Southwest Airlines Reports Fourth Quarter Profit and 38th Consecutive Year of Profitability

DALLAS, Jan. 20, 2011 /PRNewswire/ -- Southwest Airlines (NYSE: LUV) today reported its fourth quarter and full year 2010 results.  Net income for fourth quarter 2010 was $131 million, or $.18 per diluted share, compared to $116 million, or $.16 per diluted share, for fourth quarter 2009.  Both periods’ results included special items primarily related to non-cash, mark-to-market, and other items associated with a portion of the Company’s fuel hedge portfolio.  In addition, fourth quarter 2010 results included approximately $3 million in charges (net of profitsharing and taxes) primarily related to consulting and legal fees in connection with the proposed acquisition of AirTran Holdings, Inc.* Excluding special items for both periods, fourth quarter 2010 net income was $115 million, or $.15 per diluted share, compared to $74 million, or $.10 per diluted share, for fourth quarter 2009.   This was in line with Thomson's First Call mean estimate of $.15 per diluted share for fourth quarter 2010.  Additional information regarding special items is included in this release and in the accompanying reconciliation tables.

For the full year 2010, net income was $459 million, or $.61 per diluted share, compared to $99 million, or $.13 per diluted share, for full year 2009.  In addition to full year 2010 results including charges related to the proposed acquisition of AirTran Holdings, Inc.*, and both years’ results including special items primarily related to fuel hedging, full year 2009 results included a $35 million charge (net of profitsharing and taxes) relating to the Company's 2009 voluntary early-out program.  Excluding these special items for both years, full year 2010 net income was $550 million, or $.74 per diluted share, compared to $143 million, or $.19 per diluted share, for full year 2009.

Gary C. Kelly, Chairman of the Board, President, and Chief Executive Officer, stated: “I commend our People for their perseverance, persistence, and resolve.  Because of them, we emerged from the worst decade in aviation history without losses, without furloughs, and without degradation of our Customer experience. And, 2010 marked our 38th consecutive year of profitability, a tremendous feat unmatched in the aviation industry.  

“Our fourth quarter 2010 net income, excluding special items, improved 55 percent from fourth quarter 2009.  We produced record fourth quarter operating revenues of $3.1 billion, which also was an all-time quarterly record on an available seat mile basis at 12.56 cents.  December passenger unit revenues increased approximately five percent year-over-year.  Thus far in January, booking and revenue trends suggest similar year-over-year improvement in January versus December 2010.  Bookings in place for the remainder of the first quarter also are strong.”

Fourth quarter 2010 unit costs, excluding special items, increased 7.6 percent from fourth quarter 2009, largely due to the 12.7 percent increase in economic fuel costs per gallon to $2.48.   Fourth quarter 2010 economic fuel costs included $14 million, or $0.04 per gallon, in unfavorable cash settlements for fuel derivative contracts.  Based on the Company’s first quarter 2011 fuel hedge position and market prices (as of January 18th), first quarter 2011 economic fuel costs, including fuel taxes, are estimated to be approximately $2.80 per gallon.  Additional information regarding the Company’s fuel derivative contracts is included in the accompanying tables. 

Excluding fuel and special items in both periods, fourth quarter 2010 unit costs increased 5.8 percent from fourth quarter 2009, as expected.  Based on current cost trends and capacity plans, the Company expects its first quarter 2011 nonfuel unit costs to increase at a lower year-over-year rate than experienced in fourth quarter 2010.

Kelly stated, “Given the slow economic recovery and volatile fuel environment in 2010, we continued our disciplined strategy of strengthening our network through optimization.   This allowed us to bring Southwest’s legendary low fare service to Panama City Beach, Florida in 2010, and grow key markets like Denver, Boston, and St. Louis, with virtually no seat mile growth for the year.  Absent the acquisition of AirTran*, we currently have no plans to grow our fleet significantly until we reach our profit target and achieve a 15 percent pretax return on invested capital.”

The Company recently revised its Boeing delivery schedule, resulting in three additional aircraft to be delivered in 2011.  The Company now has 19 Boeing 737-700 aircraft scheduled for firm delivery in 2011, and 20 Boeing 737-800s scheduled for firm delivery in 2012.  In 2011*, available seat miles are estimated to increase in the five to six percent range from 2010, unchanged from previous forecasts.  The revised 737 Delivery Schedule is included in the accompanying tables. 

“As we begin our fifth decade of operations, we have bold aspirations to be the best in every way possible,” continued Kelly.  “We are confident in our ability to deliver, based on existing competitive strengths including:  low cost, low fare Leadership; outstanding Customer Service; excellent operations; America’s largest mainline route network; and a strong financial position.  These strengths have earned us record-setting revenue production; industry-leading Customer Service rankings; the world’s largest all-Boeing fleet; and the most domestic Customers of any airline (based on originating passengers boarded).  

“We have significant revenue initiatives underway to close the gap between our current profit performance versus our target.  First and foremost, we are committed to our proposed acquisition of AirTran*, which is expected to yield significant net annual synergies of more than $400 million by 2013.

“We were thrilled to recently announce the March 1, 2011 launch of our All-New Rapid Rewards program, many years in the making.  We believe the new frequent flyer program offers substantial improvements for our Members, and has the potential to contribute hundreds of millions in incremental net revenues over the next several years.

“Introducing the larger Boeing 737-800 into our fleet in 2012 brings many more exciting destinations into the realm of possibilities for the Southwest network.  On long-haul, high-demand routes, the economics favor the -800 versus the -700, producing lower unit costs.  It also offers better scheduling flexibility in high-demand, slot-controlled, or gate-restricted markets.  

“Finally, we have begun the multi-year process of replacing our reservation system to pave the way for international destinations, along with other Customer Service and revenue enhancements.  

“In addition to these four significant initiatives, we continue efforts to implement enhancements to Revenue Management, rollout inflight internet connectivity, and implement Required Navigation Performance (RNP).  Also, we are very excited to launch service to Greenville-Spartanburg and Charleston, South Carolina, and Newark, New Jersey in March 2011.  

“We have a lot of work in front of us.  But, without a doubt, we have proven our ability to successfully manage change.  Our Employees deserve all the credit.  Truly, they are our greatest strength.”

2010 Southwest Airlines recognitions and honors include: 

    --  Named the top U.S. Airline on the University of Michigan’s American
        Customer Satisfaction Index (ASCI)
    --  Recognized as the twelfth most admired Company in the world by FORTUNE
        magazine; the only U.S. airline to make this list of the World's Top 50
        Most Admired Companies
    --  Ranked seventh among the top ten companies in MSN Money’s 2010
        Customer Service Hall of Fame
    --  Honored by Executive Travel Magazine and their 2010 Leading Edge Awards
        as the best North American Low Cost Carrier for its outstanding Customer
        Service
    --  Named Best Low-Cost Carrier in North America by Business Traveler
        Magazine
    --  Recognized as the Best Domestic Value, Best Luggage Policy, Best
        Check-in Experience, Top Website, and Best Consumer On-Time Estimates in
        the 2010 Airline Survey conducted by Zagat
    --  Named Favorite Domestic Airline and recognized as having the friendliest
        domestic flight crews in the 2010 Reader’s Choice Awards by
        SmarterTravel.com
    --  Ranked second in the Glassdoor.com Employee Choice Awards for Best
        Places to Work; the only airline to make the list
    --  Ranked in the top 150 in Newsweek’s 2010 Green Rankings of the largest
        publicly traded companies in the U.S.
    --  Named to the annual ranking of the Top 50 Most Socially Responsible
        Companies in the U.S. by the Boston College Center for Corporate
        Citizenship and The Reputation Institute; the only airline to make the
        list
    --  Received The Williams Trophy from the Washington Airports Task Force for
        its commitment to training Pilots and retrofitting aircraft for Required
        Navigational Performance, the cornerstone of the Next Generation Air
        Traffic Control system
    --  Received a near-perfect score on the Human Rights Campaign
        Foundation’s ninth annual Corporate Equality Index Survey, which
        grades U.S. employers on categories such as nondiscrimination policies,
        training, Employee benefits, Employee support through diversity
        councils, and marketing
    --  Selected by G.I. Jobs magazine as one of the nation’s Top Military
        Friendly Employers
    --  Awarded the Quest for Quality Award by Logistics Management magazine,
        the 14th consecutive year for Southwest Airlines Cargo to receive the
        recognition; also received top honors in critical categories, such as
        Customer Service, Ontime Performance, Value, Information Technology, and
        Equipment and Operations
    --  Southwest Cargo was named Airline of the Year by Express Delivery and
        Logistics Association for the sixth consecutive year
    --  Nuts About Southwest was inducted into the Hall of Fame at the PRNews
        Platinum PR Awards, recognizing Southwest’s initiatives that have set
        high benchmarks for originality and execution


Southwest will discuss its fourth quarter and full year 2010 results on a conference call at 12:30 p.m. Eastern Time today.  A live broadcast of the conference call will be available at southwest.com.

Operating Results

Total operating revenues for fourth quarter 2010 increased 14.8 percent to $3.1 billion, compared to fourth quarter 2009, while fourth quarter 2010 total operating expenses increased 13.9 percent to $2.9 billion.  Operating income for fourth quarter 2010 was $216 million, compared to operating income of $167 million in fourth quarter 2009.  Excluding special items, operating income increased 32.8 percent to $263 million in fourth quarter 2010, compared to $198 million in fourth quarter 2009.

Operating revenues for the year ended December 31, 2010, increased 16.9 percent to $12.1 billion compared to full year 2009, while full year 2010 operating expenses increased 10.2 percent to $11.1 billion. Operating income for 2010 was $988 million, compared to $262 million in 2009.  Excluding special items, operating income for 2010 was $1.2 billion, compared to $540 million in 2009.  The Company’s return on invested capital (before taxes and excluding special items) was approximately 10 percent for the twelve months ended December 31, 2010, compared to approximately five percent for the same period in 2009.  Additional information regarding pretax return on invested capital is included in the accompanying reconciliation tables.

Other expenses were $243 million for the year ended December 31, 2010, compared to $98 million for the same period in 2009.  This $145 million increase in other expenses primarily resulted from a $160 million unfavorable swing in other (gains) losses, net.  Other losses of $106 million were recognized in 2010, compared to $54 million in other gains in 2009, primarily resulting from unrealized gains/losses associated with fuel derivative contracts.  Premium costs associated with the Company’s fuel derivative contracts of $134 million in 2010 and $148 million in 2009 were also included in other (gains) losses, net.  Net interest expense decreased $15 million primarily due to lower market interest rates.

Net cash provided by operations for 2010 was $1.6 billion, substantially driven by the $459 million in net income, and $628 million in non-cash depreciation and amortization expense.  Capital expenditures for 2010 were $493 million.  The Company repaid $155 million in debt during 2010, and is scheduled to repay approximately $500 million in current maturities of long-term debt in 2011.  As of January 18th, the Company had approximately $3.8 billion in cash and short-term investments.  In addition, the Company has a fully available, unsecured, revolving credit facility of $600 million.

* The closing of the Company’s proposed acquisition of AirTran is still subject to the approval of AirTran stockholders, receipt of Department of Justice and certain other regulatory clearances, and fulfillment of customary closing conditions.  Estimated fuel consumption and estimated available seat miles for 2011 and beyond excludes any potential impact of the acquisition.  The Company currently expects to close the transaction in the second quarter of 2011.  

Important Information for Investors and Stockholders

Communications in this press release do not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. The proposed acquisition of AirTran Holdings, Inc. (“AirTran”) by Southwest Airlines Co. (“Southwest”) will be submitted to the stockholders of AirTran for their consideration. In connection therewith, Southwest has filed a registration statement on Form S-4 with the Securities and Exchange Commission (the “SEC”) that includes a proxy statement of AirTran that also constitutes a prospectus of Southwest. Southwest and AirTran also plan to file other documents with the SEC regarding the proposed transaction. SOUTHWEST URGES INVESTORS AND SECURITY HOLDERS OF AIRTRAN TO READ THE PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY AS THEY BECOME AVAILABLE BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders may obtain free copies of the proxy statement/prospectus and other documents containing important information about Southwest and AirTran, as such documents are filed with the SEC, through the website maintained by the SEC at http://www.sec.gov/. Copies of the documents filed with the SEC by Southwest are available free of charge on Southwest’s website at http://www.southwest.com/ under the tab “Investor Relations” or by contacting Southwest’s Investor Relations Department at (214) 792-4415. Copies of the documents filed with the SEC by AirTran are available free of charge on AirTran’s website at http://www.airtran.com/ under the tab “Investor Relations” or by contacting AirTran’s Investor Relations Department at (407) 318-5188.

Southwest, AirTran and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of AirTran in connection with the proposed transaction. Information about the directors and executive officers of Southwest is set forth in its proxy statement for its 2010 annual meeting of shareholders, which was filed with the SEC on April 16, 2010. Information about the directors and executive officers of AirTran is set forth in its proxy statement for its 2010 annual meeting of stockholders, which was filed with the SEC on April 2, 2010. These documents can be obtained free of charge from the sources indicated above. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, is contained in the proxy statement/prospectus and other relevant materials filed with the SEC.

Cautionary Statement Regarding Forward-Looking Statements

This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  Specific forward-looking statements include, without limitation, statements related to (i) the Company’s financial targets and outlook; (ii) its plans and expectations related to managing risk associated with changing jet fuel prices; (iii) its growth strategies and expectations, including fleet, network, and capacity plans and expectations; (iv) its strategic initiatives and the expected impact of the initiatives on its results of operations and its customer experience, offerings, and benefits; and (v) its expectations related to its proposed acquisition of AirTran. These forward-looking statements are based on the Company's current intent, expectations, and projections and are not guarantees of future performance.  These statements involve risks, uncertainties, assumptions, and other factors that are difficult to predict and that could cause actual results to vary materially from those expressed in or indicated by them.  Factors include, among others, (i) changes in the price of aircraft fuel, the impact of hedge accounting, and any changes to the Company’s fuel hedging strategies and positions; (ii) the impact of the economy on demand for air travel and fluctuations in consumer demand generally for the Company’s services; (iii) the impact of fuel prices and economic conditions on the Company’s overall business plan and strategies; (iv) actions of competitors, including without limitation pricing, scheduling, and capacity decisions, and consolidation and alliance activities; (v) the Company’s ability to timely and effectively implement, transition, and maintain the necessary information technology systems and infrastructure to support its operations and initiatives; (vi) the Company’s dependence on third parties to assist with implementation of certain of its initiatives; (vii) the impact of governmental regulations on the Company’s operations; (viii) the possibility that the Company’s proposed acquisition of AirTran is delayed or does not close, including due to the inability of Southwest and AirTran to obtain all approvals necessary or the failure of other closing conditions; (ix) the Company’s ability to successfully integrate AirTran’s business and realize the expected synergies from the transaction; and (x) other factors, as described in the Company's filings with the Securities and Exchange Commission, including the detailed factors discussed (i) under the heading "Risk Factors" in both the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009 and the Company’s Registration Statement on Form S-4 filed with the Securities and Exchange Commission on November 19, 2010; and (ii) under the heading “Forward-looking statements” in the Company’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2010, June 30, 2010, and September 30, 2010.  


SOUTHWEST AIRLINES CO.

CONDENSED CONSOLIDATED STATEMENT OF INCOME

(in millions, except per share amounts)

(unaudited)







                          Three Months Ended         Year Ended

                          December 31,               December 31,

                                            Percent                     Percent

                          2010     2009     Change   2010      2009     Change



OPERATING REVENUES:

Passenger                 $ 2,945  $ 2,584  14.0     $ 11,489  $ 9,892  16.1

Freight                   32       31       3.2      125       118      5.9

Other                     137      97       41.2     490       340      44.1

Total operating revenues  3,114    2,712    14.8     12,104    10,350   16.9



OPERATING EXPENSES:

Salaries, wages, and
benefits                  955      861      10.9     3,704     3,468    6.8

Fuel and oil              940      794      18.4     3,620     3,044    18.9

Maintenance materials
and repairs               195      162      20.4     751       719      4.5

Aircraft rentals          45       46       (2.2)    180       186      (3.2)

Landing fees and other
rentals                   201      182      10.4     807       718      12.4

Depreciation and
amortization              160      154      3.9      628       616      1.9

Other operating expenses  402      346      16.2     1,426     1,337    6.7

Total operating expenses  2,898    2,545    13.9     11,116    10,088   10.2



OPERATING INCOME          216      167      29.3     988       262      n.a.



OTHER EXPENSES (INCOME):

Interest expense          41       46       (10.9)   167       186      (10.2)

Capitalized interest      (4)      (5)      (20.0)   (18)      (21)     (14.3)

Interest income           (3)      (3)      -        (12)      (13)     (7.7)

Other (gains) losses,
net                       (31)     (56)     (44.6)   106       (54)     n.a.

Total other expenses
(income)                  3        (18)     (116.7)  243       98       148.0





INCOME BEFORE INCOME
TAXES                     213      185      15.1     745       164      n.a.

PROVISION FOR INCOME
TAXES                     82       69       18.8     286       65       n.a.





NET INCOME                $ 131    $ 116    12.9     $ 459     $ 99     n.a.





NET INCOME PER SHARE:

Basic                     $ .18    $ .16             $ .62     $ .13

Diluted                   $ .18    $ .16             $ .61     $ .13



WEIGHTED AVERAGE SHARES
OUTSTANDING:

Basic                     747      742               746       741

Diluted                   750      742               747       741






SOUTHWEST AIRLINES CO.

RECONCILIATION OF REPORTED AMOUNTS TO NON-GAAP ITEMS

(SEE NOTE REGARDING USE OF NON-GAAP FINANCIAL MEASURES)

(in millions, except per share amounts)

(unaudited)



                         Three Months Ended         Year Ended

                         December 31,               December 31,

                                           Percent                      Percent

                         2010     2009     Change   2010      2009      Change



Fuel and oil expense -
unhedged                 $ 886    $ 721             $ 3,296   $ 2,577

Add/(Deduct): Fuel hedge
losses included in fuel
and oil expense          54       73                324       467

Fuel and oil expense -
as reported              $ 940    $ 794             $ 3,620   $ 3,044

Add/(Deduct): Net impact
from fuel contracts (1)  (40)     (31)              (172)     (222)

Fuel and oil expense -
economic                 $ 900    $ 763    18.0     $ 3,448   $ 2,822   22.2



Total operating
expenses, as reported    $ 2,898  $ 2,545           $ 11,116  $ 10,088

Add/(Deduct): Net impact
from fuel contracts (1)  (40)     (31)              (172)     (222)

Total operating
expenses, economic       $ 2,858  $ 2,514           $ 10,944  $ 9,866

Add: Charge for AirTran
integration costs, net
(2)                      (7)      -                 (7)       -

Add: Charge from
voluntary early out
program, net (2)         -        -                 -         (56)

Total operating
expenses, non-GAAP       $ 2,851  $ 2,514  13.4     $ 10,937  $ 9,810   11.5



Operating income, as
reported                 $ 216    $ 167             $ 988     $ 262

Add/(Deduct): Net impact
from fuel contracts (1)  40       31                172       222

Operating income -
economic                 $ 256    $ 198             $ 1,160   $ 484

Add: Charge for AirTran
integration costs, net
(2)                      7        -                 7         -

Add: Charge from
voluntary early out
program, net (2)         -        -                 -         56

Operating income,
non-GAAP                 $ 263    $ 198    32.8     $ 1,167   $ 540     116.1



Other (gains) losses,
net, as reported         $ (31)   $ (56)            $ 106     $ (54)

Add/(Deduct): Net impact
from fuel contracts (1)  71       96                33        208

Other losses, net,
non-GAAP                 $ 40     $ 40     -        $ 139     $ 154     (9.7)



Income before income
taxes, as reported       $ 213    $ 185             $ 745     $ 164

Add/(Deduct): Net impact
from fuel contracts (1)  (31)     (65)              139       14

                         $ 182    $ 120             $ 884     $ 178

Add: Charge for AirTran
integration costs, net
(2)                      7        -                 7         -

Add: Charge from
voluntary early out
program, net (2)         -        -                 -         56

Income before income
taxes, non-GAAP          $ 189    $ 120    57.5     $ 891     $ 234     n.a.



Net income, as reported  $ 131    $ 116             $ 459     $ 99

Add/(Deduct): Net impact
from fuel contracts (1)  (31)     (65)              139       14

Income tax impact of
fuel contracts           12       23                (52)      (5)

                         $ 112    $ 74              $ 546     $ 108

Add: Charge for AirTran
integration costs, net
(3)                      3        -                 4         -

Add: Charge from
voluntary early out
program, net (3)         -        -                 -         35

Net income, non-GAAP     $ 115    $ 74     55.4     $ 550     $ 143     n.a.



Net income per share,
diluted, as reported     $ .18    $ .16             $ .61     $ .13

Add/(Deduct): Net impact
from fuel contracts      (.03)    (.06)             .12       .02

                         $ .15    $ .10             $ .73     $ .15

Add: Impact of special
items, net (3)           -        -                 .01       .04

Net income per share,
diluted, non-GAAP        $ .15    $ .10    50.0     $ .74     $ .19     n.a.



(1) See Reconciliation
of Impact from Fuel
Contracts

(2) Amounts net of
profitsharing impact

(3) Amounts net of
profitsharing impact and
taxes






SOUTHWEST AIRLINES CO.

RECONCILIATION OF IMPACT FROM FUEL CONTRACTS

(SEE NOTE REGARDING USE OF NON-GAAP FINANCIAL MEASURES)

(in millions)

(unaudited)



                                           Three Months Ended  Year Ended

                                           December 31,        December 31,

                                           2010    2009        2010     2009



Fuel & Oil Expense

Add/(Deduct): Reclassification between
Fuel & Oil and Other (gains)

losses, net, associated with current
period settled contracts                   $ (14)  $ (3)       $ (1)    $ (38)

Add/(Deduct): Contracts settling in the
current period, but for which gains

and/or (losses) have been recognized in a
prior period*                              (26)    (27)        (171)    (181)

Add/(Deduct): Contracts settling in the
current period, but for which the

underlying hedged fuel has not yet been
consumed                                   -       -           -        -

Add/(Deduct): Contracts settling in a
prior period, but for which the

underlying hedged fuel has been consumed
in the current period                      -       (1)         -        (3)

Impact from fuel contracts to Fuel & Oil
Expense                                    $ (40)  $ (31)      $ (172)  $ (222)





Operating Income

Add/(Deduct): Reclassification between
Fuel & Oil and Other (gains)

losses, net, associated with current
period settled contracts                   $ 14    $ 3         $ 1      $ 38

Add/(Deduct): Contracts settling in the
current period, but for which gains

and/or (losses) have been recognized in a
prior period*                              26      27          171      181

Add/(Deduct): Contracts settling in the
current period, but for which the

underlying hedged fuel has not yet been
consumed                                   -       -           -        -

Add/(Deduct): Contracts settling in a
prior period, but for which the

underlying hedged fuel has been consumed
in the current period                      -       1           -        3

Impact from fuel contracts to Operating
Income                                     $ 40    $ 31        $ 172    $ 222





Other (gains) losses

Add/(Deduct): Mark-to-market impact from
fuel contracts

settling in future periods                 $ 24    $ 56        $ 21     $ 73

Add/(Deduct): Ineffectiveness from fuel
hedges settling in future periods          33      37          11       97

Add/(Deduct): Reclassification between
Fuel & Oil and Other (gains)

losses, net, associated with current
period settled contracts                   14      3           1        38

Impact from fuel contracts to Other
(gains) losses                             $ 71    $ 96        $ 33     $ 208





Net Income

Add/(Deduct): Mark-to-market impact from
fuel contracts

settling in future periods                 $ (24)  $ (56)      $ (21)   $ (73)

Add/(Deduct): Ineffectiveness from fuel
hedges settling in future periods          (33)    (37)        (11)     (97)

Add/(Deduct): Other net impact of fuel
contracts settling in the

current or a prior period (excluding
reclassifications)                         26      28          171      184

Impact from fuel contracts to Net income
**                                         $ (31)  $ (65)      $ 139    $ 14



* As a result of prior hedge
ineffectiveness and/or contracts marked to
market through earnings

** Excludes income tax impact of
unrealized items






SOUTHWEST AIRLINES CO.

FUEL DERIVATIVE CONTRACTS

AS OF JANUARY 18, 2011







                  Percent of estimated fuel consumption*

                  covered by fuel derivative contracts

Average Crude Oil          Full Year

Price per barrel  1Q 2011  2011



Up to $90         68%      64%

$90 to $95        33%      52%

$95 to $105       15%      29%

Above $105        39%      51%







                  Estimated difference in economic jet fuel

                  price per gallon, compared to unhedged

                  market prices, including taxes



Average Crude Oil          Full Year

Price per barrel  1Q 2011  2011



$70               $0.21    $0.21

$90               $0.04    $0.04

$92**             $0.02    $0.00

$100              $0.03    $0.00

$125              ($0.05)  ($0.16)







                  Percent of estimated fuel consumption*

                  covered by fuel derivative contracts at

Beyond 2011       varying crude-equivalent price levels



2012              60%

2013              50%

2014              45%





*Estimated fuel consumption for 2011 and beyond excludes any potential

impact of the Company’s proposed acquisition of AirTran Holdings, Inc.



**Based on the current forward curve as of January 18, 2011, and settlement

of existing fuel derivative contracts at expiration, first quarter 2011 fuel

price per gallon, including taxes, is estimated to settle 2 cents above
market

prices, and full year 2011 is estimated to be in line with market prices.






SOUTHWEST AIRLINES CO.

RETURN ON INVESTED CAPITAL

(in millions)

(unaudited)



                                             Year Ended

                                             December 31, 2010

Operating Income, as reported                $ 988

Add/(Deduct): Net impact from fuel contracts 172

Add: AirTran acquisition costs, net (1)      7

Operating Income, Non-GAAP                   $ 1,167

Net adjustment for aircraft leases (2)       84

Adjustment for fuel hedge accounting         (134)

Adjusted Operating Income, Non-GAAP          $ 1,117





Average Invested Capital (3)                 $ 10,431

Equity adjustment for fuel hedge accounting  434

Adjusted Average Invested Capital            $ 10,865

.

ROIC, pretax                                 10%



(1) Amounts shown net of profitsharing impact

(2) Net adjustment related to presumption that all aircraft in fleet are
owned.

(3) Average invested capital represents a five quarter average of debt, net
present value of aircraft leases, and equity



NOTE REGARDING USE OF NON-GAAP FINANCIAL MEASURES

The Company's Financial Statements are prepared in accordance with accounting
principles generally accepted in the United States (GAAP). These GAAP
financial statements include unrealized non-cash adjustments and
reclassifications, which can be significant, as a result of accounting
requirements and elections made under accounting pronouncements relating to
derivative instruments and hedging.





The Company also provides financial information included that was not prepared
in accordance with GAAP and should not be considered as an alternative to the
information prepared in accordance with GAAP. The Company provides
supplemental non-GAAP financial information that it sometimes refers to as
"economic", which the Company's management utilizes to evaluate its ongoing
financial performance and the Company believes provides greater transparency
to investors as supplemental information to its GAAP results. The Company's
economic financial results differ from GAAP results in that they only include
the actual cash settlements from fuel hedge contracts--all reflected within
Fuel and oil expense in the period of settlement. Thus, Fuel and oil expense
on an economic basis reflects the Company's actual net cash outlays for Fuel
during the applicable period, inclusive of settled fuel derivative contracts.
Any net premium costs paid related to option contracts are reflected as a
component of Other (gains) losses, net, for both GAAP and non-GAAP purposes in
the period of contract settlement. These economic results provide a better
measure of the impact of the Company's fuel hedges on its operating
performance and liquidity since they exclude the unrealized, non-cash
adjustments and reclassifications that are recorded in GAAP results in
accordance with accounting guidance relating to derivative instruments and
hedging, and they reflect all cash settlements related to fuel derivative
contracts within Fuel and oil expense. This enables the Company's management,
as well as investors, to consistently assess its operating performance on a
year-over-year or quarter-over-quarter basis after considering all programs in
place to curtail fuel expense. However, because these measures are not
determined in accordance with GAAP, such measures are susceptible to varying
calculations and not all companies calculate the measures in the same manner.
As a result, the aforementioned measures, as presented, may not be directly
comparable to similarly titled measures presented by other companies. Special
items also included a charge of $7 million (before the impact of profitsharing
or taxes) during 2010, related to expenses associated with the Company’s
planned merger with AirTran. Management does not believe these expenses are a
meaningful indicator of the Company's results for those particular periods or
in comparison to its performance in the corresponding prior or subsequent
period.



Further information on (i) the Company's fuel hedging program, (ii) the
requirements and accounting associated with accounting for derivative
instruments, and (iii) the causes of hedge ineffectiveness and/or
mark-to-market gains or losses from derivative instruments is included in the
Company's Annual Report on Form 10-K for the fiscal year ended December 31,
2009, as well as subsequent Quarterly Reports on Form 10-Q.






SOUTHWEST AIRLINES CO.

COMPARATIVE CONSOLIDATED OPERATING STATISTICS

(unaudited)



           Three Months Ended                Year ended

           December 31,                      December 31,

           2010        2009        Change    2010         2009         Change





Revenue
passengers
carried    22,451,968  21,498,778  4.4 %     88,191,322   86,310,229   2.2 %

Enplaned
passengers 29,224,501  25,386,440  15.1 %    114,213,010  101,338,228  12.7 %

Revenue
passenger
miles
(RPMs)
(000s)     20,005,943  18,175,024  10.1 %    78,046,967   74,456,710   4.8 %

Available
seat miles
(ASMs)
(000s)     24,788,095  23,505,932  5.5 %     98,437,092   98,001,550   0.4 %

Load
factor     80.7%       77.3%       3.4 pts.  79.3%        76.0%        3.3 pts.

Average
length of
passenger
haul
(miles)    891         845         5.4 %     885          863          2.5 %

Average
aircraft
stage
length
(miles)    653         632         3.3 %     648          639          1.4 %

Trips
flown      278,137     272,740     2.0 %     1,114,451    1,125,111    (0.9)%

Average
passenger
fare       $131.17     $120.21     9.1 %     $130.27      $114.61      13.7 %

Passenger
revenue
yield per
RPM
(cents)    14.72       14.22       3.5 %     14.72        13.29        10.8 %

RASM
(cents)    12.56       11.54       8.8 %     12.30        10.56        16.5 %

PRASM
(cents)    11.88       10.99       8.1 %     11.67        10.09        15.7 %

CASM
(cents)    11.69       10.83       7.9 %     11.29        10.29        9.7 %

CASM,
excluding
fuel
(cents)    7.90        7.45        6.0 %     7.61         7.19         5.8 %

CASM,
excluding
special
items
(cents)    11.51       10.70       7.6 %     11.11        10.01        11.0 %

CASM,
excluding
fuel and
special
items
(cents)    7.88        7.45        5.8 %     7.61         7.13         6.7 %

Fuel costs
per
gallon,
including
fuel tax
(unhedged) $2.44       $2.08       17.3 %    $2.29        $1.80        27.2 %

Fuel costs
per
gallon,
including
fuel tax   $2.59       $2.29       13.1 %    $2.51        $2.12        18.4 %

Fuel costs
per
gallon,
including
fuel tax
(economic) $2.48       $2.20       12.7 %    $2.39        $1.97        21.3 %

Fuel
consumed,
in gallons
(millions) 361         345         4.6 %     1,437        1,428        0.6 %

Active
fulltime
equivalent
Employees  34,901      34,726      0.5 %     34,901       34,726       0.5 %

Aircraft
in service
at
period-end 548         537         2.0 %     548          537          2.0 %



RASM (unit revenue) - Operating revenue yield per ASM

PRASM (Passenger unit revenue) - Passenger revenue yield per ASM

CASM (unit costs) - Operating expenses per ASM






SOUTHWEST AIRLINES CO.

CONDENSED CONSOLIDATED BALANCE SHEET

(in millions)

(unaudited)



                                                    December 31,  December 31,

                                                    2010          2009



ASSETS

Current assets:

 Cash and cash equivalents                          $ 1,261       $ 1,114

 Short-term investments                             2,277         1,479

 Accounts and other receivables                     195           169

 Inventories of parts and supplies, at cost         243           221

 Deferred income taxes                              214           291

 Prepaid expenses and other current assets          89            84

 Total current assets                               4,279         3,358



Property and equipment, at cost:

 Flight equipment                                   13,991        13,719

 Ground property and equipment                      2,122         1,922

 Deposits on flight equipment purchase contracts    230           247

                                                    16,343        15,888

 Less allowance for depreciation and amortization   5,765         5,254

                                                    10,578        10,634

Other assets                                        606           277

                                                    $ 15,463      $ 14,269



LIABILITIES & STOCKHOLDERS' EQUITY

Current liabilities:

 Accounts payable                                   $ 739         $ 732

 Accrued liabilities                                863           729

 Air traffic liability                              1,198         1,044

 Current maturities of long-term debt               505           190

 Total current liabilities                          3,305         2,695



Long-term debt less current maturities              2,875         3,325

Deferred income taxes                               2,493         2,200

Deferred gains from sale and leaseback of aircraft  88            102

Other noncurrent liabilities                        465           493

Stockholders' equity:

 Common stock                                       808           808

 Capital in excess of par value                     1,183         1,216

 Retained earnings                                  5,399         4,971

 Accumulated other comprehensive loss               (262)         (578)

 Treasury stock, at cost                            (891)         (963)

 Total stockholders' equity                         6,237         5,454

                                                    $ 15,463      $ 14,269






SOUTHWEST AIRLINES CO.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(in millions)

(unaudited)

                                           Three Months Ended  Year Ended

                                           December 31,        December 31,

                                           2010     2009       2010     2009



CASH FLOWS FROM OPERATING ACTIVITIES:

Net income                                 $ 131    $ 116      $ 459    $ 99

Adjustments to reconcile net income to

cash provided by operating activities:

Depreciation and amortization              160      154        628      616

Unrealized (gain) loss on fuel derivative
instruments                                (31)     (65)       139      14

Deferred income taxes                      38       69         133      72

Amortization of deferred gains on sale
and

leaseback of aircraft                      (3)      (1)        (14)     (12)

Changes in certain assets and
liabilities:

Accounts and other receivables             39       56         (26)     40

Other current assets                       (2)      (20)       (8)      (27)

Accounts payable and accrued liabilities   3        101        193      59

Air traffic liability                      (226)    (170)      153      81

Cash collateral received from (provided
to) fuel

derivative counterparties                  115      95         265      (90)

Other, net                                 45       157        (361)    133

Net cash provided by operating activities  269      492        1,561    985



CASH FLOWS FROM INVESTING ACTIVITIES:

Purchases of property and equipment, net   (94)     (115)      (493)    (585)

Purchases of short-term investments        (1,293)  (1,308)    (5,624)  (6,106)

Proceeds from sales of short-term
investments                                1,367    1,165      4,852    5,120

Other, net                                 -        -          -        2

Net cash used in investing activities      (20)     (258)      (1,265)  (1,569)



CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from sale and leaseback
transactions                               -        -          -        381

Issuance of long-term debt                 -        -          -        455

Proceeds from Employee stock plans         10       9          55       20

Proceeds from credit line borrowing        -        -          -        83

Payments of long-term debt and capital
lease obligations                          (31)     (22)       (155)    (86)

Payments of revolving credit facility      -        -          -        (400)

Payment of credit line borrowing           -        (7)        (44)     (97)

Payments of cash dividends                 -        -          (13)     (13)

Other, net                                 2        (2)        8        (13)

Net cash provided by (used in) financing
activities                                 (19)     (22)       (149)    330



NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS                                230      212        147      (254)

CASH AND CASH EQUIVALENTS AT BEGINNING OF
PERIOD                                     1,031    902        1,114    1,368



CASH AND CASH EQUIVALENTS AT END OF
PERIOD                                     $ 1,261  $ 1,114    $ 1,261  $ 1,114






SOUTHWEST AIRLINES CO.

REVISED 737 DELIVERY SCHEDULE

AS OF JANUARY 19, 2011







             The Boeing Company

                                             Purchase  Previously

             -700 Firm   -800 Firm  Options  Rights    Owned -700  Total



2011         17                                        2           19

2012                     20                                        20

2013         19                     6                              25

2014         21                     6                              27

2015         14                     1                              15

2016         17                     7                              24

2017                                17                             17

Through 2021                                 98                    98

Total        88        * 20         37       98        2           245



* The Company is evaluating substituting 737-800s in lieu of 737-700
firm orders currently scheduled for

2013 through 2016.





SOURCE Southwest Airlines