .60     	.56    	(.04)         	(7)
Alaska Airlines Total        	8.40    	7.92    	(.48)	         (6)
NM = Not Meaningful
</TABLE>
Alaska's lower unit costs were primarily due to lower fuel prices and lower 
travel agent commission rates.  Significant unit cost changes are discussed 
below.

Fuel expense per ASM decreased 19%, due to a 19% decrease in the price of 
fuel.

Commission expense per ASM decreased 21%, 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 expense 
decreased 18%, from 7.9% to 6.5%.

Nonoperating Income (Expense)  Nonoperating expense was significantly 
affected by the $16.5 million charge for settling the MarkAir litigation 
(see Legal Proceedings).  This charge was partly offset by $2.1 million 
less interest expense incurred and by a $3.2 million increase in interest 
income earned on higher cash balances, resulting in a $10.7 million 
increase in net nonoperating expense.


Nine Months 1998 Compared with Nine Months 1997
Net income for the nine months ended September 30, 1998 was $91.7 million, 
compared with a net income of $61.5 million in 1997.  Operating income for 
the first nine months of 1998 was $159.4 million compared to $109.9 million 
for 1997.  Lower fuel prices, adjusted for profit sharing, accounted for 
$35.4 million of the $49.5 million improvement in operating income.

Operating income increased 45.0% to $159.4 million, resulting in a 13.4% 
operating margin as compared to a 10.0% margin in 1997.  Operating revenue 
per ASM remained even at 9.47 cents while operating expenses per ASM 
decreased 3.7% to 8.21 cents.  A 1.3% increase in system passenger yield 
was offset by a 0.4 point decrease in the system passenger load factor.

Unit costs decreased 3.7% due to lower fuel prices and commission rates, 
partly offset by higher maintenance and profit sharing costs.

Liquidity and Capital Resources
The table below presents the major indicators of financial condition and 
liquidity.
<TABLE>
<CAPTION>
                             	Dec. 31, 1997   	Sep. 30, 1998    	Change
(In millions, except debt-to-equity)
<S>                                 <C>              <C>         <C>
Cash and marketable securities      	$212.4         		$406.9	   	$194.5
Working capital (deficit)		          (151.4)         		(48.4)	   	103.0
Long-term debt and
  capital lease obligations         		215.3          		181.1		    (34.2)
Shareholders' equity                		433.0		          524.7     		91.7

Debt-to-equity                     	33%:67%	         26%:74%	        NA
</TABLE>
The Company's cash and marketable securities portfolio decreased by $195 
million during the first nine months of 1998.  Operating activities 
provided $288 million of cash during this period. Additional cash was 
provided by the sale and leaseback of nine B737-400 aircraft ($288 
million).  Cash was used for $345 million of capital expenditures, 
including the purchase of nine new B737-400 aircraft, flight equipment 
deposits and airframe and engine overhauls and the repayment of debt ($35 
million).


Commitments  During May 1998, Alaska ordered one Boeing 737-400 and two 
Boeing 737-700 aircraft to be delivered in 1999, and three more B737-700s 
to be delivered in 2000.  At September 30, 1998, the Company had firm 
orders for 23 aircraft with a total cost of approximately $756 million as 
set forth below.
<TABLE>
<CAPTION>	
                    	Delivery Period - Firm Orders
<S>                  <C>    <C>    <C>    <C>    <S>
Aircraft	           	1999  	2000  	2001  	2002  	Total
Boeing B737-400		       3    	--    	--	    --	      3
Boeing B737-700		       5	     5	    --	    --	     10
Boeing B737-900		      --	    --     	5	     5	     10
Total	                 	8     	5     	5	     5	     23

Cost (Millions)    		$251  	$155  	$175  	$175   	$756
</TABLE>
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 substantially all 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.  Most of the Company's information technology projects in the 
last several years have made the affected systems Year 2000 compliant.  The 
direct costs of projects solely intended to correct year 2000 problems are 
currently estimated at less than $2 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.  The Company is working with the Airline Transport 
Association to monitor the FAA's progress in making its systems year 2000 
compliant.  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.  The Company already has in place certain disaster 
contingency plans anticipating the potential loss of essential services 
such as electricity and financial accounting systems.  The Company will 
leverage its Year 2000 contingency planning off these existing plans.  In 
addition, the Company is developing and executing additional contingency 
plans designed to allow continued operation in the event of failure of 
third party systems or products.

New Accounting Standards  During June 1998, the Financial Accounting 
Standards Board issued FAS 133, Accounting for Derivative Instruments and 
Hedging Activities  The new standard requires companies to record 
derivatives on the balance sheet as assets or liabilities, measured at fair 
value.  Gains or losses resulting from changes in the values of those 
derivatives would be accounted for depending on the use of the derivative 
and whether it qualifies for hedge accounting.  Due to the Company's 
minimal use of derivatives, the new standard is expected to have no 
material impact on its financial position or results of operations.  FAS 
133 will be effective for the Company's fiscal year beginning January 1, 
2000.

PART II.  OTHER INFORMATION
ITEM 1.  Legal Proceedings
In July 1998, the Company announced that it had reached an agreement in 
principle with the trustee for creditors of the defunct MarkAir, Inc. 
regarding a breach of contract lawsuit.  Subsequently, a formal settlement 
agreement was approved by the bankruptcy court..  The $16.5 million 
settlement resulted in an after-tax charge of $10.1 million in the third 
quarter of 1998.

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 began in July 1998.  The IAM will continue to represent 
Alaska's stock clerks and ramp service employees, whose contract became 
amendable August 31, 1997.  The Company and the IAM are continuing 
negotiations of a new contract with the assistance of a federal mediator.

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 third 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:  October 28, 1998	


/s/ John F. Kelly	
John F. Kelly
Chairman, President 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,         September 30,
(In Millions)                                             1997                  1998
<S>                                                   <C>                   <C>
Current Assets
Cash and cash equivalents                               $102.3                $192.0
Marketable securities                                    110.1                 214.9
Receivables from related companies                         4.3                   4.4
Receivables - net                                         65.5                  87.3
Inventories and supplies                                  26.5                  25.3
Prepaid expenses and other assets                         86.6                  82.1
Total Current Assets                                     395.3                 606.0

Property and Equipment
Flight equipment                                         886.4                 901.3
Other property and equipment                             222.8                 244.8
Deposits for future flight equipment                      80.0                  99.1
                                                       1,189.2               1,245.2
Less accumulated depreciation and amortization           324.6                 362.9
                                                         864.6                 882.3
Capital leases:
Flight and other equipment                                44.4                  44.4
Less accumulated amortization                             27.6                  29.1
                                                          16.8                  15.3
Total Property and Equipment - Net                       881.4                 897.6

Intangible Assets - Subsidiaries                          14.5                  14.1


Other Assets                                              79.5                  78.5


Total Assets                                          $1,370.7              $1,596.2

See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
BALANCE SHEET
Alaska Airlines, Inc.
<CAPTION>
LIABILITIES AND SHAREHOLDER'S EQUITY
                                                 December 31,         September 30,
(In Millions)                                             1997                  1998
<S>                                                   <C>                   <C>
Current Liabilities
Accounts payable                                         $55.9                 $70.0
Payables to related companies                             50.8                 104.6
Accrued aircraft rent                                     47.7                  55.0
Accrued wages, vacation and payroll taxes                 60.5                  66.6
Other accrued liabilities                                 83.0                 137.6
Air traffic liability                                    166.1                 193.0
Note payable to related company                           54.0                    -
Current portion of long-term debt and
  capital lease obligations                               28.7                  27.6
Total Current Liabilities                                546.7                 654.4

Long-Term Debt and Capital Lease Obligations             215.3                 181.1
Other Liabilities and Credits
Deferred income taxes                                     72.2                 103.0
Deferred income                                           15.4                  37.1
Other liabilities                                         88.1                  95.9
                                                         175.7                 236.0


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                       -                     -
  Capital in excess of par value                         225.8                 225.8
Retained earnings                                        207.2                 298.8
                                                         433.0                 524.7
Total Liabilities and Shareholder's Equity            $1,370.7              $1,596.2

See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF INCOME
Alaska Airlines, Inc.
<CAPTION>
Three Months Ended September 30
(In Millions)                                       1997                 1998
<S>                                               <C>                  <C>
Operating Revenues
Passenger                                         $380.5               $406.2
Freight and mail                                    22.9                 22.7
Other - net                                         16.9                 17.6
Total Operating Revenues                           420.3                446.5
Operating Expenses
Wages and benefits                                 118.5                131.3
Contracted services                                 11.0                 12.1
Aircraft fuel                                       49.4                 44.4
Aircraft maintenance                                17.8                 19.6
Aircraft rent                                       37.7                 42.1
Food and beverage service                           12.7                 13.5
Commissions                                         30.1                 26.5
Other selling expenses                              20.3                 20.4
Depreciation and amortization                       14.4                 15.6
Loss (gain) on sale of assets                       (0.4)                 0.1
Landing fees and other rentals                      14.1                 15.9
Other                                               25.4                 25.7
Total Operating Expenses                           351.0                367.2
Operating Income                                    69.3                 79.3
Nonoperating Income (Expense)
Interest income                                      3.3                  6.5
Interest expense                                    (6.4)                (4.3)
Interest capitalized                                 0.8                  1.0
Other - net                                          0.6                (15.6)
                                                    (1.7)               (12.4)
Income before income tax                            67.6                 66.9
Income tax expense                                  27.4                 26.3
Net Income                                         $40.2                $40.6

See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF INCOME
Alaska Airlines, Inc.
<CAPTION>

Nine Months Ended September  30
(In Millions)                                       1997                 1998
<S>                                              <C>                 <C>
Operating Revenues
Passenger                                         $984.0             $1,076.9
Freight and mail                                    62.3                 63.9
Other - net                                         51.6                 52.8
Total Operating Revenues                         1,097.9              1,193.6
Operating Expenses
Wages and benefits                                 327.4                367.1
Contracted services                                 30.9                 36.9
Aircraft fuel                                      150.4                123.2
Aircraft maintenance                                48.8                 60.3
Aircraft rent                                      110.2                117.7
Food and beverage service                           34.9                 36.6
Commissions                                         77.9                 71.9
Other selling expenses                              52.2                 56.3
Depreciation and amortization                       42.1                 46.0
Loss (gain) on disposition of assets                (0.3)                 0.3
Landing fees and other rentals                      40.4                 44.6
Other                                               73.1                 73.3
Total Operating Expenses                           988.0              1,034.2
Operating Income                                   109.9                159.4
Nonoperating Income (Expense)
Interest income                                      8.4                 16.4
Interest expense                                   (19.1)               (13.5)
Interest capitalized                                 2.4                  3.6
Other - net                                          2.1                (14.2)
                                                    (6.2)                (7.7)
Income before income tax                           103.7                151.7
Income tax expense                                  42.2                 60.0
Net Income                                         $61.5                $91.7

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 nine months
  ended September 30, 1998                                                 91.7         91.7

Balances at September 30, 1998               $ -            $225.8       $298.9       $524.7

See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF CASH FLOWS
Alaska Airlines, Inc.
<CAPTION>
Nine Months Ended September 30  (In Millions)                      1997           1998
<S>                                                               <C>            <C>
Cash flows from operating activities:
Net income                                                         $61.5          $91.7
Adjustments to reconcile net income to cash:
   Depreciation and amortization                                    42.1           46.0
   Amortization of airframe and engine overhauls                    21.6           25.5
   Loss (gain) on sale of assets                                    (0.3)           0.3
   Increase in deferred income taxes                                22.4           30.8
   Increase in accounts receivable                                  (1.1)         (21.9)
   Decrease in other current assets                                 20.9            5.7
   Increase in air traffic liability                                21.3           26.9
   Increase in other current liabilities                            36.4           81.9
   Other-net                                                         2.4            1.3

Net cash provided by operating activities                          227.2          288.2
Cash flows from investing activities:
Proceeds from disposition of assets                                  0.5            0.5
Purchases of marketable securities                                (236.2)        (158.9)
Sales and maturities of marketable securities                      195.2           54.1
Restricted deposits                                                 (2.0)          (1.7)
Additions to flight equipment deposits                             (38.9)        (112.1)
Additions to property and equipment                               (186.2)        (233.0)

Net cash used in investing activities                             (267.6)        (451.1)
Cash flows from financing activities:
Proceeds from short-term borrowings                                 56.4            --
Repayment of short-term borrowings                                (103.4)           --
Proceeds from sale and leaseback transactions                      124.3          288.0
Proceeds from issuance of long-term debt                            28.0            --
Long-term debt and capital lease payments                          (15.9)         (35.4)

Net cash provided by financing activities                           89.4          252.6

Net change in cash and cash equivalents                             49.0           89.7
Cash and cash equivalents at beginning of period                    49.2          102.3
Cash and cash equivalents at end of period                         $98.2         $192.0
Supplemental disclosure of cash paid during the period for:
  Interest (net of amount capitalized)                             $16.6          $11.4
  Income taxes                                                       6.0          $28.1
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 
NINE MONTHS ENDED SEPTEMBER 30, 1998
Alaska Airlines, Inc.

Note 1.	Commitments (See Note 6 to Financial Statements at December 31, 
1997)
During the first nine months of 1998, Alaska's lease commitments increased 
approximately $414 million due to the sale and leaseback of nine B737-400 
aircraft under 18-year operating leases.
<PAGE>
<TABLE>
<CAPTION>
                                      Alaska  Airlines Financial and Statistical Data

                                            Quarter Ended September 30                Nine Months Ended September 30

Financial Data (in millions):               1997       1998   % Change               1997           1998    % Change
<S>                                       <C>        <C>       <C>                <C>          <C>           <C>
Operating Revenues:
Passenger                                 $380.5     $406.2        6.8             $984.0       $1,076.9         9.4
Freight and mail                            22.9       22.7       (0.9)              62.3           63.9         2.6
Other - net                                 16.9       17.6        4.1               51.6           52.8         2.3
Total Operating Revenues                   420.3      446.5        6.2            1,097.9        1,193.6         8.7

Operating Expenses:
Wages and benefits                         111.8      123.3       10.3              317.7          351.1        10.5
Employee profit sharing                      6.7        8.0       19.4                9.7           16.0        64.9
Contracted services                         11.0       12.1       10.0               30.9           36.9        19.4
Aircraft fuel                               49.4       44.4      (10.1)             150.4          123.2       (18.1)
Aircraft maintenance                        17.8       19.6       10.1               48.8           60.3        23.6
Aircraft rent                               37.7       42.1       11.7              110.2          117.7         6.8
Food and beverage service                   12.7       13.5        6.3               34.9           36.6         4.9
Commissions                                 30.1       26.5      (12.0)              77.9           71.9        (7.7)
Other selling expenses                      20.3       20.4        0.5               52.2           56.3         7.9
Depreciation and amortization               14.4       15.6        8.3               42.1           46.0         9.3
Loss (gain) on sale of assets               (0.4)       0.1        NM                (0.3)           0.3         NM
Landing fees and other rentals              14.1       15.9       12.8               40.4           44.6        10.4
Other                                       25.4       25.7        1.2               73.1           73.3         0.3
Total Operating Expenses                   351.0      367.2        4.6              988.0        1,034.2         4.7

Operating Income                            69.3       79.3       14.4              109.9          159.4        45.0

Interest income                              3.3        6.5                           8.4           16.4
Interest expense                            (6.4)      (4.3)                        (19.1)         (13.5)
Interest capitalized                         0.8        1.0                           2.4            3.6
Other - net                                  0.6      (15.6)                          2.1          (14.2)
                                            (1.7)     (12.4)                         (6.2)          (7.7)

Income Before Income Tax                   $67.6      $66.9                        $103.7         $151.7

Operating Statistics:
Revenue passengers (000)                   3,441      3,661        6.4              9,325          9,845         5.6
RPMs (000,000)                             2,933      3,200        9.1              7,896          8,535         8.1
ASMs (000,000)                             4,179      4,639       11.0             11,589         12,603         8.8
Passenger load factor                       70.2%      69.0%   (1.2)pts              68.1%          67.7%    (0.4)pts
Breakeven load factor                       56.6%      57.3%    0.7 pts              60.5%          58.0%    (2.5)pts
Yield per passenger mile                   12.97c     12.69c      (2.2)             12.46c         12.62c        1.3
Operating revenue per ASM                  10.06c      9.62c      (4.3)              9.47c          9.47c       (0.0)
Operating expenses per ASM                  8.40c      7.92c      (5.8)              8.53c          8.21c       (3.7)
Fuel cost per gallon                        66.9c      54.2c     (19.0)              72.8c          55.2c      (24.2)
Fuel gallons (000,000)                      73.9       81.9       10.8              206.4          223.1         8.1
Average number of employees                8,534      9,015        5.6              8,240          8,669         5.2
Aircraft utilization (block hours)          11.9       11.8       (0.8)              11.5           11.6         0.9
Operating fleet at period-end                 78         85        9.0                 78             85         9.0
NM = Not Meaningful
c = cents
</TABLE>
<PAGE>