Exhibit 5




January 13, 1995



Southwest Airlines Co.
P.O. Box 36611
Dallas, TX 75235

Dear Sirs:

I have represented Southwest Airlines Co., a Texas corporation
(the "Company"), in connection with the registration with the
Securities and Exchange Commission under the Securities Act of 1933
of the shares of the common stock, $1 par value of the Company
("Common Stock") to be issued by the Company from time to time upon
the exercise of stock options pursuant to the Company's 1995 SWAPA
Non-Qualified Stock Option Plan (the "Plan").

In this connection, I have examined originals, or copies
certified or otherwise identified to my satisfaction, of such
documents, corporate and other records, certificates and other
papers as I deemed it necessary to examine for the purpose of this
opinion, including the Registration Statement of the Company for
the registration of the Common Stock to be issued pursuant to the
Plan on Form S-8 under the Securities Act of 1933 (the
"Registration Statement").

Based on such examination, it is my opinion that the shares of
Common Stock registered under the Registration Statement will, when
issued pursuant to the Plan, be legally issued, fully paid and non-
assessable.

I consent to the use of this opinion as an exhibit to the
Registration Statement. In giving this consent, I do not thereby
admit that I am within the category of persons whose consent is
required under Section 7 of the Securities Act of 1933, as amended,
or the rules and regulation thereunder.

Sincerely,


/s/ Deborah Ackerman
Deborah Ackerman

DA:bp