8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 24, 2013

____________________

SPIRIT AIRLINES, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

001-35186 (Commission File Number) 38-1747023 (IRS Employer Identification Number)

2800 Executive Way

Miramar, Florida 33025

(Address of principal executive offices, including Zip Code)

(954) 447-7920

(Registrant's telephone number, including area code)

____________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

The information in this report furnished pursuant to Item 7.01 shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), if such subsequent filing specifically references the information furnished pursuant to Item 7.01 of this report.

Item 7.01. Regulation FD Disclosure.

On July 24, 2013, the Company provided an update to investors regarding the Company's guidance for the third quarter 2013 and full year 2013.

The guidance provided therein is only an estimate of what the Company believes is realizable as of the date of this investor update. Actual results will vary from the guidance and the variations may be material. The Company undertakes no intent or obligation to publicly update or revise any of these projections, whether as a result of new information, future events or otherwise, except as required by law.

The foregoing description is qualified in its entirety by reference to the investor update, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits

The following is furnished as an exhibit to this report and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act:

Exhibit No.	Description
99.1	Investor Update regarding third quarter 2013 and full year 2013 guidance.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 24, 2013 SPIRIT AIRLINES, INC.

By: /s/ Thomas Canfield

Name: Thomas Canfield

Title: Senior Vice President and General Counsel

EXHIBIT INDEX

Exhibit No.	Description
99.1	Investor Update regarding third quarter 2013 and full year 2013 guidance.

EX-99.1

EXHIBIT 99.1

Investor Update

July 24, 2013

This investor update provides Spirit's investor guidance for the third quarter ending September 30, 2013 and full year 2013. All data is based on preliminary estimates.

Capacity - Available Seat Miles (ASMs)		1Q13A		2Q13A		3Q13E		4Q13E		FY2013E
	ASMs Year-over-Year % Change	20.8	%	21.0	%	21.9	%	23.6	%	21.9	%

		3Q13E
Passenger segments Year-over-Year % Change		16	%	-	17%
Operating Expense per ASM (CASM) (cents)
CASM*		9.92		-	9.99
Less: Fuel expense per ASM		4.08
CASM ex-fuel*		5.84		-	5.91
Average Stage Length (miles)		957
Fuel Expense per Gallon ($)
Fuel cost*		$3.32
Less: Unrealized mark-to-market (gains) and losses(1)		n/a
Economic fuel cost		$3.32
Fuel gallons (thousands)		44,542
*Includes fuel taxes, and into-plane fuel cost. Based on the jet fuel curve as of July 18, 2013 and includes fuel hedge (gains) and losses currently expected to be realized during the third quarter 2013.
Select Operating Expenses ($Millions)		3Q13E				FY2013E
Aircraft rent		$42				$170
Depreciation and amortization		$9				$35
Effective Tax Rate		37.5%				37.5%
Wtd. Average Share Count (thousands)
	Basic	72,628				72,588
	Diluted	73,038				72,985

Capital Expenditures & Other Working Capital Requirements		Full Year 2013E
		(millions)
	Capital expenditures (2)	$21
	Payments for heavy maintenance events(3)	$78
	Pre-delivery deposits for flight equipment, net of refunds	$49
	Pre-paid maintenance deposits, net of reimbursements	$10

Fuel Hedges	% of Est.			Average price
Period	Volume		Instrument	Call/gal	Put /gal
3Q13	17	%	USGC Jet collars	$2.95	$2.68

Refining Margin Hedges	% of Est.			Average price
Period	Volume		Instrument	per barrel
3Q13	46	%	Jet Fuel Swaps	$32.25
4Q13	21	%	Jet Fuel Swaps	$32.39

Footnotes

(1) Unrealized mark-to-market (gains) and losses are comprised of estimated non-cash adjustments to aircraft fuel expense. The Company may have unrealized mark-to-market (gains) or losses in the third quarter 2013, but is not yet able to estimate the amount.

(2) Includes the purchase of a spare engine that was financed under a sale/leaseback transaction after it was delivered.

(3) Payments for heavy maintenance events are recorded as Long-term deposits and other assets within "Changes in operating assets and liabilities," on the Company's cash flow statement.

Spirit Airlines, Inc.
Aircraft Delivery Schedule - as of July 24, 2013
				Aircraft Type
				A319	A320	A320 NEO	A321	Total
Total Aircraft Year-end 2012				27	16	-	2	45
		1Q13		2	2	-	-	4
		2Q13		-	1	-	-	1
		3Q13		-	1	-	-	1
		4Q13		-	3	-	-	3
Total Aircraft Year-end 2013				29	23	-	2	54
		2014		-	7	-	-	7
		2015		-	15	1	2	18
Total Aircraft Year-end 2015				29	45	1	4	79
The Company has 88 new aircraft (15 A320ceos, 45 A320neos, 28 A321ceos) scheduled for delivery between 2016 and 2021. In addition, the Company has signed a Letter of Intent with ILFC to lease four A320neo aircraft scheduled for delivery in 2016. The Company has 28 aircraft with lease expirations between 2016 and 2021; however, actual retirements may differ depending on future fleet decisions.
Seat Configurations
Aircraft Type			Seats
	A319		145
	A320		178
	A321		218*
*A321s delivering in 2015 and beyond are expected to be configured with 219 seats.

Forward-Looking Statements

Statements in this release contain various forward-looking statements within the meaning Section 21E of the Securities Exchange Act of 1934, as amended, which represent the Company's expectations or beliefs concerning future events. When used in this release, the words “expects,” “estimates,” “plans,” “anticipates,” “indicates,” “believes,” “forecast,” “guidance,” “outlook,” “may,” “will,” “should,” “seeks,” “targets” and similar expressions are intended to identify forward-looking statements. Similarly, statements that describe the Company's objectives, plans or goals, or actions the Company may take in the future, are forward-looking statements. Forward-looking statements include, without limitation, statements regarding the Company's intentions and expectations regarding the delivery schedule of aircraft on order, guidance and estimates for the third quarter and full year 2013, including expectations regarding capacity, CASM, CASM ex-fuel, fuel expense, economic fuel cost, expected unrealized mark-to-market gains or losses, capital expenditures and other working capital requirements, aircraft rent, depreciation and amortization, fuel hedges and tax rates. All forward-looking statements in this release are based upon information available to the Company on the date of this release. The Company has no intent, nor undertakes any obligation to, publicly update or revise any of these projections, whether as a result of new information, future events or otherwise, except as required by law. Forward-looking statements are subject to a number of factors that could cause the Company's actual results to differ materially from the Company's expectations, including the competitive environment in the airline industry; the Company's ability to keep costs low; changes in fuel costs; the impact of worldwide economic conditions on customer travel behavior; the Company's ability to generate non-ticket revenues; and government regulation. Additional information concerning these and other factors is contained in the Company's Securities and Exchange Commission filings, including but not limited to the Company's Annual Report on Form 10-K for the year ended December 31, 2012 and subsequent Quarterly Reports on Form 10-Q.