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,June 30, 1994.
                               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 AIR GROUP, INC.
     (Exact name of registrant as specified in its charter)
                                
           Delaware                               91-1292054
(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) 431-7040

  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 ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                DURING THE PRECEDING FIVE YEARS:

  Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Sections 12, 13 or
15(d) of the Securities Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court.
Yes_ 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 13,353,44013,366,984 common shares, par value $1.00,
outstanding at March 31,June 30, 1994.

PART I.  FINANCIAL INFORMATION
ITEM 1.  Financial Statements
Attached are the following Alaska Air Group, Inc. (the Company or
Air  Group)  unaudited  financial  statements:  (i)  consolidated
balance  sheet  as of March 31,June 30, 1994 and December 31,  1993;  (ii)
consolidated statements of income for the quarters and six months
ended  March
31,June  30, 1994 and 1993; (iii) consolidated  statement  of
shareholders' equity for the threesix months ended March 31,June 30, 1994; and,
(iv)  consolidated statements of cash flows for the quarters  and
six  months ended March  31,June 30, 1994 and 1993.  Also attached are  the
accompanying   notes   to  Air  Group's  consolidated   financial
statements that have changed significantly during the threesix  months
ended  March  31,June  30, 1994.  These statements include all  adjustments
which  are,  in the opinion of management, necessary for  a  fair
statement   of   the  results  for  the  interim  periods.    The
adjustments made were of a normal, recurring nature.

Air  Group is a holding company incorporated in Delaware in 1985.
Its principal subsidiaries are Alaska Airlines, Inc. (Alaska) and
Horizon Air Industries, Inc. (Horizon).


ITEM 2.  Management's Discussion and Analysis of Financial
Condition and Results of Operations

Results of Operations
FirstSecond Quarter 1994 Compared with FirstSecond Quarter 1993
The  consolidated net lossincome for the firstsecond quarter of  1994  was
$6.3$9.7  million,  or $.47$.72 per share.share (primary) and  $.55  per  share
(fully  diluted).  This compares with 1993's firstsecond quarter  loss
of $15.0$3.6 million, or $1.25$.33 per share.  The operating lossprofit for the
firstsecond  quarter  of  1994  was $2.9$24.5 million,  compared  to  $16.8$2.1
million loss for the firstsecond quarter of 1993.

Operating Revenues
Operating  revenues increased 12%19% from $277.5 million  to  $280.4 million  from  $250.2$330.5
million.   Passenger revenues increased 10%20% on a 49%41% increase  in
passenger  traffic.  Traffic gains were due to a 25%30% increase  in
system  capacity (including new service to Reno and  Las  Vegas),
lower  fares  that  stimulated traffic  throughout  most  of  the
system,  and improvements in market share.  Load factor increased
from  50.4%57.4% in 1993 to 60.1%62.3% in 1994.  Passenger yields decreased
26%15%  reflecting fare reductions.  Average revenue  per  passenger
mile  (yield) decreased 5.22.7 cents, from 20.017.5 cents in the  firstsecond
quarter  of  1993  to 14.8 cents in the firstsecond quarter  of  1994.
Currently,  a 1 cent change in yield affects annual  revenues  by
aboutapproximately $70 million.

Freight and mail revenues increased $3.7$2.2 million (22%(11%) due  to  a
military  charter contract in the state of Alaska, and  increased
freight  volumes  and increased freightrates, offset by lower mail  volumes.   The
lower mail volumes resulted from Alaska's decision to not bid  on
certain  U.S.  mail  contracts and mail rates.instead haul  higher  yielding
freight.   Other-net revenues were up $3.0$2.8 million (34%(25%)  due  to
increased   revenues  from  Alaska's  frequent   flyer   program,
maintenance contracts, and inflight liquor sales.

Operating Expenses
While  capacity increased 25%, operatingOperating expenses increased only
6%11% to $283.3$306.0 million compared to $267.1 million in  the  first
quarteron a  capacity
increase  of  last year.30%.   Operating expenses per available  seat  mile
(ASM)  declined  15%14%, from 11.9511.21 cents in the firstsecond  quarter  of
1993 to 10.159.60 cents for the current quarter.  The lower unit costs
were  due  to  an  intensive  cost reduction  effort  and  better
utilization   of   Alaska's  fleet.   Alaska's   daily   aircraft
utilization  increased  35%33% from 7.27.6 hours  to  9.710.1  hours.   In
addition,  lower fuel prices reduced operating expenses  by  $5.3$7.2
million  in the firstsecond quarter 1994.  The table below  shows  the
major  operating expense elementsexpenses on a unit cost basis for  the  quarters
ended March 31,June 30, 1994 and 1993.

                           Operating Expenses Per ASM (In Cents)
                                                               Increase          %
                               1994    1993     (Decrease)Change    Change
                                                                
Wages and benefits             3.32    3.96         (.64)       (16)3.15    3.71      (.56)      (15)
Aircraft fuel                  1.18    1.42         (.24)       (17)1.08    1.40      (.32)      (23)
Aircraft maintenance            .60     .85         (.25)       (29).56     .62      (.06)      (10)
Aircraft rent                  1.41    1.64         (.23)       (14)1.29    1.55      (.26)      (17)
Commissions                     .72     .84         (.12)       (14).74     .82      (.08)      (10)
Depreciation & amortization     .46     .64         (.18)       (28).45     .59      (.14)      (24)
Other                          2.46    2.60         (.14)        (5)2.33    2.52      (.19)       (8)
Total                          10.15   11.95        (1.80)       (15)9.60   11.21     (1.61)      (14)

Wages  and  benefits  per  ASM decreased  16%15%  primarily  due  to
improved  productivity at Alaska.  The number of Alaska employees
decreased  1%increased  3%  while  Alaska'sits  capacity  increased  27%31%  and  traffic
increased 52%42%.  During March 1994, the  CompanyAlaska and the Association  of
Flight  Attendants concluded a new five-year contract, which  iswas
effective  May  1, 1994.  The contract is modeled after  the  one
used  at  Southwest Airlines and provides flight  attendants  the
opportunity to earn increased wages through increased flying.  It
also  provides  a lower starting rate of pay, more flexible  work
rules, and reduced pension expenses.

Fuel  expense  per  ASM  decreased 17%23% primarily  due  to  a  14%17%
decrease  in the cost of fuel.  The average cost per  gallon  was
60.2down 12.0 cents from 69.2 cents in the first quarter of 1994, down 9.7 cents from  the
firstsecond quarter of 1993  price of 69.9 cents.to
57.2 cents in the current quarter.  Currently, a 1 cent change in
fuel  prices  affects  annual fuel costs  by  about  $2.2approximately  $2.3
million.

Maintenance  expense per ASM decreased 29%10% due to the replacement
of  older aircraft with new aircraft during the past year as well
as  significant improvements in maintenance programs,  techniques
and  efficiencies.  Aircraft rent per ASM decreased 14%17% primarily
due   to  a  substantial  increase  in  Alaska's  average   fleet
utilization,  offset  by higher rents for new  aircraft  acquired
during the past year.

Depreciation and amortization expense per ASM decreased  28%24%  due
to  the  retirement of essentially all of Alaska's Boeing 727-200
aircraft  during 1993, and increased average fleet  utilization.utilization of the remaining
fleet.   Other  expense per ASM decreased 5%8% due  to  lower  unit
costs for food, advertising promotion, and personnel expenses.

Other Income Tax Expense (Credit)
The  Company estimates an effective annual tax rate  of  43%  for
1994.

Outlook
The  Company  expects  that the higher traffic  and  lower  yield
trends seen(Expense)
Nonoperating  expense was $6.9 million in the first quarter of 1994, will continue into the second  quarter  of
1994.both 1994 and 1993.  Interest expense was $2.6 million higher  in
1994  due  to higher interest rates on variable debt  and  higher
average debt balances.  Other-net was $3.1 million higher in 1994
due to gains on debt retirements and vendor credits.

Six Months 1994 Compared with Six Months 1993
The  Company is continuing its effortsconsolidated net income for the six months  ended  June  30,
1994  was  $3.4  million, or $.25 per share.  This compares  with
1993's  first half net loss of $18.6 million, or $1.59 per share.
Operating  revenues for the 1994 period were $610.9 million,  16%
higher than the $527.7 million posted a year ago.  A 28% increase
in  capacity  coupled with a 20% decrease in yields  resulted  in
passenger traffic climbing 45% for the period.  The reasons noted
for the second quarter passenger revenue variation also apply for
the six-month period.

Operating  expenses increased 9% to reduce  operating  expenses and expects the  trend  toward  lower
operating  unit costs seen$589.3 million,  compared  to
$542.5  million  in  the  first half  of  last  year.   Operating
expenses  per available seat mile (ASM) declined 15%, from  11.56
cents  to  9.86 cents.  The table below shows the major operating
expenses  on a unit cost basis for the six months ended June  30,
1994 and 1993.

                           Operating Expenses Per ASM (In Cents)
                                                               %
                               1994    1993    Change     Change
                                                                
Wages and benefits             3.23    3.83     (.60)       (16)
Aircraft fuel                  1.13    1.41     (.28)       (20)
Aircraft maintenance            .58     .73     (.15)       (21)
Aircraft rent                  1.35    1.59     (.24)       (15)
Commissions                     .73     .83     (.10)       (12)
Depreciation & amortization     .45     .61     (.16)       (26)
Other                          2.39    2.56     (.17)        (7)
Total                          9.86   11.56    (1.70)       (15)

The reasons noted for the second quarter 1994 to  continue
in  1994.  In June 1994, Southwest Airlines is expected to  begin
service   inexpense variations also
apply for the Pacific  Northwest  and  between  the  Pacific
Northwest  and  northern California.  Most  of  the  new  service
replaces  service provided by Morris Air, which was  acquired  by
Southwest Airlines in December 1993.six-month period.

Liquidity and Capital Resources
The table below shows the major indicators of financial condition
and  liquidity  at March 31,June 30, 1994 and December 31,  1993  and  the
changes during the threesix months ended MarchJune 30, 1994.

                                June 30,     December     Change
                                    1994     31, 1994.

                        March 31,1994   December 31, 1993      Change
                      (In millions, except ratios and per share)
                                                                
Cash and marketable $     97.2     $   101.1           $   (3.9)
securities    $126.8     $101.1        $25.7
Working capital (deficit)         (84.4)(86.4)     (61.3)       (23.1)(25.1)
Total assets                     1,191.61,261.3    1,135.0        56.6126.3
Long-term debt                     593.4596.6      525.4         68.071.2
Shareholders' equity               160.9171.1      166.8          (5.9)4.3
                                                                
Book value per common $  12.05      $  12.51            $   (.46)
share       $12.80     $12.51         $.29
                                                                
Debt/equity ratio                79%78%:21%22%    76%:24%          N/A

The  Company's cash and marketable securities portfolio decreasedincreased
by  $3.9$25.7  million  during  the first quarterhalf  of  1994.   Operating
activities  provided $36$100 million of cash in the  first  quarterhalf  of
1994.   Additional cash was provided by $78$104 million in new long-
term  debt.   Cash was used for the purchase of  three  MD-80four  new  MD-83
aircraft,   one  used  B737-200C  aircraft,  and  other   capital
expenditures  ($89.6130 million), repayment of short-term  borrowings
($20   million),  debt  payments  ($8.232  million)  and  restricted
deposits ($2.75 million).

Financing Arrangements
In  Marchthe  first  half of 1994, three MD-80MD-83 aircraft were  financed
with  $78 million of interim debt.  TheLater this year, the  Company
plans  to refinance this debt with new ten-year loans at variable
interest  rates based on LIBOR.  In addition, one MD-83  aircraft
was  financed  with  a $26 million ten-year loan  at  a  variable
interest rate based on LIBOR.

At March  31,June 30, 1994, Alaska had $70 million in lines of credit.
$20 million of the lines are available and the balancecredit which
were  being used as part of the above interim financing of  three  MD-80MD-83
aircraft.

Commitments
During the first quarterhalf of 1994, Alaska took delivery of twothree  new
B737-400  aircraft under eight-year operating leases.   In  April
1994,  Alaska  further  restructured  its  aircraft  orders  with
McDonnell  Douglas  and replaced thean order  for  ten  MD-90s  plus
options  with  an  order for four MD-80s.MD-83s.   Two  MD-80sMD-83s  will  be
delivered  in 1996 and two in 1997.  The net effect  will  reduce
future capital spending by approximately $360 million.


PART II.  OTHER INFORMATION
ITEM 1.  Legal Proceedings
In  December  1992,  the U.S. Department of  Justice  filed  suit
against  most  major  domestic airlines, including  the  Company,
alleging  that they have violated the antitrust laws by conspiring  to
fix prices for domestic airline tickets in violation of Section 1
of  the  Sherman  Act.  During March 1994, six of  the  airlines,
including the Company, entered into consent decrees with the U.S.
Department  of  Justice.  The agreement requires  no  refunds  or
monetary  cost to the Company and is expected to be  approved  by
the court in secondthe third quarter of 1994.


ITEM 4.  Submission of Matters to a Vote of Security Holders
(a)Air Group's annual meeting of stockholders was held on May 17,
   1994.
(b)Not applicable.
(c)Three directors were elected with the following results:

                                 Votes Against                   
       Director    Votes For       or Withheld   Broker Non-Votes
                                                                 
   M.J. Fate      11,995,547           145,765                  0
   J.F. Kelly     12,016,625           124,687                  0
   B.R. Kennedy   12,026,173           115,139                  0

ITEM 6.  Exhibits and Reports on Form 8-K
(a)Exhibit  11  -  Statement regarding computation  of  per-share
   earnings.
(b)No  reports  on Form 8-K were filed during the firstsecond  quarter
   1994.

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 AIR GROUP, INC.
Registrant


Date:  April 29,August 4, 1994



   /S/ Raymond J. Vecci
Raymond J. Vecci
Chairman, President and Chief Executive Officer



   J. Ray Vingo
Vice President/Finance, Chief Financial
  Officer, Treasurer and Director/s/ Kathleen H.Iskra
Kathleen H. Iskra
Controller (Principal Accounting Officer)

CONSOLIDATED BALANCE SHEET                                                    
Alaska Air Group, Inc.                                                        
                                                                              
ASSETS                                                                        
                                                     March 31,     DecemberJune 30,       Dec. 31,  
(In Thousands)                                           1994           1993  
Current Assets                                                                
Cash and cash equivalents                             $27,555$48,718        $27,179  
Marketable securities                                  69,60678,050         73,970  
Receivables - net                                      77,33783,276         75,274  
Inventories and supplies                               42,24541,313         41,269  
Prepaid expenses and other assets                      39,25051,767         56,498  
                                                                              
Total Current Assets                                  255,993303,124        274,190  
Property and Equipment                                                        
Flight equipment                                      705,610745,199        614,717  
Other property and equipment                          216,933210,044        217,967  
Deposits for future flight equipment                   63,67454,971         79,765  
                                                    986,2171,010,214        912,449  
Less accumulated depreciation and amortization        249,112256,592        247,145  
                                                      737,105753,622        665,304  
Capital leases                                                                
Flight and other equipment                             44,381         44,381  
Less accumulated amortization                          19,60620,133         19,079  
                                                       24,77524,248         25,302  
                                                                              
Total Property and Equipment - Net                    761,880777,870        690,606  
                                                                              
Intangible Assets - Subsidiaries                       67,20166,691         67,711  
                                                                              
Other Assets                                          106,513113,612        102,447  
                                                                              
Total Assets                                       $1,191,587$1,261,297     $1,134,954  
                                                                              
See accompanying notes to consolidated financial statements.          
                                                                              
                                                                              
                                                                              
                                                                              
CONSOLIDATED BALANCE SHEET                                                    
Alaska Air Group, Inc.                                                        
                                                                              
LIABILITIES AND SHAREHOLDERS' EQUITY                                          
                                                     March 31,     DecemberJune 30,       Dec. 31,  
(In Thousands)                                           1994           1993  
Current Liabilities                                                           
Accounts payable                                      $47,280$49,333        $45,582  
Accrued aircraft rent                                  32,36435,202         39,119  
Other accrued liabilities                              44,53268,148         46,679  
Accrued wages, vacation pay and payroll tax       41,900taxes          42,086         40,192  
Short-term borrowings                                       -         20,000  
Air traffic liability                                 134,431153,245        108,360  
Current portion of long-term debt and                                         
  capital lease obligations                            39,89741,464         35,575  
                                                                              
Total Current Liabilities                             340,404389,478        335,507  
Long-Term Debt and Capital Lease                                              
 Obligations                                          593,405596,637        525,418  
Other Liabilities and Credits                                                 
Deferred income taxes                                  15,82623,747         20,998  
Deferred income                                        24,88223,939         25,827  
Other liabilities                                      56,15156,426         60,371  
                                                      96,859104,112        107,196  
Shareholders' Equity                                                          
Common stock, $1 par value                                                    
  Authorized:       30,000,000 shares                                         
  Issued: 1994 -  16,507,03116,520,575 shares                                           
               1993 -  16,495,210 shares               16,50716,521         16,495  
  Capital in excess of par value                      152,146152,265        152,017  
  Treasury stock, at cost: 1994 - 3,153,591 shares 
  1993 - 3,153,5893,153,576 shares                             (71,807)       (71,807) 
Deferred compensation                                  (5,555)(5,218)        (5,813) 
Retained earnings                                      69,62879,309         75,941  
                                                      160,919171,070        166,833  
                                                                              
Total Liabilities and Shareholders' Equity         $1,191,587$1,261,297     $1,134,954  
                                                                              
See accompanying notes to consolidated financial statements.          
                                                                              
                                                                              
CONSOLIDATED STATEMENT OF INCOME                                              
Alaska Air Group, Inc.                                                        
                                                                              
                                                                              
Quarter Ended March 31June 30 (In Thousands)                     1994           1993  
Operating Revenues                                                            
Passenger                                            $248,221      $224,757$294,245       $246,301  
Freight and mail                                       20,236        16,56822,359         20,115  
Other - net                                            11,925         8,91713,871         11,067  
Total Operating Revenues                              280,382       250,242330,475        277,483  
Operating Expenses                                                            
Wages and benefits                                    92,795        88,699100,334         91,299  
Aircraft fuel                                          32,927        31,73134,415         34,310  
Aircraft maintenance                                   16,801        19,02617,869         15,350  
Aircraft rent                                          39,408        36,69141,104         37,997  
Commissions                                            19,997        18,71523,654         20,177  
Depreciation and amortization                          12,927        14,42014,276         14,437  
Other                                                  68,455        57,80674,332         61,831  
Total Operating Expenses                              283,310       267,088305,984        275,401  
Operating Loss                               (2,928)      (16,846)Income                                       24,491          2,082  
Other Income (Expense)                                                        
Interest income                                         1,424         1,7761,711          1,963  
Interest expense                                      (9,877)       (9,863)(11,810)        (9,253) 
Interest capitalized                                       103             -  
Gain (loss)95            221  
Loss on sale of assets                                   (175)          178(327)          (179) 
Other - net                                             441           892  
                                             (8,084)       (7,017) 
Loss3,442            381  
                                                       (6,889)        (6,867) 
Income (loss) before income tax                        credit               (11,012)      (23,863)17,602         (4,785) 
Income tax credit                            (4,699)       (8,830)expense (credit)                             7,921         (1,196) 
                                                                              
Net Loss                                    $(6,313)     $(15,033) 
                                                                   
Net LossIncome (Loss)                                      $9,681        $(3,589) 
                                                                              
Earnings (Loss) Per Common Share:                                             
Primary -                                                                     
  Net loss                                  $(6,313)     $(15,033)income (loss)                                    $9,681        $(3,589) 
  Preferred stock dividends                                -            (1,645)(880) 
  Net lossincome (loss) applicable to common shares        $(6,313)     $(16,678)$9,681        $(4,469) 
  Average shares outstanding (000)                     13,349        13,334  
  Net loss13,366         13,341  
  Earnings (loss) per common share                      $(0.47)       $(1.25)$0.72         $(0.33) 
Fully Diluted -                                                               
  Income applicable to common shares                  $12,077                 
  Average shares outstanding (000)                     22,055           Anti- 
  Earnings per common share                             $0.55        Dilutive 
                                                                              
See accompanying notes to consolidated financial statements.          
                                                                              
                                                                              
                                                                              
                                                                              
                                                                              
CONSOLIDATED STATEMENT OF INCOME                                              
Alaska Air Group, Inc.                                                        
                                                                              
                                                                              
Six Months Ended June 30 (In Thousands)                  1994           1993  
Operating Revenues                                                            
Passenger                                            $542,466       $471,058  
Freight and mail                                       42,595         36,683  
Other - net                                            25,796         19,984  
Total Operating Revenues                              610,857        527,725  
Operating Expenses                                                            
Wages and benefits                                    193,129        179,998  
Aircraft fuel                                          67,342         66,041  
Aircraft maintenance                                   34,670         34,376  
Aircraft rent                                          80,512         74,688  
Commissions                                            43,651         38,892  
Depreciation and amortization                          27,203         28,857  
Other                                                 142,787        119,637  
Total Operating Expenses                              589,294        542,489  
Operating Income (Loss)                                21,563        (14,764) 
Other Income (Expense)                                                        
Interest income                                         3,135          3,739  
Interest expense                                      (21,687)       (19,116) 
Interest capitalized                                      198            221  
Loss on sale of assets                                   (502)            (1) 
Other - net                                             3,883          1,273  
                                                      (14,973)       (13,884) 
Income (loss) before income tax                         6,590        (28,648) 
Income tax expense (credit)                             3,222        (10,026) 
Net Income (Loss)                                      $3,368       $(18,622) 
                                                                              
Earnings (Loss) Per Common Share:                                             
Primary -                                                                     
  Net income (loss)                                    $3,368       $(18,622) 
  Preferred stock dividends                                 -         (2,525) 
  Income (loss) applicable to common shares            $3,368       $(21,147) 
  Average shares outstanding (000)                     13,364         13,337  
  Earnings (loss) per common share                      $0.25         $(1.59) 
                                                                              
The dilutive effect of the Company's common stock equivalents and
convertible securities was anti-dilutive for 1994 and 1993.
                                                                              
                                                                              
See accompanying notes to consolidated financial statements.          
                                                                              
                                                                              

CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY                                
Alaska Air Group, Inc.                                                        
-------- Common Stock--------Stock Capital in Treasury Deferred $1 Par Excess of Stock Compen- Retained (In Thousands) Value Par Value at Cost sation Earnings Balances at December 31, 1993 $16,495 $152,017 ($71,807) ($5,813) $75,941 Net lossincome for the three monthsix months ended March 31,June 30, 1994 (6,313)3,368 Stock issued under stock plans 12 12926 248 Employee Stock Ownership PlanPlans shares allocated 258595 Balances at March 31,June 30, 1994 $16,507 $152,146$16,521 $152,265 ($71,807) ($5,555) $69,6285,218) $79,309 See accompanying notes to consolidated financial statements.
CONSOLIDATED STATEMENT OF CASH FLOWS Alaska Air Group, Inc. Quarter Ended March 31June 30 (In Thousands) 1994 1993 Cash and cash equivalents at beginning of quarter $27,179 $6,880$27,555 $8,701 Cash flows from operating activities: Net loss (6,313) (15,033)income (loss) 9,681 (3,589) Adjustments to reconcile net lossincome (loss) to cash: Depreciation and amortization 12,927 14,42014,276 14,437 Amortization of airframe and engine overhauls 4,976 7,277 Loss (gain)5,292 7,448 Gain on disposaldisposition of assets and debt retirement 175 (504)(1,218) (81) Deferred income taxes (5,172) (11,162) Increase7,921 (1,280) Decrease (increase) in accounts receivable (2,063) (5,025) Decrease(5,939) 12,190 Increase in other current assets 16,272 8,035(11,585) (8,108) Increase in air traffic liability 26,071 11,497 Decrease18,814 29,815 Increase in other current liabilities (5,496) (4,241)28,693 6,396 Interest on zero coupon notes 2,522 2,3502,567 2,487 Leased aircraft return payments and other-net (7,904) (2,957)(4,415) (1,017) Net cash provided by operating activities 35,995 4,65764,087 58,698 Cash flows from investing activities: Proceeds from disposition of assets 1,727 2321,774 530 Purchases of marketable securities (132,500) (77,950)(139,000) (180,775) Sales and maturities of marketable securities 136,864 97,072130,556 155,743 Restricted deposits (2,674) (3,997)(2,580) 1,702 Future flight equipment deposits returned 6102,505 - Additions to future flight equipment deposits (672) -(154) (379) Additions to property and equipment (88,902) (8,924)(39,935) (9,413) Net cash provided by (used in)used in investing activities (85,547) 6,433(46,834) (32,592) Cash flows from financing activities: Repayment of short-term borrowings (20,000)Proceeds from sale and leaseback transactions - 17,500 Proceeds from issuance of long-term debt 78,00026,000 - Long-term debt and capital lease payments (8,213) (8,146)(23,768) (3,980) Proceeds from issuance of common stock 141 124133 60 Repurchase of preferred stock - (33,375) Cash dividends - (1,573)(856) Gain on debt retirement - 3261,545 260 Net cash provided by (used in) financing activities 49,928 (9,269)3,910 (20,391) Net increase in cash and cash equivalents 376 1,82121,163 5,715 Cash and cash equivalents at end of quarter 27,555 8,701$48,718 $14,416 Supplemental disclosure of cash paid during the quarter for: Interest (net of amount capitalized) 7,122 6,767$13,774 $7,092 Income taxes (refunds) - -(18,554) Noncash investing and financing activities: 1994 - None 1993 - The preferred stock was repurchased in exchange for a $27 million note payable and a $33.4 million cash payment. See accompanying notes to consolidated financial statements. CONSOLIDATED STATEMENT OF CASH FLOWS Alaska Air Group, Inc. Six Months Ended June 30 (In Thousands) 1994 1993 Cash and cash equivalents at beginning of period $27,179 $6,880 Cash flows from operating activities: Net income (loss) 3,368 (18,622) Adjustments to reconcile net income (loss) to cash: Depreciation and amortization 27,203 28,857 Amortization of airframe and engine overhauls 10,268 14,725 Gain on disposition of assets and debt retirement (1,043) (585) Deferred income taxes 2,749 (12,442) Decrease (increase) in accounts receivable (8,002) 7,165 Decrease (increase) in other current assets 4,687 (73) Increase in air traffic liability 44,885 41,312 Increase in other current liabilities 23,197 2,155 Interest on zero coupon notes 5,089 4,837 Leased aircraft return payments and other-net (12,319) (3,974) Net cash provided by operating activities 100,082 63,355 Cash flows from investing activities: Proceeds from disposition of assets 3,501 762 Purchases of marketable securities (271,500) (258,725) Sales and maturities of marketable securities 267,420 252,815 Restricted deposits (5,254) (2,295) Future flight equipment deposits returned 3,115 - Additions to future flight equipment deposits (826) (379) Additions to property and equipment (128,837) (18,337) Net cash used in investing activities (132,381) (26,159) Cash flows from financing activities: Repayment of short-term borrowings (20,000) - Proceeds from sale and leaseback transactions - 17,500 Proceeds from issuance of long-term debt 104,000 - Long-term debt and capital lease payments (31,981) (12,126) Proceeds from issuance of common stock 274 184 Repurchase of preferred stock - (33,375) Cash dividends - (2,429) Gain on debt retirement 1,545 586 Net cash provided by (used in) financing activities 53,838 (29,660) Net increase in cash and cash equivalents 21,539 7,536 Cash and cash equivalents at end of period $48,718 $14,416 Supplemental disclosure of cash paid during the period for: Interest (net of amount capitalized) $20,896 $16,057 Income taxes (refunds) (6,715) (18,554) Noncash investing and financing activities: 1994 - None None1993 - The preferred stock was repurchased in exchange for a $27 million note payable and a $33.4 million cash payment. See accompanying notes to consolidated financial statements. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS THAT HAVE CHANGED SIGNIFICANTLY DURING THE THREESIX MONTHS ENDED MARCH 31,JUNE 30, 1994 Alaska Air Group, Inc. Note 1. Long-Term Debt (See Note 3 to Consolidated Financial Statements at December 31, 1993) In Marchthe first half of 1994, three MD-80MD-83 aircraft were financed with $78 million of interim debt with a term of up to ten years and variable interest rate based on LIBOR. TheDuring the second half of 1994, the Company plans to refinance this debt with new ten-year loans at variable interest rates based on LIBOR. In addition, in May 1994, one MD-83 aircraft was financed with a new$26 million ten-year loan at a variable interest rate based on LIBOR. At March 31,June 30, 1994, Alaska had $70 million in lines of credit. $20 million of the lines are available and the balancecredit which were being used as part of the above interim financing of three MD-80MD-83 aircraft. At March 31,June 30, 1994, under the most restrictive loan provisions, Alaska had $23.8$21.2 million of excess net worth and its cash dividend payments to Air Group were limited to $17.7 million.worth. Note 2. Commitments (See Note 5 to Consolidated Financial Statements at December 31, 1993) During the first quarterhalf of 1994, Alaska took delivery of twothree new B737-400 aircraft under eight-year operating leases. In April 1994, Alaska further restructured its aircraft orders with McDonnell Douglas and replaced thean order for ten MD-90s plus options with an order for four MD-80s.MD-83s. Two MD-80sMD-83s will be delivered in 1996 and two in 1997. The net effect will reduce future capital spending by approximately $360 million. Note 3. Fuel Hedge Agreement (See Note 11 to Consolidated Financial Statements at December 31, 1993) The Company enters into hedge agreements to reduce its exposure to fluctuations in the price of jet fuel. The agreements establish a ceiling and floor fuel price. The Company records income or loss if the average cost of fuel, as determined by an index, exceeds the ceiling fuel price or falls below the floor price, respectively. The fuel hedges had no material effect on the first half of 1994 operating results. At June 30, 1994, the Company had a fuel hedge agreement in place with a ceiling price of 65 cents covering approximately 22% of the expected fuel usage through December 1994, and a floor price of 44 cents covering approximately 44% of the expected fuel usage through December 1994.