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March 6, 2024
Tammy Romo
Chief Financial Officer
Southwest Airlines Co.
P.O. Box 36611
Dallas, Texas 75235
Re:Southwest Airlines Co.
Form 10-K for the Fiscal Year ended December 31, 2023
Filed February 6, 2024
File No. 001-07259
Dear Tammy Romo:
            We have limited our review of your filing to the financial statements and related
disclosures and have the following comments.
            Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this letter, we may have additional comments.
Form 10-K for the Fiscal Year ended December 31, 2023
Management's Discussion and Analysis
Operating Revenues, page 68
1.We note that you provide disclosure in the third paragraph on page 3, explaining that
"Business travel, while showing modest improvements over several years, remained at
reduced levels throughout 2022 and 2023 compared with pre-pandemic levels, as
corporate travel patterns continued to lag and evolve post-pandemic." We also see that
you discuss initiatives aimed at growing the corporate travel business on page 12, and
discuss some of the associated risk on page 32.

Please expand your discussion and analysis of revenue and passenger levels as necessary
to clarify the significance of this business, and to address the implications of the
respective trends to comply with Item 303(a) and (b)(2) of Regulation S-K.

 FirstName LastNameTammy Romo
 Comapany NameSouthwest Airlines Co.
 March 6, 2024 Page 2
 FirstName LastName
Tammy Romo
Southwest Airlines Co.
March 6, 2024
Page 2
Financial Statements
Note 1. Summary of Significant Accounting Policies
Property & Equipment, page 95
2.We understand from your disclosure that you estimate the useful life of flight equipment
at 25 years, and associated residual values that range from 13% to 20%

Please explain to us how you established the useful lives and residual values of your
aircraft, and describe any efforts undertaken to revisit and update these policies on a
regular basis. For example, given your disclosure on page 52, that you own 736 Boeing
737 aircraft, tell us how you considered the potential effect on marketability of used
aircraft that were subject to the FAA grounding discussed on page 42, to address
manufacturing and safety concerns, in estimating residual values and disposal costs.

In conjunction with your response, please submit a summary of aircraft sales over the last
three years, in the form of a spreadsheet specifying the type of each aircraft and showing
for each the acquisition dates and costs, your estimate of the useful lives and residual
values, the useful life and residual value percentage applied, the accumulated depreciation
and net book values on the disposal dates, the disposal dates and costs and proceeds
received in exchange, and the net gain or loss on each transaction.

Please provide us with an explanation for how the residual value percentage applied was
correlated with the aircraft, and discuss any material variances between the residual values
that had been calculated and the net of disposal costs and proceeds.
            In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
            Please contact Robert Babula at 202-551-3339 or Gus Rodriguez at 202-551-3752 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation