1. Summary of Significant Accounting Policies

(a) Basis of Presentation: Our unaudited consolidated financial statements include the accounts of Willis Lease Finance Corporation and its subsidiaries ("we" or the "Company") and have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission for reporting on Form 10-Q. Pursuant to such rules and regulations, certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. The accompanying unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto, together with Management's Discussion and Analysis of Financial Condition and Results of Operations, contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2011.

In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of only normal and recurring adjustments) necessary to present fairly our financial position as of March 31, 2012 and December 31, 2011, and the results of our operations for the three months ended March 31, 2012 and 2011, and our cash flows for the three months ended March 31, 2012 and 2011. The results of operations and cash flows for the period ended March 31, 2012 are not necessarily indicative of the results of operations or cash flows which may be reported for the remainder of 2012.

Management considers the continuing operations of our company to operate in one reportable segment.

(b) Fair Value Measurements:

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs, to the extent possible. The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following:

Level 1 - Quoted prices in active markets for identical assets or liabilities.

Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis

We measure the fair value of our interest rate swaps of $315.0 million (notional amount) based on Level 2 inputs, due to the usage of inputs that can be corroborated by observable market data. We estimate the fair value of derivative instruments using a discounted cash flow technique. Fair value may depend on the credit rating and risk of the counterparties of the derivative contracts. We have interest rate swap agreements which have a cumulative net liability fair value of $12.1 million and $12.3 million as of March 31, 2012 and December 31, 2011, respectively. For the three months ended March 31, 2012 and March 31, 2011, $2.4 million and $3.4 million, respectively, was realized as interest expense on the Consolidated Statements of Income.

The following table shows by level, within the fair value hierarchy, the Company's assets and liabilities at fair value as of March 31, 2012 and December 31, 2011:


	Assets and (Liabilities) at Fair Value
	March 31, 2012										December 31, 2011
	Total			Level 1		Level 2			Level 3		Total			Level 1		Level 2			Level 3
	(in thousands)
Liabilities under derivative instruments	$	(12,139	)	$	—	$	(12,139	)	$	—	$	(12,341	)	$	—	$	(12,341	)	$	—

Total	$	(12,139	)	$	—	$	(12,139	)	$	—	$	(12,341	)	$	—	$	(12,341	)	$	—

During the three months ended March 31, 2012 and December 31, 2011, all hedges were effective and no ineffectiveness was recorded in earnings.

Assets Measured and Recorded at Fair Value on a Nonrecurring Basis

We determine the fair value of long-lived assets held and used, such as Equipment held for operating lease and Equipment held for sale, by reference to independent appraisals, quoted market prices (e.g. an offer to purchase) and other factors.

The following table shows by level, within the fair value hierarchy, the Company's assets measured at fair value on a nonrecurring basis as of March 31, 2012 and 2011, and the gains (losses) recorded during the three months ended March 31, 2012 and 2011 on those assets:


	Assets at Fair Value (in thousands)								Total Losses
	Assets at Fair Value (in thousands)								Three Months Ended
	Total		Level 1		Level 2		Level 3		March 31, 2012
									(in thousands)
Balance at March 31, 2012
Equipment held for sale	$	8,824	$	—	$	8,580	$	244	$	(282	)

Total	$	8,824	$	—	$	8,580	$	244	$	(282	)


	Assets at Fair Value (in thousands)								Total Losses
	Assets at Fair Value (in thousands)								Three Months Ended
	Total		Level 1		Level 2		Level 3		March 31, 2011
									(in thousands)
Balance at March 31, 2011
Equipment held for sale	$	6,917	$	—	$	6,844	$	73	$	—

Total	$	6,917	$	—	$	6,844	$	73	$	—

At March 31, 2012, the Company used Level 2 inputs and, due to a portion of the valuations requiring management judgment due to the absence of quoted market prices, Level 3 inputs to measure the fair value of engines that were held as consignment inventory with third parties. The fair values of the assets held for sale categorized as Level 3 were determined based on the net book value at March 31, 2012 and March 31, 2011. An impairment charge is recorded when the carrying value of the asset exceeds its fair value. An asset write-down of $0.3 million was recorded in the three months ended March 31, 2012, based upon a comparison of the asset net book values with the proceeds expected from sale of the engines. There was no write-down of long-lived assets recorded in the three months ended March 31, 2011.

(c) Subsequent Events: We have reviewed and evaluated material subsequent events through the date the financial statements were issued.