8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

December 2, 2008

(Date of earliest event reported)

ALASKA AIR GROUP, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

1-8957	91-1292054
(Commission File Number)	(IRS Employer Identification No.)

19300 International Boulevard, Seattle, Washington	98188
(Address of Principal Executive Offices)	(Zip Code)

(206) 392-5040

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

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 (see General Instruction A.2. below):

¨ 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))

ITEM 7.01.   Regulation FD Disclosure

Pursuant to 17 CFR Part 243 (“Regulation FD”), the Company is submitting a slide presentation that is part of an investor presentation made at the Credit Suisse Global Airline Conference on December 2, 2008. The presentation was webcast and the full presentation can be accessed via the Company’s website at www.alaskaair.com/investors.

In accordance with General Instruction B.2 of Form 8-K, the information in this report shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. This report will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

ITEM 9.01.   Financial Statements and Other Exhibits

Exhibit 99.1 Slide Presentation from the Credit Suisse Global Airline Conference on December 2, 2008

Signatures

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.

ALASKA AIR GROUP, INC.

Registrant

Date: December 2, 2008

/s/ Brandon S. Pedersen

Brandon S. Pedersen

Vice President/Finance and Controller

/s/ Bradley D. Tilden

Bradley D. Tilden

Executive Vice President/Finance and Planning and Chief Financial Officer

2

EX-99.1

This presentation may include forward-looking statements regarding the performance of Alaska Air Group

or its

subsidiaries.  Actual results may differ materially from these projections.  Please see our most recent Annual

Report on Form 10-K for additional information concerning factors that could cause

results to differ.

December 2, 2008

Exhibit 99.1

Credit

Suisse

Global

Airline

Conference

A track record of adapting quickly to change

2002

-

Transcon expansion

2003

-

Unveiled Alaska 2010 Plan

2004

-

Airport of the Future –

Anchorage

Closed OAK maintenance base

2005

-

Order for up to 100 Boeing 737 aircraft

2006

-

Horizon 25th anniversary

Horizon Regional Airline of the Year

2007

-

Alaska 75th anniversary

Airport of the Future –

Seattle

Inaugurated service to Hawaii

2008

–

Alaska

single-fleet

transition

complete

Fuel has moderated and analysts are

forecasting industry profits for 2009

($3.9) mil Nov ‘08

($12)

($9)

($6)

($3)

$0

$3

$6

2008

est.

2009

est.

($12) mil Nov ‘08

($100)

($50)

$0

$50

$100

$150

2008

est.*

2009

est.*

(in millions)

Industry

(in billions)

*First Call mean estimate as of 11/26/08. Does not necessarily reflect the company’s internal forecast.

($5.4) mil July ‘08

Analyst estimates as of July

($60) mil July ‘08

$89 mil Nov ’08

($63) mil July ‘08

$3.4 mil Nov ‘08

($3.8) mil July

‘08

Analyst estimates as of November

Our strategy for the current economy

1.

Preserve our strong balance sheet

2.

Cut capacity and redeploy aircraft

3.

Maximize unit revenues

4.

Reduce fuel consumption

5.

Control our non-fuel costs

Strong cash position and

multiple sources of liquidity

Cash as a % of Revenues

Q3 ‘08

Note: Calculated using unrestricted cash and short-term investments at September 30, 2008 divided by revenue for the 12 months ended September 30,

2008. As of October 21, Alaska Air Group had $1.18 billion in cash.

Source:  Company earnings releases and 10Qs as of Q3 2008

Fuel hedging cash collateral

Possible sources of

liquidity

•

$110 million available

on line of credit

•

$172 million maximum

pre-delivery payment

facility 

•

Unencumbered aircraft

•

Forward sale of miles

11%

12%

14%

15%

17%

19%

19%

23%

29%

32%

0%

10%

20%

30%

40%

50%

US Airways Group

AirTran

United

Delta

Jet Blue

Continental

American

Northwest

Alaska Air Group

Southwest

Relatively low leverage outside bankruptcy

34%

75%

75%

78%

83%

88%

92%

93%

100%

114%

-30%

20%

70%

120%

Alaska

Air

Group

Adjusted

Debt-to-Capitalization

–

Q3

2008

Source:  Company Q3 08 SEC filings

FPA-PS 090308

-20%

-15%

-10%

5%

0%

5%

10%

2008

forecast

-15%

-10%

-5%

O%

5%

10%

2008

forecast

Reduce and redeploy capacity

year-over-year %

available seat mile (ASM) growth

-7.5%

-10 to –12%

-8%

Q408

Q109

2009

forecast

0%

Q408

Q109

2009

forecast

-20%

-14%

-9%

-9%

Q408

Q109

2009

forecast

-17%

-12%

-14%

Q408

Q109

2009

forecast

-21%

-19%

-11%

Departures

Capacity

Capacity is coming out, but West Coast

remains very competitive

Sources:

Industry

-

Latest

published

schedules;

AS

–

8K

filed

11-17-08

ASM Chg -

4Q 08 vs. 4Q 07

Domestic U.S.

Mainline

West Coast

Mainline

SEA to

Bay Area

SEA to

LA Basin

Alaska

Industry

Flagstaff

Flagstaff

Anchorage

Anchorage

Boston

Boston

Los Angeles

Los Angeles

Spokane

Spokane

San Diego

San Diego

Palm Springs

Palm Springs

San Jose

San Jose

Lihue (Kauai)

Lihue (Kauai)

Honolulu (Oahu)

Honolulu (Oahu)

Kahului

(Maui)

Kahului

(Maui)

Kona (Hawaii)

Kona (Hawaii)

Santa Rosa

Santa Rosa

Seattle

Seattle

Portland

Portland

San Francisco

San Francisco

Eugene

Eugene

Boise

Boise

Minneapolis

Minneapolis

San Diego

San Diego

Sacramento

Sacramento

Las Vegas

Las Vegas

Cancun

Cancun

Eureka

Eureka

Redeployments

improve the network

Jan ’07 –

Dec ‘08

Maximizing unit revenues

remains an important goal

•

Fare increases

•

Better yield management

•

Mileage Plan (FFP) changes

•

Ancillary revenue opportunities consistent

with our brand

Fuel continues to be the wildcard

Source: 10K reports as of Dec. 31, 2007

Alaska’s all-737 fleet is one of the youngest

17.5

15

13

12.8

10.8

10

9.4

7.6

4

3.1

0

3

6

9

12

15

18

Northwest

American

United

Delta

US Air

Continental

Southwest

Alaska 2009

AirTran

JetBlue

Average fleet age (years)

Alaska’s aircraft most

fuel-efficient in operation today

•

Alaska Domestic Mission Rules

•

Nominal fuel burn

•

Pax/Bag weight = 220 lb

•

100% load factor

Better

10.76

11.16

11.65

12.38

12.63

12.75

13.12

15.36

16.49

3

8

13

18

737-900

172 seats

737-800

157 seats

A320  

149 seats

757-200

182 seats

737-700

124 seats

737-400

144 seats

A319  

122 seats

MD-80

140 seats

DC-9 140

125 seats

Fuel gallons per passenger

Source: The Boeing Company

Horizon’s aircraft are among

the most fuel-efficient

5.8

6.2

6.7

7.1

7.2

7.3

7.7

10.6

3

4

5

6

7

8

9

10

11

     Q400  

76 seats

CRJ900

88 seats

      E190  

99 seats

CRJ700

70 seats

    Q200   

37 seats

CRJ200

50 seats

     E170   

72 seats

    B1900  

19 seats

•

400 statute miles

•

100% load factor

Better

Fuel gallons per passenger

Source: Bombardier

$0

$25

$50

$75

$100

$125

Q408

2009

2010

2011

Previous Position

Current Position

Improved fuel hedge strike prices

50%

Percent hedged

8%

29%

1%

17%

50%

50%

50%

•

Updated

November

25,2008

CASMx

comparison: Alaska vs

competitors

YTD through Q3

5.80

5.96

6.76

7.01

7.40

7.43

7.55

7.86

8.32

0

2

4

6

8

10

JBLU

AAI

WN

DL

AS

NW

CO

UA

US

Source: Press releases and 10-Q data, not SL adjusted

Capacity reductions will put pressure

on non-fuel unit costs

Cost per available seat mile

excluding fuel

8.73¢

8.52¢

8.33¢

7.92¢

7.0¢

7.5¢

8.0¢

8.5¢

9.0¢

2001

2002

2003

2004

2005

2006

8.01¢

7.81¢

2007

7.50¢

2008

guidance

Reflects 8K guidance as of 8/21/08 SA-IR

7.52¢

?¢

2009

“You’ve got to be very realistic

about where you are…

but very optimistic

about where

you can be.”

Steve Ballmer

Microsoft CEO

14.2

14.5

11.6

11.8

7.3

4.2

1.7

4.8

4.5

2.5

0

2

4

6

8

10

12

14

16

Jan

Feb

Mar

Apr

May

Jun

Jul

Aug

Sept

Oct

0%

50%

100%

Greatly improved on-time performance

reduces costs

DOT on-time performance

•

J.D. Power and Associates North America Airlines

Satisfaction Study –

June 16, 2008

•

More than 19,000 business and leisure travelers

surveyed

•

Alaska garnered high marks for:

–

Aircraft

–

Boarding/deplaning/baggage

–

Check-in

–

Flight crews

–

Reservations

Source: PR Newswire, June 16, 2008

*In a tie with Continental Airlines among North American carriers

Improved on-time, reliability and baggage

handling means higher customer satisfaction

2007

Program of the Year

Best Elite-Level

Program

Best Web Site

2006

Best Elite-Level

Program

Best Web Site

Best Member 

Communications

2005

Best Elite-Level

Program

Best Member

Communications

An Award-Winning Mileage Plan

2004

Best Program

Best Web Site

Best Member

Communications

2003

Best Program

Best Member

Communications

2002

Best Program

Best Award

Best Website

2001

Best Award

Best Member

Communications

Honolulu

Lihue

Source:  AAG revenue reports and APGDat.  Size of line indicated relative volume.

Guadalajara

Orlando

Loreto

Mazatlan

Chicago

Mexico City

Palm Springs

San Diego

Las Vegas

Phoenix

Tucson

Cancun

Vancouver

Miami

Washington, D.C.

Boston

New York

(Newark)

Dallas/Ft Worth

Denver

Spokane

Reno

Sacramento

Boise

San Jose

Oakland

Barrow

Prudhoe

Bay

Bay

Kotzebue

Petersburg

Wrangell

Ketchikan

Ontario

Burbank

Orange County

Long Beach

Seattle

Portland

San Francisco Int'l

Los Angeles Int'l

•World-class partners drive

additional revenue

•Big opportunity off          

the West Coast

Alaska Air Group is well positioned

to weather the current environment

•

Realistic about today with credible plan

•

Optimistic about tomorrow

–

Strong balance sheet

–

Young, fuel-efficient, simple fleet

–

Positioned to benefit from growth                              

through network of code-share partners

–

Preferred product

–

Loyal customers and two great brands

•

Focused on delivering shareholder returns