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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 0-14719
SKYWEST, INC.
Incorporated under the laws of Utah 87-0292166
(I.R.S. Employer ID No.)
444 South River Road
St. George, Utah 84790
(435) 634-3000
Indicate by a 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 [ ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at July 18, 2000
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Common stock, no par value 24,836,404
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SKYWEST, INC.
TABLE OF CONTENTS
Part I - Financial Information
Item 1. Financial Statements:
Condensed Consolidated Balance Sheets
as of June 30, 2000 and
March 31, 2000 3
Condensed Consolidated Statements of
Income for the Three Months Ended
June 30, 2000 and 1999 5
Condensed Consolidated Statements of
Cash Flows for the Three Months Ended
June 30, 2000 and 1999 6
Notes to Condensed Consolidated Financial
Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 8
Item 3. Quantitative and Qualitative Disclosures About Market Risk 11
Part II - Other Information
Item 6. Exhibits and Reports on Form 8-K
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PART I. FINANCIAL INFORMATION
Item 1: Financial Statements
SKYWEST, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands)
(Unaudited)
ASSETS
June 30, March 31,
2000 2000
--------- ---------
CURRENT ASSETS:
Cash and cash equivalents $ 34,751 $ 24,544
Available-for-sale securities 154,924 146,804
Receivables, net 13,801 9,512
Inventories 17,215 16,195
Prepaid aircraft rents 17,858 23,880
Other current assets 13,635 12,891
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Total current assets 252,184 233,826
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PROPERTY AND EQUIPMENT:
Aircraft and rotable spares 257,583 230,248
Deposits on aircraft 72,148 68,372
Buildings and ground equipment 41,239 38,832
Rental vehicles 3,816 3,861
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374,786 341,313
Less-accumulated depreciation and
amortization (114,052) (107,359)
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260,734 233,954
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OTHER ASSETS 2,342 2,403
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$ 515,260 $ 470,183
========= =========
See notes to condensed consolidated financial statements.
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SKYWEST, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (Continued)
(Dollars in Thousands)
(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
June 30, March 31,
2000 2000
--------- ---------
CURRENT LIABILITIES:
Current maturities of long-term debt $ 12,836 $ 12,437
Trade accounts payable 46,180 42,385
Accrued salaries, wages and benefits 10,880 10,254
Engine overhaul accrual 10,955 9,889
Income taxes payable 6,178 --
Taxes other than income taxes 3,015 3,230
Air traffic liability 1,448 1,452
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Total current liabilities 91,492 79,647
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LONG-TERM DEBT, net of current maturities 61,207 48,321
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DEFERRED INCOME TAXES PAYABLE 34,237 29,995
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STOCKHOLDERS' EQUITY:
Common stock 166,198 165,765
Retained earnings 183,887 168,331
Treasury stock (20,285) (20,285)
Net unrealized depreciation on available-for-sale
securities (1,476) (1,591)
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Total stockholders' equity 328,324 312,220
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$ 515,260 $ 470,183
========= =========
See notes to condensed consolidated financial statements.
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SKYWEST, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Dollars in Thousands, Except Per Share Amounts)
(Unaudited)
Three Months Ended
June 30,
-------------------------------
2000 1999
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OPERATING REVENUES:
Passenger $ 128,403 $ 109,713
Freight and other 1,984 1,849
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130,387 111,562
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OPERATING EXPENSES:
Flying operations 49,338 39,584
Aircraft, traffic and passenger service 17,517 16,010
Maintenance 15,118 14,409
Promotion and sales 6,954 7,692
General and administrative 8,012 6,387
Depreciation and amortization 7,827 6,487
Other 447 517
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105,213 91,086
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OPERATING INCOME 25,174 20,476
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OTHER INCOME (EXPENSE):
Interest expense (579) (563)
Interest income 2,450 2,084
Gain on sales of property and equipment 80 90
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1,951 1,611
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INCOME BEFORE PROVISION FOR INCOME TAXES 27,125 22,087
PROVISION FOR INCOME TAXES 10,578 8,506
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NET INCOME $ 16,547 $ 13,581
============ ============
NET INCOME PER COMMON SHARE:
Basic $ 0.67 $ 0.55
Diluted $ 0.65 $ 0.55
WEIGHTED AVERAGE COMMON SHARES
Basic 24,761,000 24,488,000
Diluted 25,276,000 24,707,000
See notes to condensed consolidated financial statements.
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SKYWEST, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
(Unaudited)
For the
Three Months Ended
June 30,
-----------------------
2000 1999
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 16,547 $ 13,581
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation and amortization 7,827 6,487
Gain on sales of property and equipment (80) (90)
Maintenance expense related to disposition of rotable spares 362 63
Increase in deferred income taxes 4,242 589
Nonairline depreciation and amortization 236 271
Changes in operating assets and liabilities:
Increase in receivables, net (4,289) (10,406)
Increase in inventories (1,020) (1,084)
Decrease in other current assets 5,278 482
Increase in trade accounts payable 3,792 8,304
Increase (decrease) in engine overhaul accrual 1,066 (340)
Increase in other current liabilities 6,585 544
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NET CASH PROVIDED BY OPERATING ACTIVITIES 40,546 18,401
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CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of available-for-sale securities, net (8,120) (17,551)
Net unrealized appreciation on available-for-sale securities 115 --
Acquisition of property and equipment:
Aircraft and rotable spares (28,792) (4,135)
Deposits on aircraft and rotable spares (3,776) (17,062)
Buildings and ground equipment (2,407) (2,808)
Rental vehicles (875) (764)
Proceeds from sales of property and equipment 778 653
Decrease (increase) in other assets 9 (74)
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NET CASH USED IN INVESTING ACTIVITIES (43,068) (41,741)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock 433 316
Proceeds from issuance of long-term debt 15,812 --
Reduction of long-term debt (2,527) (2,476)
Payment of cash dividends (989) (734)
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NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 12,729 (2,894)
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Increase (decrease) in cash and cash equivalents 10,207 (26,234)
Cash and cash equivalents at beginning of period 24,544 52,237
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CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 34,751 $ 26,003
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest $ 737 $ 761
Income taxes 124 7,227
See notes to condensed consolidated financial statements.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
Note A - Consolidated Financial Statements
The condensed consolidated financial statements included herein have been
prepared, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission. These condensed consolidated financial statements
reflect all adjustments which, in the opinion of management, are necessary to
present fairly the results of operations for the interim periods presented. All
adjustments are of a normal recurring nature. Certain information and
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although we believe that the following
disclosures are adequate to make the information presented not misleading. We
suggest that these condensed consolidated financial statements be read in
conjunction with the consolidated financial statements and the notes thereto
included in our Annual Report on Form 10-K for the year ended March 31, 2000.
The results of operations for the three months ended June 30, 2000 are not
necessarily indicative of the results that may be expected for the year ending
March 31, 2001.
Note B - Available-for-Sale Securities
Available-for-sale securities are recorded at fair market value. Our position in
available-for-sale securities consists primarily of investment grade bonds, bond
funds and commercial paper. Unrealized appreciation and depreciation has been
recorded as a separate component of stockholders' equity.
Note C - Income Taxes
For the three months ended June 30, 2000 and 1999, we provided for income taxes
based upon the estimated annualized effective tax rate. At June 30, 2000, we
have recorded a net current deferred tax asset of $9.9 million and a net
noncurrent deferred tax liability of $34.2 million.
Note D - Net Income Per Common Share
In accordance with Statement of Financial Accounting Standards No. 128 "Earnings
per Share", basic net income per common share is computed by dividing net income
by the weighted average number of common shares outstanding during the periods.
Diluted net income per common share reflects the potential dilution that could
occur if outstanding stock options were exercised. The calculation of the
weighted average number of common shares outstanding is as follows:
For the
Three Months Ended
June 30,
---------------------
2000 1999
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(In thousands):
Weighted average number of common shares outstanding ............ 24,761 24,488
Effect of outstanding stock options ............................. 515 219
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Weighted average number of shares for diluted net income
per common share ............................................. 25,276 24,707
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Item 2: Management's Discussion and Analysis of Financial Condition
and Results of Operations
Results of Operations:
Operating Statistics
For the
Three Months Ended
June 30,
--------------------------------------------
2000 1999 % Change
---------- --------- ----------
Passengers carried 1,401,113 1,365,706 2.6
Revenue passenger miles (000s) 319,830 290,590 10.1
Available seat miles (000s) 565,409 525,104 7.7
Passenger load factor 56.6% 55.3% 1.3 pts
Passenger breakeven load factor 45.9% 45.4% 0.5 pts
Yield per revenue passenger mile 40.1 cents 37.8 cents 6.1
Revenue per available seat mile 23.0 cents 21.1 cents 9.0
Cost per available seat mile 18.6 cents 17.4 cents 6.9
Average passenger trip (miles) 228 213 7.0
For the Three Months Ended June 30, 2000 and 1999
For the three months ended June 30, 2000, we continued to develop our
code-sharing services with our code-sharing partners and took delivery of the
first of 55 Canadair Regional Jets on order. Net income increased to $16.5
million, or $0.65 per diluted share for the three months ended June 30, 2000,
compared to $13.6 million, or $0.55 per diluted share for the three months ended
June 30, 1999. Consolidated operating revenues increased 16.9% to $130.4 million
for the three months ended June 30, 2000 from $111.6 million for the three
months ended June 30, 1999.
Passenger revenues, which represented 98.5% of consolidated operating revenues,
increased 17.0% to $128.4 million for the three months ended June 30, 2000 from
$109.7 million or 98.3% of consolidated operating revenues for the three months
ended June 30, 1999. The increase was due primarily to a 10.1% increase in
revenue passenger miles and a 6.1% increase in yield per revenue passenger mile.
The increase in yield per revenue passenger mile is the result of competitors
eliminating and reducing scheduled service in the San Francisco and Los Angeles
markets. Additionally, SkyWest implemented selected fare increases during the
2000 fiscal year which have remained intact. Fuel surcharges have also been
added to fares to mitigate the increase in fuel prices. On SkyWest-controlled
flights SkyWest also continues its efforts to maximize revenue by use of a
sophisticated revenue management and control system which utilizes historical
booking data and trends to optimize revenue. Together these factors increased
revenue per available seat mile 9.0% to 23.0 cents for the three months ended
June 30, 2000 from 21.1 cents for the three months ended June 30, 1999.
Passenger load factor increased to 56.6% for the three months ended June 30,
2000 from 55.3% for the three months ended June 30, 1999. The increase in load
factor was due primarily to the further development of code-sharing
relationships with United and Delta whereby SkyWest is experiencing high load
factors in many markets. The increase was also due, in part, to refinements in
SkyWest's flight schedules and continued operational improvements.
Total operating expenses and interest increased 15.4% to $105.8 million for the
three months ended June 30, 2000, compared to $91.6 million for the three months
ended June 30, 1999. As a percentage of consolidated operating revenues, total
operating expenses and interest decreased to 81.1% for the three months ended
June 30, 2000 from 82.2% for the comparable period of fiscal 2000. For the three
months ended June 30, 2000, total airline operating expenses and interest
(excluding nonairline expenses) were 81.1% of airline operating revenues
compared to 82.1% for the three months ended June 30, 1999. The improved margin
was largely the result of increased passenger enplanements, growth in yield per
revenue passenger mile and operating revenues which outpaced the increase in
operating expenses.
Airline operating costs per available seat mile (including interest expense)
increased 6.9% to 18.6 cents for the three months ended June 30, 2000 from
17.4 cents for the three months ended June 30, 1999. The increase was primarily
due to increased fuel costs and higher employee incentive payments based on
increased profitability. Factors relating to the change in operating expenses
are discussed below.
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Management's Discussion and Analysis of Financial
Condition and Results of Operations
(Continued)
Salaries, wages and employee benefits decreased as a percentage of airline
operating revenues to 25.5% for the three months ended June 30, 2000 from 25.9%
for the three months ended June 30, 1999. The decrease was principally the
result of airline operating revenues increasing 17.1% period over period and
salaries, wages and employee benefits increasing only 15.2 % period over period.
The average number of full-time equivalent employees for the three months ended
June 30, 2000 was 3,500 compared to 3,180 for the three months ended June 30,
1999, an increase of 10.1%. The increase in number of personnel was due in large
part, to the addition of personnel required for SkyWest's expansion. Salaries,
wages and employee benefits per available seat mile increased to 5.8cents for
the three months ended June 30, 2000, compared to 5.5cents for the three months
ended June 30, 1999, as a result of additional employees and higher employee
incentive payments based on increased profitability.
Aircraft costs, including aircraft rent and depreciation, decreased as a
percentage of airline operating revenues to 16.6% for the three months ended
June 30, 2000, from 17.6% for the three months ended June 30, 1999. The decrease
was due primarily to airline operating revenues increasing 17.1% period over
period and aircraft costs increasing only 10.5% period over period. Aircraft
costs per available seat mile increased slightly to 3.8cents for the three
months ended June 30, 2000, from 3.7cents for the three months ended June 30,
1999.
Maintenance expense decreased as a percentage of airline operating revenues to
7.9% for the three months ended June 30, 2000, compared to 9.2% for the three
months ended June 30, 1999. The decrease was due primarily to airline operating
revenues increasing 17.1% period over period and maintenance expense increasing
only 0.5% period over period. Maintenance expense per available seat mile
decreased to 1.8cents for the three months ended June 30, 2000, from 2.0cents
for the three months ended June 30, 1999.
Fuel costs increased as a percentage of airline operating revenues to 11.6% for
the three months ended June 30, 2000, from 8.2% for the three months ended June
30, 1999. The increase was due primarily to a 43.8% increase in the average fuel
price per gallon to $1.05 from $0.73. Fuel costs per available seat mile
increased to 2.7cents for the three months ended June 30, 2000, from 1.7cents
for the three months ended June 30, 1999.
Other expenses, primarily consisting of commissions, landing fees, station
rentals, computer reservation system fees and hull and liability insurance,
decreased as a percentage of airline operating revenues to 19.1% for the three
months ended June 30, 2000, from 20.7% for the three months ended June 30, 1999.
The decrease was primarily the result of SkyWest not incurring commissions on
United Express passenger related revenues. Other expenses per available seat
mile were 4.4cents for both quarters ended June 30, 2000 and 1999.
Liquidity and Capital Resources
We had working capital of $160.7 million and a current ratio of 2.8:1 at June
30, 2000 compared to working capital of $154.2 million and a current ratio of
2.9:1 at March 31, 2000. During the three months ended June 30, 2000 the
principal sources of funds were $40.5 million generated from operations,
$778,000 of proceeds from the sale of property and equipment and $433,000 from
the issuance of common stock upon exercise of stock options. During the three
months ended June 30, 2000 we invested $28.8 million in flight equipment, $8.1
million in available-for-sale securities, $3.8 million in aircraft deposits,
$2.4 million in buildings and ground equipment and other, $875,000 in rental
vehicles, reduced long-term debt by $2.5 million, and paid cash dividends of
$989,000. These factors resulted in an increase of $10.2 million in cash and
cash equivalents.
Our position in available-for-sale securities, consisting primarily of
investment grade bonds, bond funds and commercial paper, increased to $154.9
million at June 30, 2000, compared to $146.8 million at March 31, 2000. At June
30, 2000, our ratio of long-term debt to stockholders' equity was 16%, compared
to 13% at March 31, 2000.
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Management's Discussion and Analysis of Financial
Condition and Results of Operations
(Continued)
During the three months ended June 30, 2000, SkyWest took delivery of one new
Canadair Regional Jet aircraft in connection with SkyWest's planned expansion
and financed the aircraft with long-term debt. As of June 30, 2000, SkyWest had
agreed to acquire 54 new Canadair Regional Jet aircraft at an aggregate purchase
price of approximately $1.2 billion. SkyWest also has options to acquire an
additional 75 Canadair Regional Jets of which 55 are at fixed prices (subject to
cost escalations), have delivery schedules, and are exercisable in blocks of
five aircraft and expire at varying dates between January 2002 and February
2008. The 20 remaining options are at fixed prices (subject to cost
escalations), do not have delivery schedules and do not carry an expiration
date. SkyWest has also entered into a conditional agreement for 40 additional
Canadair Regional Jets at an aggregate cost of $880 million. The conditional
agreement is subject to the final resolution of the scope clause negotiations
between United and their pilot union and expires on January 15, 2001. We have
also secured options on an additional 80 Canadair Regional Jets, of which 40 are
at fixed prices (subject to cost escalations), have delivery schedules, are
exercisable in blocks of five aircraft and expire at varying dates between July
2003 and June 2006. The remaining 40 options are at fixed prices (subject to
cost escalations), do not have delivery schedules and do not carry an expiration
date. Depending on the state of the aircraft financing market at the time of
delivery, management will determine whether to acquire the remaining CRJ
aircraft through third-party, long-term loans or through operating lease
arrangements.
We have significant long-term operating lease obligations primarily relating to
our aircraft fleet. These leases are classified as operating leases and
therefore are not reflected as liabilities in our consolidated balance sheets.
At June 30, 2000, SkyWest leased 82 aircraft under leases with an average
remaining term of approximately 8.8 years. Future minimum lease payments due
under all long-term operating leases were approximately $554.2 million at June
30, 2000. At an 8% discount factor, the present value of these obligations would
be equal to approximately $365.5 million at June 30, 2000.
Our total long-term debt of $74.0 was incurred in connection with the
acquisition of Brasilia Turboprops and Canadair Regional Jets. Certain amounts
related to Brasilia Turboprops are supported by continuing subsidy payments
through the export support program of the Federative Republic of Brazil. The
subsidy payments reduce the stated interest rates to an average effective rate
of approximately 4.07% on $32.8 million of the long-term debt at June 30, 2000.
The continuing subsidy payments are at risk if the Federative Republic of Brazil
does not meet its obligations under the export support program. While we have no
reason to believe, based on information currently available, that we will not
continue to receive these subsidy payments from the Federative Republic of
Brazil in the future, there can be no assurance that such a default will not
occur. On the remaining Brasilia Turboprop long-term debt of $25.4 million, the
average effective rate is 3.82% at June 30, 2000 and the lender has assumed the
risk of the subsidy payments. The average effective rate on the debt related to
the Canadair Regional Jet aircraft of $15.8 million was 7.66% at June 30, 2000
and is not subject to subsidy payments.
We spent approximately $13.5 million for nonaircraft capital expenditures during
the three months ended June 30, 2000, consisting primarily of aircraft engine
overhauls, rotable spare parts, buildings and ground equipment and rental
vehicles.
We have available $10.0 million in an unsecured bank line of credit with
interest payable at the bank's base rate less one-quarter percent, which was a
net rate of 9.25% at June 30, 2000. We believe that, in the absence of unusual
circumstances, the working capital available to us will be sufficient to meet
our present requirements, including expansion, capital expenditures, lease
payments and debt service requirements for at least the next 12 months.
Seasonality
As is common in the airline industry, SkyWest's operations are favorably
affected by increased travel, historically occurring in the summer months, and
are unfavorably affected by decreased business travel during the months from
November through January and by inclement weather which occasionally results in
cancelled flights, principally during the winter months. However, SkyWest does
expect some mitigation of the historical seasonal trends due to an increase in
the portion of its operations in contract flying.
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Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements and
information that are based on management's belief, as well as assumptions made
by and information currently available to management. When used in this
document, the words "anticipate", "estimate", "project", "expect", and similar
expressions are intended to identify forward-looking statements. Although we
believe that the expectations reflected in such forward-looking statements are
reasonable, we can give no assurance that such expectations will prove to have
been correct. Such statements are subject to certain risks, uncertainties and
assumptions. Should one or more of these risks or uncertainties materialize, or
should underlying assumptions prove incorrect, actual results may vary
materially from those anticipated, estimated, projected or expected. Among the
key factors that have a direct bearing on our operating results include, among
other things, changes in SkyWest's code-sharing relationships, fluctuations in
the economy and the demand for air travel, the degree and nature of competition
and SkyWest's ability to expand services in new and existing markets and to
maintain profit margins in the face of pricing pressures.
Item 3: Quantitative and Qualitative Disclosures About Market Risk
Aircraft Fuel
We are exposed to fluctuations in the price and availability of aircraft fuel
that affect our earnings. Our financial statements reflect both the cost of fuel
we purchase for SkyWest-controlled flights, as well as fuel we purchase for
contract flights, which is subject to reimbursement by our code-sharing
partners. Currently, we have limited exposure to fuel price increases with
respect to approximately 65% of available seat miles produced, due to
contractual arrangements with United and Delta. These major airlines reimburse
us for the actual cost of fuel on contracted flights. For illustrative purposes
only, we have estimated the impact of market risk using a hypothetical increase
in fuel price per gallon of 10% for the quarters ended June 30, 2000 and 1999.
Based on this hypothetical assumption and after considering the impact of the
contractual arrangements, we would have experienced an increase in fuel expense
of approximately $517,000 for the three months ended June 30, 2000 and $323,000
for the three months ended June 30, 1999. We currently intend to use cash
generated by operating activities to fund any adverse change in the price of
fuel.
Interest Rates
Our earnings are affected by changes in interest rates due to the amounts of
variable rate long-term debt and the amount of cash and securities held. The
interest rates applicable to variable rate notes may rise and increase the
amount of interest expense. We would also receive higher amounts of interest
income on its cash and securities held at the time; however, the market value of
our available-for-sale securities would decline. At June 30, 2000, we had
variable rate notes representing 27% of our total long-term debt and 8% at June
30, 1999. For illustrative purposes only, we have estimated the impact of market
risk using a hypothetical increase in interest rates of one percentage point for
both our variable rate long-term debt and cash and securities. Based on this
hypothetical assumption, we would have incurred an additional $31,000 in
interest expense and received $451,000 in additional interest income for the
three months ended June 30, 2000 and an additional $14,000 in interest expense
and received $393,000 in additional interest income for the three months ended
June 30, 1999. As a result of this hypothetical assumption, we believe we could
fund interest rate increases on its variable rate long-term debt with the
increased amounts of interest income. We do not have significant exposure to the
changing interest rates on our fixed-rate long-term debt instruments, which
represented 73% of the total long-term debt at June 30, 2000 and 92% of our
total long-term debt at June 30, 1999.
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PART II. OTHER INFORMATION
SKYWEST, INC.
Item 6: Exhibits and Reports on Form 8-K
a. Exhibits - 10.1 SkyWest, Inc. Executive Stock Incentive Plan
- 10.2 SkyWest, Inc. 2001 Allshare Stock Option Plan
- 27.1 Financial Data Schedule Exhibit
b. Reports on Form 8-K - There were no reports on Form 8-K filed during
the three months ended June 30, 2000.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
SKYWEST, INC.
-------------
Registrant
July 28, 2000 BY: /s/ Bradford R. Rich
-------------------------------------
Bradford R. Rich
Executive Vice President,
Chief Financial Officer and Treasurer
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