News Releases

WestJet stays the course with profitable first quarter results
Canada NewsWire
CALGARY
    <<
    Airline continues its success, reporting first quarter 2009 net earnings
    of $37.4 million
    >>

CALGARY, May 5 /CNW/ - WestJet (TSX:WJA) today announced first quarter results for 2009. The airline reported net earnings of $37.4 million, or 29 cents per diluted share.

"Thanks to the continued hard work and dedication of our WestJetters, we once again differentiated ourselves as an industry leader, and we are extremely pleased with our strong start to 2009," commented Sean Durfy, WestJet President and CEO. "Our first quarter results demonstrate that our business strategy is staying the course; we successfully continued our growth and delivered profitable results while withstanding less than ideal economic conditions."

Compared to airlines who have reported their first quarter results, WestJet continues to have one of the best pre-tax margins in North America, having reported a first quarter earnings before tax (EBT) margin of 8.7 per cent.

"Our results reinforce the value of our healthy brand, unrivaled guest experience and commitment to being cost efficient," added Sean Durfy.

    <<
              Operating highlights (stated in Canadian dollars)

    -------------------------------------------------------------------------
                                                 Q1          Q1
                                                2009        2008      Change
    -------------------------------------------------------------------------
    Net earnings (millions)                    $37.4       $52.5      (28.7%)
    -------------------------------------------------------------------------
    Diluted earnings per share                 $0.29       $0.40      (27.5%)
    -------------------------------------------------------------------------
    Revenue (millions)                        $579.3      $599.3       (3.3%)
    -------------------------------------------------------------------------
    ASM (available seat miles) (billions)      4.357       4.065        7.2%
    -------------------------------------------------------------------------
    RPM (revenue passenger miles) (billions)   3.502       3.331        5.1%
    -------------------------------------------------------------------------
    Load factor                                80.4%       81.9%   (1.5 pts.)
    -------------------------------------------------------------------------
    Yield (revenue per revenue passenger
     mile) (cents)                             16.54       17.99       (8.1%)
    -------------------------------------------------------------------------
    RASM (revenue per available seat mile)
     (cents)                                   13.30       14.74       (9.8%)
    -------------------------------------------------------------------------
    CASM (cost per available seat mile)
     (cents)                                   11.90       12.71       (6.4%)
    -------------------------------------------------------------------------
    CASM excluding fuel and employee
     profit share (cents)                       8.50        8.26        2.9%
    -------------------------------------------------------------------------
    >>

Sean Durfy continued, "While the weakened economy had a negative impact on our first quarter financial results, our margins continued to be among the strongest in North America. Softening demand, aggressive competitor pricing and Easter falling in the second quarter of 2009, versus the first quarter of 2008, all contributed to our decline in RASM. However, lower fuel prices resulted in a decline in CASM and contributed to our overall profitability."

WestJet took delivery of two 800-series aircraft in the first quarter; and in early April, it took delivery of its only aircraft scheduled to arrive in the second quarter, bringing its fleet size to 79. For the balance of the year, WestJet plans to receive an additional seven aircraft, bringing its fleet to 86.

"The flexibility of our fleet deployment strategy allows us to react to changes in market demand by adjusting our schedule for more favourable flying," explained Sean Durfy. "In the second quarter, we have adjusted our flight schedules to reduce some of our flying as we take into consideration the current demand environment. This will lower our previously planned second quarter capacity growth to between one and two per cent. We anticipate that competitors will continue to withdraw capacity, which we believe will allow us to capture additional market share as we continue to grow into domestic, transborder and international markets."

This morning, in a separate news release, the airline reported its April traffic results and expectations for second quarter RASM. Sean Durfy said, "With the weakened economy, second quarter RASM is tracking to year-over-year declines that are, at best, similar to what we experienced in the first quarter of 2009. The recent H1N1 influenza virus outbreak appears to be delaying some consumers' travel bookings; however, it is too early to determine how it will impact RASM. Despite these conditions, we are confident in our business model and our organization's ability to continue on our profitable path."

"Our recently introduced WestJet Care-antee, which is a set of promises we vow to uphold, is setting a new standard for service and value in the Canadian airline industry," added Sean Durfy. "Thanks to our dedicated team of WestJetters, we will continue to profitably grow our business by providing an unrivalled guest experience and by enhancing our airline in ways that truly benefit our guests."

WestJet also reported first quarter operational performance. WestJet calculates on-time performance and completion rate based on the U.S. Department of Transportation's standards. WestJet's baggage ratio represents the number of delayed or lost baggage claims made per 1,000 guests.

    <<
    -------------------------------------------------------------------------
                                             Q1 2009     Q1 2008      Change
    -------------------------------------------------------------------------
    On-time performance                        70.6%       69.0%    1.6 pts.
    -------------------------------------------------------------------------
    Completion rate                            97.5%       98.1%   (0.6 pts.)
    -------------------------------------------------------------------------
    Bag ratio                                   4.41        5.15       14.4%
    -------------------------------------------------------------------------
    >>

Caution regarding forward-looking statements

Certain information set forth in this press release, including information regarding WestJet's anticipated aircraft delivery schedule, adjustments of flights schedules in the second quarter, expected capacity growth, projections as to RASM and traffic in the second quarter of 2009 and the anticipated impact of the H1N1 virus, contain forward-looking statements. By their nature, forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond WestJet's control. These forward-looking statements are based on currently available implementation plans, agreements and bookings but may vary due to factors including, but not limited to, delay in aircraft delivery, change in customer demand, general economic conditions and availability of personnel and outside consultants. These and additional risk factors are discussed in WestJet's most recent Annual Information Form (AIF) and in other documents WestJet files from time to time with securities regulatory authorities, which are available through the Internet on WestJet's SEDAR profile at www.sedar.com.

Readers are cautioned that undue reliance should not be placed on forward-looking statements as actual results may vary materially from the forward-looking statements. WestJet does not undertake to update any forward-looking statements, except as is required by law.

Conference call

WestJet will hold a live analysts' conference call today at 9 a.m. MDT (11 a.m. EDT). Sean Durfy, President and CEO, and Vito Culmone, Executive Vice-President of Finance and CFO, will discuss WestJet's first quarter 2009 results and answer questions from financial analysts. The conference call is available through the toll-free telephone number 1-800-731-5319. The call can also be heard live through an Internet webcast in the Investor Relations section of westjet.com.

Annual and Special Meeting (AGM)

WestJet will hold its annual and special meeting at 2 p.m. MDT at WestJet's Calgary Campus located at 22 Aerial Place, NE. The AGM will be webcast and will be available in the Investor Relations section of westjet.com.

About WestJet

WestJet is Canada's leading high-value low-cost airline offering scheduled service throughout its 55-city North American and Caribbean network. Named one of Canada's most admired corporate cultures in 2005, 2006, 2007 and 2008, WestJet pioneered low-cost flying in Canada. WestJet offers increased legroom and leather seats on its modern fleet of 79 Boeing Next-Generation 737 aircraft, and live seatback television provided by Bell TV. With future confirmed deliveries for an additional 42 aircraft, bringing its fleet to 121 by 2013, WestJet strives to be the number one choice for travellers.

    <<
          Management's Discussion and Analysis of Financial Results

                  For the three months ended March 31, 2009
    >>

Advisories

The following Management's Discussion and Analysis of Financial Results (MD&A), dated May 4, 2009, should be read in conjunction with the cautionary statement regarding forward-looking statements below, as well as the unaudited interim consolidated financial statements and notes thereto as at and for the three months ended March 31, 2009, and the consolidated financial statements, notes thereto and MD&A included in the Annual Report as at and for the year ended December 31, 2008. For a detailed description of risks and uncertainties, financial instruments and risk management and critical accounting estimates, please refer to these sections within the 2008 MD&A dated February 10, 2009. The consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles (GAAP). All amounts in the following MD&A are stated in Canadian dollars unless otherwise stated. Certain prior-period balances in the consolidated financial statements have been reclassified to conform to current period's presentation. References to "WestJet," "we," "us" or "our" mean WestJet Airlines Ltd., its subsidiaries, partnership and special-purpose entities, unless the context otherwise requires. Additional information relating to WestJet filed with Canadian securities commissions, including periodic quarterly and annual reports and Annual Information Forms (AIF), is available on SEDAR at www.sedar.com and our website at www.westjet.com. An additional advisory with respect to the use of non-GAAP measures is set out at the end of this MD&A under Non-GAAP Measures.

Cautionary statement regarding forward-looking information and statements

This MD&A offers our assessment of WestJet's future plans and operations and contains forward-looking statements as defined under applicable Canadian securities legislation, including our expectation that our financial results for the first quarter of 2009 are among the best of any North American airline referred to under the Overview and the Outlook; our expectation that our network will absorb the capacity used for Transat referred to under Results of Operations - Revenue; our expectation that WestJet Vacations and our commercial schedule will support our own flying to existing sun destinations and a number of new destinations to which we can fly referred to under Results of Operations - Revenue; our hedging expectations and the intent to hedge anticipated jet fuel purchases referred to under Results of Operations - Aircraft Fuel; our sensitivity to changes in crude oil and fuel pricing referred to under Results of Operations - Aircraft; our expectation that aircraft maintenance costs will increase as our fleet ages referred to under Results of Operations - Maintenance; our sensitivity to the change in the value of the Canadian dollar versus the US dollar referred to under Results of Operations - Foreign Exchange; our future aircraft deliveries referred to under Liquidity and Capital Resources; our expected capacity increase for the second quarter of 2009 referred to under the Outlook; our anticipated scheduling and capacity changes by us and our competitors in 2009 referred to under the Outlook; our anticipation that demand for air travel will be negatively impacted during the second quarter of 2009 referred to under the Outlook; our revenue per available seat mile (RASM) decline in the second quarter of 2009 referred to under the Outlook; and our expected fuel costs per litre referred to under the Outlook. These forward-looking statements typically contain the words "anticipate," "believe," "estimate," "intend," "expect," "may," "will," "should," "potential," "plan" or other similar terms.

Readers are cautioned that our expectations, estimates, projections and assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. With respect to forward-looking statements contained within this MD&A, we have made the following key assumptions:

    <<
    -   our expectation that our financial results for the first quarter of
        2009 were among the best of any North American airline was based on
        reported first quarter financial results of North American airlines;

    -   our expectation that our network will absorb the capacity used for
        Transat was based on our actual and forecasted commercial schedules;

    -   our expectation that WestJet Vacations and our commercial schedule
        will support our own flying to existing sun destinations and a number
        of new destinations to which we can fly was based on current
        financial results and our current strategic plan;

    -   our hedging expectations and intent to hedge anticipated jet fuel
        purchases was based on our current approved hedging strategy;

    -   our sensitivity to changes in crude oil and fuel pricing was based on
        our fuel consumption for our existing schedule and historical fuel
        burn, as well as a Canadian-US dollar exchange rate similar to the
        current market rate;

    -   our expectation that aircraft maintenance costs will increase as our
        fleet ages was based on requirements specified in our maintenance
        program and the number of aircraft off warranty;

    -   our sensitivity to the change in the value of the Canadian dollar
        versus the US dollar was based on forecasted US-dollar spend for
        2009, excluding a percentage of aircraft leasing expense hedged under
        foreign exchange forward contracts and option arrangements, as well
        as the exchange rate for the Canadian dollar similar to the current
        market rate;

    -   our future aircraft deliveries were based on a revised aircraft
        delivery schedule from Boeing;

    -   our expected capacity increase for the second quarter of 2009 was
        based on our actual and forecasted commercial schedules;

    -   our anticipated scheduling and capacity changes by us and our
        competitors in 2009 was based on actual and forecasted bookings;

    -   our anticipation that demand for air travel will be negatively
        impacted was based on actual and forecasted bookings;

    -   our RASM guidance for the second quarter of 2009 was based on actual
        and forecasted bookings for the same period; and

    -   our expected fuel costs per litre for the second quarter of 2009 were
        based on realized jet fuel prices for April 2009 and forward curve
        prices for May and June 2009, as well as the exchange rate for the
        Canadian dollar in the second quarter similar to the current market
        rate.
    >>

Our actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements. We can give no assurance that any of the events anticipated will transpire or occur or, if any of them do, what benefits or costs we will derive from them. By their nature, forward-looking statements are subject to numerous risks and uncertainties including, but not limited to, the impact of general economic conditions, changing domestic and international industry conditions, volatility of fuel prices, terrorism, currency fluctuations, interest rates, competition from other industry participants (including new entrants and generally as to capacity fluctuations and the pricing environment), labour matters, government regulation, stock-market volatility, the ability to access sufficient capital from internal and external sources and additional risk factors discussed in our AIF and other documents we file from time to time with securities regulatory authorities, which are available through the Internet on SEDAR at www.sedar.com or, upon request, without charge from us. Additionally, risks and uncertainties are discussed in detail within the 2008 MD&A dated February 10, 2009.

The forward-looking information contained in this MD&A is expressly qualified by this cautionary statement. Our assumptions relating to the forward-looking statements referred to above are updated quarterly and, except as required by law, we do not undertake to update any other forward-looking statements.

Definition of key operating indicators

Our key operating indicators are airline industry metrics, which are useful in assessing the operating performance of an airline.

    <<
    Flight leg: A segment of a flight involving a stopover, change of
    aircraft or change of airline from one landing site to another.

    Segment guest: Any person who has been booked to occupy a seat on a
    flight leg and is not a member of the crew assigned to the flight.

    Average stage length: The average distance of a non-stop flight leg
    between take-off and landing as defined by International Air Transport
    Association (IATA) guidelines.

    Available seat miles (ASM): A measure of total guest capacity, calculated
    by multiplying the number of seats available for guest use in an aircraft
    by stage length.

    Revenue passenger miles (RPM): A measure of guest traffic, calculated by
    multiplying the number of segment guests by stage length.

    Load factor: A measure of total capacity utilization, calculated by
    dividing revenue passenger miles by total available seat miles.

    Yield (revenue per revenue passenger mile): A measure of unit revenue,
    calculated as the gross revenue generated per revenue passenger mile.

    Revenue per available seat mile (RASM): Total revenues divided by
    available seat miles.

    Cost per available seat mile (CASM): Operating expenses divided by
    available seat miles.

    Cycle: One flight, counted by the aircraft leaving the ground and
    landing.

    Utilization: Operating hours per day per operating aircraft.
    >>

OVERVIEW

Despite the continued worldwide recession, we are pleased to report our 16th consecutive quarter of profitability. We expect our financial results once again to be among the best of any North American airline.

During the first quarter of 2009, we saw overall demand for air travel soften, and as such, we adjusted our pricing in order to maintain our desired load factors. The reduction in the market price of jet fuel provided significant cost relief and partially offset the impact of the weak revenue environment. Additionally, we grew our cash balance from December 31, 2008, generated positive net earnings and cash flows from operations and lowered CASM. Our low-cost business model allowed us to successfully navigate through a less than ideal external environment, while producing industry-leading results. At a time of economic uncertainty, the fortitude of our WestJetters remained constant and unwavering, as evidenced by the delivery of our award-winning guest experience and commitment to high-value service.

    <<
    Quarterly highlights

    -   Recognized total revenues of $579.3 million, a decrease of
        3.3 per cent over the same period of 2008.

    -   Recorded RASM of 13.30 cents, down 9.8 per cent from the comparable
        period of 2008.

    -   Increased capacity by 7.2 per cent as compared to the same period of
        2008.

    -   Decreased CASM to 11.90 cents from 12.71 cents in the first quarter
        of 2008, an improvement of 6.4 per cent.

    -   Realized CASM, excluding fuel and employee profit share, of
        8.50 cents, up 2.9 per cent over the same period of 2008.

    -   Recorded an earnings before tax (EBT) margin of 8.7 per cent, down
        3.7 points from the same quarter in 2008.

    -   Realized net earnings of $37.4 million, a decrease of 28.7 per cent
        from the same period of 2008.

    -   Diluted earnings per share were $0.29, a decrease of 27.5 per cent
        compared to the first quarter of 2008.

    -   Grew our cash balance to $835.8 million, an increase of 1.9 per cent
        from December 31, 2008.

    -   Generated cash flows from operations of $95.5 million, a decrease
        from $184.8 million for the three months ended March 31, 2008.
    >>

Please refer to the end of this MD&A for a reconciliation of CASM, excluding fuel and employee profit share, a non-GAAP measure, to the nearest measure under Canadian GAAP.

Our strong corporate culture allowed us to execute on our growth strategy and provided the momentum to face the economic challenges presented during the first quarter of the year. The actions of every WestJetter contributed to the continued success of our airline. Additionally, with the construction of our new Campus facility completed, many of our WestJetters moved into our new office space during the first quarter of 2009, contributing further to the enviable culture of our airline.

    <<
    -------------------------------------------------------------------------

    Operational highlights                     Three months ended March 31
    -------------------------------------------------------------------------
                                             2009            2008     Change
    -------------------------------------------------------------------------

    ASMs                            4,356,805,139   4,064,991,801       7.2%
    RPMs                            3,501,929,143   3,330,813,443       5.1%
    Load factor                             80.4%           81.9%   (1.5 pts)
    Yield (cents)                           16.54           17.99      (8.1%)
    RASM (cents)                            13.30           14.74      (9.8%)
    CASM (cents)                            11.90           12.71      (6.4%)
    CASM, excluding fuel and
     employee profit share (cents)           8.50            8.26       2.9%
    Fuel consumption (litres)         215,760,880     202,155,666       6.7%
    Fuel costs per litre (cents)            65.99           82.96     (20.5%)
    Segment guests                      3,451,685       3,469,405      (0.5%)
    Average stage length (miles)              938             917       2.3%
    Utilization (hours)                      12.2            12.5      (2.4%)
    Number of full-time equivalent
     employees at period end                6,224           5,939       4.8%
    Fleet size at period end                   78              73       6.8%
    -------------------------------------------------------------------------

    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    >>

The first quarter of 2009 saw the continuation of unprecedented worldwide economic conditions, resulting in significant challenges for the airline industry. The North American economy is in a recession, and similar to the latter half of 2008, this has resulted in capacity reductions, grounded aircraft, employee lay-offs, deep price discounting and aggressive ancillary revenue initiatives to stimulate demand within the airline industry. We have seen fuel costs continue to subside from the record-high levels of 2008, which provided substantial relief; however, not enough to offset the impact of weakening demand. Notwithstanding these external pressures, we continued to execute on our strategic growth plan throughout the first quarter, as evidenced by the addition of two leased fuel-efficient Boeing Next-Generation aircraft, new airline partnerships and increased frequency of routes and new destinations, all while providing high-value service to our guests.

Despite the challenges presented to us during the first quarter of 2009, we produced positive net earnings of $37.4 million and diluted earnings per share of $0.29. We were one of only a few North American airlines to generate a profit during the quarter. Our EBT margin of 8.7 per cent for the first quarter of 2009 was once again among the best in the North American airline industry.

During the three months ended March 31, 2009, total revenues decreased by 3.3 per cent to $579.3 million as compared to $599.3 million in the same period of 2008, attributable primarily to the weakening economy, pricing competition, Easter falling in the second quarter of 2009 versus the first quarter of 2008 and an extra day in the 2008 comparable period. Overall, we are pleased with our ability to increase RPMs by 5.1 per cent for the first quarter of 2009 in a more challenging economic environment than the same period of 2008.

Our load factor declined by 1.5 points to 80.4 per cent for the first quarter of 2009 from 81.9 per cent in the same quarter of 2008, as depicted in the following graph. However, this load factor remained within our optimal operating range of 78 per cent to 82 per cent and was achieved on capacity growth of 7.2 per cent quarter over quarter.

    <<
    To see the Quarterly Load Factor chart, click here:
    http://files.newswire.ca/762/WestJet_load_factor.doc
    >>

We experienced a significant decrease in RASM during the first quarter of 2009 of 9.8 per cent, making cost containment critical to our continued success and remaining one of our key focuses. For the three months ended March 31, 2009, our CASM improved by 6.4 per cent to 11.90 cents from 12.71 cents in the same period of 2008, attributable primarily to lower fuel costs quarter over quarter. Excluding fuel and employee profit share, our CASM increased to 8.50 cents from 8.26 cents in the first quarter of 2008, representing a change of 2.9 per cent, due mainly to inclement winter weather conditions, incremental maintenance costs, lower aircraft utilization and a weaker Canadian dollar.

We maintained a healthy cash balance of $835.8 million as at March 31, 2009, an increase of 1.9 per cent from December 31, 2008. Additionally, our current ratio, defined as current assets over current liabilities, remained strong at 1.24 as compared to 1.25 at the end of 2008. Our adjusted debt-to-equity ratio decreased to 1.72 from 1.78 as at December 31, 2008. Please refer to the end of this MD&A for a reconciliation of our adjusted debt-to-equity ratio, a non-GAAP measure, to the nearest measure under Canadian GAAP. We continue to generate positive cash flow from operations to fund our working capital needs and capital funding requirements, related primarily to our Campus and aircraft deposits, as well as to make our debt payments without requiring external financing.

During the first quarter of 2009, we assumed delivery of two leased 737-800s, increasing our total registered fleet to 78 aircraft. With an average age of 4.2 years, we continue to operate one of the youngest fleets of any large North American commercial airline.

    <<
    SELECTED QUARTERLY UNAUDITED FINANCIAL INFORMATION

    -------------------------------------------------------------------------
                                               Three Months Ended
    -------------------------------------------------------------------------
    ($ in thousands, except         Mar. 31    Dec. 31   Sept. 30    Jun. 30
     per share data)                   2009       2008       2008       2008
    -------------------------------------------------------------------------

    Total revenues                $ 579,285  $ 615,783  $ 718,375  $ 616,000
    Net earnings                  $  37,432  $  40,771  $  54,665  $  30,193
    Basic earnings per share      $    0.29  $    0.32  $    0.43  $    0.23
    Diluted earnings per share    $    0.29  $    0.32  $    0.42  $    0.23
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    -------------------------------------------------------------------------
                                               Three months ended
    -------------------------------------------------------------------------
    ($ in thousands, except         Mar. 31    Dec. 31   Sept. 30    Jun. 30
     per share data)                   2008       2007       2007       2007
    -------------------------------------------------------------------------

    Total revenues                $ 599,348  $ 552,004  $ 606,242  $ 498,200
    Net earnings                  $  52,506  $  75,359  $  76,070  $  11,549
    Basic earnings per share      $    0.40  $    0.58  $    0.59  $    0.09
    Diluted earnings per share    $    0.40  $    0.57  $    0.58  $    0.09
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    >>

Our business is seasonal in nature, with varying levels of activity throughout the year. We experience increased domestic travel in the summer months (second and third quarters) and more demand for sun destinations over the winter period (fourth and first quarters). With our transborder and international destinations, we have been able to partially alleviate the effects of seasonality on our net earnings.

In the quarter ended December 31, 2007, our reported net earnings of $75.4 million were positively impacted by a non-cash adjustment in the amount of $33.7 million, or 25 cents per share, to future income tax expense as a result of the enactment of income tax rate reductions. In the quarter ended June 30, 2007, our reported net earnings of $11.5 million were negatively impacted by a non-cash write-down of $31.9 million ($22.2 million after tax or 17 cents per share) for the capitalized costs associated with our former reservation system project.

    <<
    RESULTS OF OPERATIONS

    Revenue

    -------------------------------------------------------------------------

                                                 Three months ended March 31
    -------------------------------------------------------------------------
    ($ in thousands)                              2009         2008   Change
    -------------------------------------------------------------------------

    Guest revenues                         $   497,095  $   525,700    (5.4%)
    Charter and other revenues                  82,190       73,648    11.6%
    -------------------------------------------------------------------------
                                           $   579,285  $   599,348    (3.3%)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    RASM (cents)                                 13.30        14.74    (9.8%)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    >>

During the quarter ended March 31, 2009, total revenues decreased by 3.3 per cent to $579.3 million from $599.3 million in the same period of 2008. This quarter-over-quarter decline in total revenues was largely attributable to the weakening economic environment and the resulting softness in demand for air travel. One of the key indicators of revenue growth is RASM, as it takes into consideration load factor and yield. Our RASM decreased significantly by 9.8 per cent in the first quarter of 2009 to 13.30 cents from 14.74 cents in the same period of 2008, due mainly to the deteriorating economy, pricing competition and the negative effect of Easter falling in the second quarter of 2009 versus the first quarter of 2008. Additionally, we experienced declines in both yield and load factor quarter over quarter, attributable to the economic recession. This decline in RASM was offset partially by lower fuel costs, allowing us to produce another quarter of profitable financial results.

Guest revenues from our scheduled flight operations, our largest component of total revenues, declined for the first quarter of 2009 by 5.4 per cent to $497.1 million, as compared to $525.7 million in the same quarter of 2008. We continued our effective seasonal deployment strategy during the first quarter of 2009, shifting capacity to higher-demand transborder and international markets during the Canadian winter months while maintaining an attractive schedule, frequent flights and sufficient capacity for our domestic guests. Of our quarter-over-quarter increase in ASMs of 7.2 per cent, we deployed more capacity to scheduled transborder and international destinations than existing domestic markets in order to create revenue opportunities in a number of new markets. This strategy of profitable market expansion remained a continued focus as competitors withdrew capacity, allowing us to gain market share, as well as partially mitigate the impact of a deteriorating economy and pricing competition. The majority of our 7.2 per cent increase in ASMs for the first quarter of 2009 as compared to the same period of 2008 was deployed equally to new transborder and international markets and existing transborder and international markets.

During the first quarter of 2009, aircraft utilization decreased by 18 minutes to 12.2 operating hours per day, compared to 12.5 operating hours per day in the same period of 2008, due to optimization of our schedule to adjust to the weaker demand environment. Our lower aircraft utilization negatively impacted both revenue and CASM for the first quarter of 2009.

    <<
    To see the Charter and Scheduled Transborder and International as a
    Percentage of Total ASMs chart, click here:
    http://files.newswire.ca/762/WestJetCharter.doc
    >>

For the three months ended March 31, 2009, charter and other revenues, which include charter, cargo, ancillary, WestJet Vacations Inc. (WVI) non-air and other revenue, increased by 11.6 per cent to $82.2 million from $73.6 million in the comparable period of 2008. This improvement was driven mainly by increases in ancillary revenue and WVI non-air revenue, resulting from an expanded destination base, which is in line with our market expansion strategy. These improvements were partially offset by a decrease in charter revenue, as charter saw similar pressure on yields as guest revenue.

WVI continued to play a significant role in our growth strategy in the first quarter of 2009, as evidenced by its quarter-over-quarter increase in revenues. In February 2009, WestJet and Transat terminated the Transat Charter Agreement, effective May 10, 2009. As we continue to grow our domestic, transborder and international network, we are confident that our network will absorb the capacity used for Transat. With the termination of the charter agreement, there will be more opportunity for WVI, as well as our commercial schedule, to support our own flying to existing sun destinations and a number of new destinations to which we can fly.

Ancillary revenues, which include service fees, onboard sales, and partner and program revenue, provide an opportunity to maximize our profits through the sale of higher-margin goods and services, while also enhancing our overall guest experience. In the first quarter of 2009, ancillary revenues increased by 24.0 per cent to $24.8 million from $20.0 million in the same period of 2008. Ancillary revenue per guest was $7.63 for the three months ended March 31, 2009, an improvement of 25.9 per cent from $6.06 per guest in the first quarter of 2008. This increase was mainly attributable to higher revenue from fees in the first quarter of 2009, offset somewhat by the termination of our tri-branded BMO Mosaik AIR MILES MasterCard credit card partnership on July 31, 2008. With revenue of $5.6 million, our pre-reserved seating option introduced in the third quarter of 2008 accounted for approximately 70 per cent of our quarter-over-quarter increase in fees. Additionally, increases to our change and cancellation fees contributed to increased revenue from fees in the first quarter of 2009, versus the comparable period of the prior year.

    <<
    Expenses

    -------------------------------------------------------------------------

                                                 Three months ended March 31
    -------------------------------------------------------------------------
    CASM (cents)                                  2009       2008     Change
    -------------------------------------------------------------------------

    Aircraft fuel                                 3.27       4.13     (20.8%)
    Airport operations                            2.15       2.06       4.4%
    Flight operations and navigational charges    1.64       1.66      (1.2%)
    Marketing, general and administration         1.21       1.17       3.4%
    Sales and distribution                        0.94       0.99      (5.1%)
    Depreciation and amortization                 0.78       0.81      (3.7%)
    Inflight                                      0.66       0.62       6.5%
    Aircraft leasing                              0.58       0.47      23.4%
    Maintenance                                   0.54       0.48      12.5%
    Employee profit share                         0.13       0.32     (59.4%)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
                                                 11.90      12.71      (6.4%)
    -------------------------------------------------------------------------
    CASM, excluding fuel and employee
     profit share                                 8.50       8.26       2.9%
    -------------------------------------------------------------------------

    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    >>

For the first quarter of 2009, our CASM decreased by 6.4 per cent, due largely to the 20.8 per cent decline in aircraft fuel expense per ASM. Our CASM, excluding fuel and employee profit share, increased slightly by 2.9 per cent to 8.50 cents in the first quarter of 2009 from 8.26 cents in the first quarter of 2008, led primarily by increases in aircraft leasing, airport operations and maintenance.

Our longer average stage length, which increased by 2.3 per cent in the first quarter of 2009 to 938 miles from 917 miles in the same period of 2008, helped play a role in creating cost efficiencies. Average stage length has a significant impact on our unit costs. As average stage length increases, cost efficiencies are gained, and we achieve a lower average cost per mile because our fixed costs of operations are allocated over an increasing number of miles flown. Likewise, longer-haul routes typically achieve higher fuel economy, as we are able to absorb the higher costs of fuel for take-offs and landings over a longer trip length. This increase in average stage length was offset partially by the 18 minute decline in our aircraft utilization quarter over quarter.

Aircraft fuel

During the first quarter of 2009, we experienced substantial relief from the elevated fuel prices that negatively impacted our CASM during 2008. During the three months ended March 31, 2009, the average market price for jet fuel was US $57.11 per barrel as compared to US $119.85 per barrel in the first quarter of 2008, representing a decrease of 52.3 per cent. We saw a corresponding decrease in our fuel cost per ASM of 20.8 per cent to 3.27 cents in the first quarter of 2009 as compared to 4.13 cents in the same period in 2008, as result of significant quarter-over-quarter reductions in both US-dollar West Texas Intermediate (WTI) crude oil prices and refining costs. This was offset partially by the devaluation of the Canadian dollar versus the US dollar, incremental costs incurred to transport fuel into the prairie provinces and the impact of realized losses on the settlement of fuel derivative contracts. Although market prices have subsided from their previous levels, fuel remains our most significant cost, representing approximately 27 per cent of total operating costs for the first quarter of 2009, down from approximately 32 per cent in the same period in 2008.

The following table displays our fuel costs per litre, including and excluding fuel hedging, for the three months ended March 31, 2009. Please refer to the end of this MD&A for a discussion on the use of non-GAAP measures, including aircraft fuel expense, excluding hedging, which is reconciled to GAAP in the table below.

    <<
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                                                 Three months ended March 31
    -------------------------------------------------------------------------
    ($ in thousands, except
     per litre data)                              2009         2008   Change
    -------------------------------------------------------------------------

    Aircraft fuel expense - GAAP           $   142,391  $   167,717   (15.1%)
    Realized loss on fuel derivatives -
     effective portion                         (11,974)           -      N/A
    -------------------------------------------------------------------------
    Aircraft fuel expense, excluding
     hedging - Non-GAAP                    $   130,417  $   167,717   (22.2%)

    Fuel consumption (thousands of litres)     215,761      202,156     6.7%
    -------------------------------------------------------------------------
    Fuel costs per litre (dollars)
     - including fuel hedging                     0.66         0.83   (20.5%)
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    -------------------------------------------------------------------------
    Fuel costs per litre (dollars)
     - excluding fuel hedging                     0.60         0.83   (27.7%)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    >>

Our fuel costs decreased to $0.66 per litre during the first quarter of 2009, including fuel hedging, representing an improvement of 20.5 per cent from $0.83 per litre in the same period of 2008. Excluding the effects of the realized loss on fuel derivatives designated in an effective relationship under cash flow hedge accounting, our fuel costs per litre were $0.60 for the first quarter of 2009, a decrease of 27.7 per cent from the first quarter of 2008. This differs from our previous estimate of fuel costs for the first quarter of 2009, excluding the impact of fuel hedging, to be between $0.65 and $0.67 per litre, due to decreases in crude oil refining costs during the quarter.

As at March 31, 2009, we had a mixture of fixed swap agreements and costless collar structures in Canadian-dollar WTI crude oil derivative contracts to hedge approximately 30 per cent (December 31, 2008 - 30 per cent) of our remaining anticipated jet fuel requirements for 2009 and approximately 14 per cent (December 31, 2008 - 14 per cent) of our anticipated jet fuel requirements for 2010. The following table outlines, as at March 31, 2009, the notional volumes per barrel (bbl) and the weighted average strike price for fixed swap agreements and the weighted average call and put prices for costless collar structures for each year we are hedged.

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                                             WTI          WTI          WTI
                                           average      average      average
                              Notional     strike        call          put
                               volumes      price        price        price
    Year   Instrument           (bbl)    (CAD$/bbl)   (CAD$/bbl)   (CAD$/bbl)
    -------------------------------------------------------------------------

    2009   Swaps               871,500       90.10            -            -
           Costless collars    410,000           -       114.27        79.15
    2010   Swaps               381,000      103.09            -            -
           Costless collars    483,000           -       111.21        77.94
    -------------------------------------------------------------------------
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    The following table presents the financial impact and statement
presentation of our fuel derivatives on the consolidated balance sheet as at
March 31, 2009, and December 31, 2008.

    -------------------------------------------------------------------------
                                                      March 31,  December 31,
    ($ in thousands)       Statement presentation         2009          2008
    -------------------------------------------------------------------------

    Fair value of fuel     Accounts payable and    $    29,361   $    37,811
     derivatives -          accrued liabilities
     current portion
    Fair value of fuel     Other liabilities             9,006        14,487
     derivatives -
     long-term portion
    Payable to             Accounts payable and          3,768             -
     counterparties for     accrued liabilities
     settled fuel
     contracts
    Net unrealized loss    Accumulated other           (33,052)      (44,711)
     from fuel              comprehensive loss
     derivatives            (AOCL) - before tax
                            impact
    -------------------------------------------------------------------------
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    The following table presents the financial impact and statement
presentation of our fuel derivatives on the consolidated statement of earnings
for the three months ended March 31, 2009, and 2008.

    -------------------------------------------------------------------------
                                                          Three months ended
                                                               March 31
    ($ in thousands)       Statement presentation         2009          2008
    -------------------------------------------------------------------------

    Realized loss on       Aircraft fuel           $    11,974   $         -
     fuel derivatives -
     effective portion
    Realized loss on       Gain on derivatives             846             -
     fuel derivatives -
     ineffective portion
    Unrealized gain on     Gain on derivatives            (949)            -
     fuel derivatives -
     ineffective portion
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    >>

The fair value of the fuel derivatives designated in an effective hedging relationship is determined using inputs, including quoted forward prices for commodities, foreign exchange rates and interest rates, which can be observed or corroborated in the marketplace. The fair value of the fixed swap agreements is estimated by discounting the difference between the contractual strike price and the current forward price. The fair value of the costless collar structures is estimated by the use of a standard option valuation technique. As at March 31, 2009, for the 21-month period that we are hedged, the closing forward curve for crude oil ranged from approximately US $50 to US $65 (December 31, 2008 - US $45 to US $67) with the average forward foreign exchange rate used in determining the fair value being 1.2545 US dollars to Canadian dollars (December 31, 2008 - 1.2136).

The estimated amount reported in AOCL that is expected to be reclassified to net earnings as a component of aircraft fuel expense when the underlying jet fuel is consumed during the next 12 months is a loss after tax of $18.3 million.

For 2009, excluding the impact of fuel hedging, we estimate the sensitivity to changes in crude oil and fuel pricing to be approximately $7 million annually to our fuel costs for every one US-dollar change per barrel of WTI crude oil and $9 million for every one-cent change per litre of fuel.

Airport operations

Airport operations expense consists primarily of airport landing and terminal fees, and ground handling costs for our scheduled service and charter operations. These expenditures typically fluctuate depending on the destinations serviced, aircraft weights, inclement weather conditions and number of guests. Transborder and international flights are more expensive than domestic flights due to the higher terminal and pre-clearance fees charged by domestic airports for transborder and international flights. Also included in airport operations are costs relating to flight cancellations and accommodations for displaced guests for situations beyond our control, such as inclement weather conditions. Because the majority of expenses are levied on a per-flight basis, the cost per departure is also a relevant performance driver for airport operations.

For the three months ended March 31, 2009, our cost per ASM for airport operations increased by 4.4 per cent to 2.15 cents from 2.06 cents in the same period of 2008. Similarly, our quarter-over-quarter cost per departure increased by approximately eight per cent in 2009, versus the comparable period of 2008, due mainly to increased third-party ground handling rates relating to transborder and international airports resulting from a greater percentage of departures to sun destinations; higher meal, hotel and transportation costs for displaced guests; and the higher costs of de-icing from unfavourable weather conditions in the first quarter of 2009. Additionally, due to annual merit and market increases, our employee expenses are higher on both an ASM and per departure basis.

Marketing, general and administration

Marketing encompasses a wide variety of expenses, including advertising and promotions, onboard products, live satellite television licensing fees and catering. General and administration costs consist of our corporate office departments, professional fees, insurance costs and transaction costs related to aircraft acquisitions. During the first quarter of 2009, our marketing, general and administration charge per ASM increased by 3.4 per cent to 1.21 cents, compared to 1.17 cents in the same period of 2008. This increase was attributable mainly to the cost of the $500 future travel credit awarded to each of our WestJetters for their hard work and dedication during the 2008 Christmas holiday travel season, where much of Canada was impacted by harsh winter weather; increased professional fees resulting primarily from our International Financial Reporting Standards (IFRS) transition project; and costs incurred relating to our new reservation system to be implemented in 2009. These increases were offset partially by lower aircraft acquisition costs versus the first quarter of 2008, when we assumed delivery of two owned aircraft.

Aircraft leasing

During the first quarter of 2009, we assumed delivery of two leased 737-800 aircraft, bringing our total leased aircraft to 26 as at March 31, 2009. This represents 33.3 per cent of our total fleet. At the end of the first quarter of 2008, we had a total of 22 aircraft under operating leases, representing 30.1 per cent of our total registered fleet.

Our aircraft leasing costs per ASM increased by 23.4 per cent in the first quarter of 2009 to 0.58 cents from 0.47 cents in the same period of 2008. This change relates mainly to incremental leasing costs on four additional leased aircraft in the first quarter of 2009, versus the comparable period of the prior year, as well as the weaker Canadian dollar relative to the US dollar, which was mostly offset by our foreign exchange hedging program.

Maintenance

Our maintenance expense per ASM increased to 0.54 cents in the first quarter of 2009 from 0.48 cents in the same period of 2008, representing an increase of 12.5 per cent, primarily attributable to the weaker Canadian dollar, as approximately 40 per cent of our maintenance costs were denominated in US dollars, and incremental scheduled maintenance requirements as our aircraft continue to age. As at March 31, 2009, 39 out of 78 aircraft, or 50.0 per cent, were off warranty compared to 28 out of 73 aircraft, or 38.4 per cent, as at March 31, 2008. We anticipate our unit maintenance costs will continue to increase as our fleet ages.

Compensation

Our compensation philosophy is designed to align corporate and personal success. We have designed a compensation plan whereby a portion of our expenses are variable and are tied to our financial results. Our compensation strategy encourages employees to become owners in WestJet, which inherently creates a personal vested interest in our financial results and accomplishments.

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                                                 Three months ended March 31
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    ($ in thousands)                              2009         2008   Change
    -------------------------------------------------------------------------

    Salaries and benefits                  $    98,825  $    88,236    12.0%
    Employee share purchase plan                11,091        9,937    11.6%
    Employee profit share                        5,717       13,146   (56.5%)
    Stock options                                2,446        4,147   (41.0%)
    Executive share unit plan                      189          376   (49.7%)
    -------------------------------------------------------------------------
                                           $   118,268  $   115,842     2.1%
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    >>

Salaries and benefits

Salaries and benefits are determined via a framework of job levels based on internal experience and external market data. During the first quarter of 2009, salaries and benefits increased by 12.0 per cent to $98.8 million from $88.2 million in the comparable period of 2008. This increase was due to the employment of a greater number of WestJetters, versus a year ago, to support our capacity growth; annual market and merit increases; and the costs relating to the future travel credits our WestJetters were awarded during the quarter. Salaries and benefits expense for each department is included in the respective department's operating expense line item.

Employee share purchase plan

Our Employee Share Purchase Plan (ESPP) encourages employees to become owners of WestJet shares. WestJetters may contribute up to 20 per cent of their base salaries to the ESPP. As at March 31, 2009, WestJetters contributed an average of 14 per cent. We match contributions for every dollar contributed by our employees, and as at March 31, 2009, 83 per cent of our eligible employees participated in the ESPP. Our matching expense for the three months ended March 31, 2009 was $11.1 million, an increase of 11.6 per cent from $9.9 million for the same period of 2008, driven primarily by an increased number of WestJetters.

Employee profit share

All employees are eligible to participate in the employee profit sharing plan. As the profit share system is a variable cost, employees receive larger awards when we are highly profitable. Conversely, the amount distributed to employees is reduced and adjusted in less profitable periods. Our profit share expense for the quarter ended March 31, 2009 was $5.7 million, a 56.5 per cent decrease from $13.1 million in the same period of 2008. This decrease was directly attributable to the lower earnings eligible for profit share, due primarily to the decrease in revenues quarter over quarter.

Stock options

Pilots, executives and certain non-executive employees participate in stock option plans. The fair value of these options, as determined by the Black-Scholes option pricing model, is expensed over the vesting period. Stock-based compensation expense related to stock options for the first quarter of 2009 was $2.4 million compared to $4.1 million in the comparable period of 2008, representing a decrease of 41.0 per cent. This decrease related primarily to the vesting of options granted under the 2006 pilot agreement in which a significant number of stock options were granted. Stock-based compensation expense related to pilots' options is included in flight operations and navigational charges, while the expense related to executives' and certain non-executive employees' options is included in marketing, general and administration expense.

Executive share unit plan

We have an equity-based executive share unit plan whereby up to a maximum of 550,000 restricted share units (RSU) and performance share units (PSU) combined may be issued to senior executive officers. The maximum number of units reserved and issuable under the executive share unit plan is subject to shareholder approval, which is expected to occur at the Annual and Special Meeting of Shareholders on May 5, 2009.

Each RSU and PSU entitles the executive to receive payment upon vesting in the form of voting shares. We determine compensation expense for the RSUs and PSUs based on the fair market value of our voting shares at the time of grant, which is equal to the weighted average trading price of our voting shares for the five trading days immediately preceding the grant date. The RSUs time vest at the end of a three-year period, with compensation expense being recognized in net earnings over the vesting period. PSUs time vest at the end of a three-year term and incorporate performance criteria based on achieving compounded average diluted earnings per share growth rate targets established at the time of grant. Compensation expense is recognized in net earnings over the vesting period based on the number of units expected to vest. For the first quarter of 2009, $0.2 million in compensation expense was included in marketing, general and administration expense related to the executive share unit plan as compared to $0.4 million in the same period of 2008.

Foreign exchange

We are exposed to foreign currency exchange risks arising from fluctuations in exchange rates on our US-dollar denominated net monetary assets and our operating expenditures, mainly aircraft fuel, aircraft leasing expense, certain maintenance costs and a portion of airport operations costs. During the three months ended March 31, 2009, the average US-dollar exchange rate was 1.2448 (three months ended March 31, 2008 - 1.0036), with the period-end exchange rate at 1.2613 (March 31, 2008 - 1.0235), representing increases of approximately 24 per cent and 23 per cent, respectively.

The gain on foreign exchange line item on our consolidated statement of earnings was mainly attributable to the effect of the changes in the value of our US-dollar denominated net monetary assets. As at March 31, 2009, US-dollar net monetary assets totalled approximately US $89.3 million (December 31, 2008 - US $99.5 million) and consist mainly of US-dollar cash and cash equivalents and security deposits on various leased and financed aircraft, as well as US-dollar accounts payable and accrued liabilities. We hold US-denominated cash and short-term investments to reduce the foreign currency risk inherent in our US-dollar expenditures. We reported a foreign exchange gain of $4.6 million for the first quarter of 2009 on the revaluation of our US-dollar net monetary assets as compared to a gain of $3.9 million for the same period of 2008.

We periodically use financial derivatives to manage our exposure to foreign currency exchange risk. As at March 31, 2009, we had a mixture of US-dollar forward contracts and option arrangements to offset our US-dollar denominated aircraft lease payments for the next six months of 2009 on our current leased aircraft. As at March 31, 2009, we had entered into financial derivative instruments to purchase on average US $6.6 million per month for six months for a total of US $39.5 million. Of this total, approximately 45 per cent is hedged using forward contracts at a weighted average strike price of 1.0463 per US dollar, and approximately 55 per cent is hedged using option arrangements at a weighted average range of 1.1248 to 1.2151 per US dollar.

Upon proper qualification, we designated our forward contracts as effective cash flow hedges for accounting purposes. Under cash flow hedge accounting, the effective portion of the change in the fair value of the hedging instrument is recognized in AOCL, while the ineffective portion is recognized in non-operating income (expense). Upon maturity of the derivative instrument, the effective gains and losses previously recognized in AOCL are recorded in net earnings as a component of aircraft leasing. Maturity dates for all of the foreign exchange forward contracts are within 2009. As at March 31, 2009, no portion of the forward contracts is considered ineffective.

For the three months ended March 31, 2009, we realized a gain before tax on the forward contracts of $3.3 million (three months ended March 31, 2008 - $0.3 million), included as a deduction to aircraft leasing expense. As at March 31, 2009, the estimated fair market value of the remaining forward contracts recorded in prepaid expenses, deposits and other is a gain of $3.8 million (December 31, 2008 - $5.9 million). The estimated amount reported in AOCL that is expected to be reclassified to net earnings as a reduction to aircraft leasing expense during the next 12 months is a gain after tax of $2.7 million.

Our foreign exchange option arrangements are not designated as hedges for accounting purposes and are recorded at fair value on the consolidated balance sheet, with changes in fair value recorded in non-operating income (expense). As at March 31, 2009, the estimated fair market value of the option arrangements recorded in prepaid expenses, deposits and other is a gain of $1.4 million (December 31, 2008 - $0.9 million). For the three months ended March 31, 2009, we realized a gain of $6,000 on our foreign exchange option arrangements and reported an unrealized gain of $0.5 million, both included in non-operating income (expense). Maturity dates for all of the foreign exchange option arrangements are within 2009.

The fair value of the foreign exchange option arrangements was determined through a standard option valuation technique used by the counterparty based on inputs, including foreign exchange rates, interest rates and volatilities. Contracts outstanding as at March 31, 2009 were at a weighted average contracted range of 1.1248 to 1.2151 US dollars to Canadian dollars (December 31, 2008 - 1.1333 to 1.2254). The fair value of the foreign exchange forward contracts designated in an effective hedging relationship was measured based on the difference between the contracted rate and the current forward price obtained from the counterparty, which can be observed and corroborated in the marketplace. As at March 31, 2009, the average contracted rate on the outstanding forward contracts was 1.0463 (December 31, 2008 - 1.0519) US dollars to Canadian dollars and the average forward rate used in determining the fair value was 1.2606 (December 31, 2008 - 1.2178) US dollars to Canadian dollars. Due to the short-term nature of the outstanding forward contracts, no discount rate was applied.

For 2009, including the impact of foreign exchange hedging, we estimate that every one-cent change in the value of the Canadian dollar versus the US dollar will have an approximate $7 million impact on our annual costs (approximately $5 million for fuel and $2 million related to other US-dollar denominated expenses). This differs from our estimate in the fourth quarter of 2008 of $6 million for fuel, due to softening in the price of jet fuel.

Income taxes

Our operations span several Canadian tax jurisdictions, subjecting our income to various rates of taxation. As such, the computation of the provision for income taxes involves judgments based on the analysis of several different pieces of legislation and regulation.

Our effective consolidated income tax rate for the quarter ended March 31, 2009 was 25.8 per cent, as compared to 29.2 per cent for the same period of 2008. The variance was driven primarily by British Columbia provincial income tax rate reductions substantively enacted in the first quarter of 2009, as well as adjustments to previous future tax estimates, for an overall reduction of future income tax expense recognized during this period of $2.3 million. Excluding these non-recurring items, the effective consolidated income tax rate for the first quarter of 2009 would have been 30.3 per cent, which is consistent with our expected effective tax rate of 30 to 31 per cent.

Guest experience

As an airline, we are focused on meeting the needs of our guests while maintaining the highest safety standards. We are committed to delivering a positive guest experience during every aspect of our service, from the time the flight is booked to completion of the flight.

Key operating performance indicators

On-time performance and completion rates are calculated based on the U.S. Department of Transportation's standards of measurement for the North American airline industry. Our bag ratio represents the number of delayed or lost baggage claims made per 1,000 guests.

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                                                 Three months ended March 31
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                                                  2009       2008     Change
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    On-time performance                          70.6%      69.0%    1.6 pts
    Completion rate                              97.5%      98.1%   (0.6 pts)
    Bag ratio                                     4.41       5.15      14.4%
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    >>

On-time performance, indicating the percentage of flights that arrived within 15 minutes of their scheduled time, is a key factor in measuring our guest experience. Despite harsh winter weather during the first quarter of 2009, our on-time performance improved by 1.6 points during the quarter as compared to the same period in 2008.

Our completion rate was down slightly for the first quarter of 2009 at 97.5 per cent versus 98.1 per cent in the comparable period of 2008, due to inclement weather and resulting flight cancellations. This indicator represents the percentage of flights completed from flights originally scheduled.

We continued to see our bag ratio improve by 14.4 per cent for the three months ended March 31, 2009, as compared to the same period in 2008.

LIQUIDITY AND CAPITAL RESOURCES

Despite the economic environment, we achieved another quarter of profitable financial results. Our substantial cash on hand and continued generation of positive cash flows from operations position us well to execute our strategy and withstand the economic recession. Additionally, our strong leverage ratios reflect our financial health and stability. We ended the first quarter of 2009 with a cash balance of $835.8 million, an increase of 1.9 per cent as compared to $820.2 million as at December 31, 2008. Part of this cash balance relates to cash collected with respect to advance ticket sales, for which the balance at March 31, 2009 was $263.7 million, as compared to $251.4 million as at December 31, 2008. Typically, we have cash and cash equivalents on hand to have sufficient liquidity to meet our liabilities when due, under both normal and stressed conditions. As at March 31, 2009, we had cash on hand of 3.17 times (December 31, 2008 - 3.26 times) the advance ticket sales balance. Our working capital ratio of 1.24 as at March 31, 2009 remained strong and demonstrates our financial stability. Credit risk associated with cash and cash equivalents is minimized substantially by ensuring that these financial assets are invested primarily in debt instruments with highly-rated financial institutions. Additionally, we have not been required to post collateral with respect to any of our derivative contracts.

We monitor capital on a number of measures, including adjusted debt-to-equity and adjusted net debt to Earnings Before Interest, Taxes, Depreciation, Aircraft Rent and other items (EBITDAR). Our adjusted debt-to-equity ratio improved by 3.4 per cent to 1.72 as at March 31, 2009, which included $690.3 million in off-balance-sheet aircraft operating leases. This compared favourably to an adjusted debt-to-equity ratio of 1.78 as at December 31, 2008, attributable to the increase in shareholders' equity more than offsetting the addition of new aircraft financing during the period. As at March 31, 2009, our adjusted net debt to EBITDAR ratio was 2.33, representing a decline of 1.7 per cent as compared to 2.29 as at December 31, 2008, due primarily to the decrease in EBITDAR being slightly greater than the decrease in adjusted net debt. Both of these ratios met our internal targets for March 31, 2009 and December 31, 2008 of an adjusted debt-to-equity measure and an adjusted net debt to EBITDAR ratio of no more than 3.00.

Please refer to the end of this MD&A for a reconciliation of the non-GAAP measures listed above, including our adjusted debt-to-equity and adjusted net debt to EBITDAR ratios, to the nearest measure under Canadian GAAP.

    <<
    To see the Adjusted Debt-To-Equity and Adjusted Net Debt to EBITDAR
    charts, click here:
    http://files.newswire.ca/762/WestJet_EBITDAR.doc
    >>

Operating cash flow

We continued to generate positive cash flows from operations to fund our working capital requirements. In the first quarter of 2009, cash from operations decreased to $95.5 million compared to $184.8 million for the same period of 2008, representing a decline of 48.4 per cent. This quarter-over-quarter decrease related primarily to lower earnings from operations due to the weakening economy, as well as a decrease in non-cash working capital due to lower advance ticket sales and accounts payable and accrued liabilities balances, versus amounts as at March 31, 2008.

Financing cash flow

For the first quarter of 2009, our total cash flow used in financing activities was $41.6 million, consisting substantially of repayments of long-term debt. During the comparable quarter of 2008, our cash flow from financing activities was $24.4 million, comprised mainly of $67.9 million in long-term debt issued to finance two owned aircraft, partially offset by $41.4 million in long-term debt repayments and $2.1 million in deposits relating mainly to leased aircraft.

In addition to having strong cash liquidity, we have grown through aircraft acquisitions financed by low-interest-rate debt supported by the Export-Import Bank of the United States (Ex-Im Bank). We have yet to pursue financing agreements for our remaining aircraft commitments, as our next purchased aircraft delivery is not expected until September 2010.

The loan guarantees from the U.S. government represent approximately 85 per cent of the purchase price of these aircraft. This financing activity brings the cumulative number of aircraft financed with loan guarantees to 52, with an outstanding debt balance of $1.3 billion associated with those aircraft. All of this debt has been financed in Canadian dollars at fixed interest rates, thus eliminating all future foreign exchange and interest rate exposure on these US-dollar aircraft purchases.

To facilitate the financing of our Ex-Im Bank-supported aircraft, we utilize five special-purpose entities. We have no equity ownership in the special-purpose entities; however, we are the beneficiary of the special-purpose entities' operations. The accounts of the special-purpose entities have been consolidated in the financial statements.

Investing cash flow

Cash used in investing activities for the first quarter of 2009 totalled $45.0 million compared to $80.2 million in the same period of 2008. During the three months ended March 31, 2009, our investing activities consisted of $27.0 million in aircraft additions, largely resulting from the conversion to an accelerated deposit schedule with Boeing, toward four future owned aircraft in order to mitigate carrying costs. Additionally, we incurred $18.0 million in other property and equipment additions, mainly related to our new office space, the Campus, adjacent to the Calgary hangar. Cash used in investing activities for the first quarter of 2008 included $70.8 million related primarily to the addition of two owned 737-700 aircraft, as well as $11.6 million in capital spending, mainly associated with the Campus facility.

Capital Resources

During the first quarter of 2009, we took delivery of two leased 737-800s, increasing our total registered fleet to 78 aircraft with an average age of 4.2 years. As at March 31, 2009, we had existing commitments to take delivery of an additional 42 aircraft as summarized below, for a total committed fleet of 120 by 2013. On February 29, 2008, we signed a Letter of Intent to lease an additional 737-800 aircraft scheduled for delivery in 2011. This has not been reflected as a commitment in the following table as the lease agreement has not yet been signed; however, if included, our future deliveries would be 121 aircraft by 2013.

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                                                   Series
                             ------------------------------------------------
                                        600s                    700s
                             ------------------------------------------------
                              Leased   Owned   Total  Leased   Owned   Total
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    Fleet at
     December 31, 2008             -      13      13      18      38      56
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    Fleet at March 31, 2009        -      13      13      18      38      56
    Commitments:
      2009                         -       -       -       7       -       7
      2010                         -       -       -       4     2*      6
      2011                         -       -       -       4     2*      6
      2012                         -       -       -       -    14*     14
      2013                         -       -       -       -     6*      6
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    Total Commitments              -       -       -      15      24      39
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    Committed fleet
     as of 2013                    -      13      13      33      62      95
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    *We have an option to convert any of these future aircraft to 737-800s.
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                                                   Series
                             ------------------------------------------------
                                        800s                Total Fleet
                             ------------------------------------------------
                              Leased   Owned   Total  Leased   Owned   Total
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    Fleet at
     December 31, 2008             6       1       7      24      52      76
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    Fleet at March 31, 2009        8       1       9      26      52      78
    Commitments:
      2009                         1       -       1       8       -       8
      2010                         2       -       2       6       2       8
      2011                         -       -       -       4       2       6
      2012                         -       -       -       -      14      14
      2013                         -       -       -       -       6       6
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    Total Commitments              3       -       3      18      24      42
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    Committed fleet
     as of 2013                   11       1      12      44      76     120
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    *We have an option to convert any of these future aircraft to 737-800s.
    -------------------------------------------------------------------------
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    >>

As at March 31, 2009, our total purchased aircraft commitment, including amounts to be paid for live satellite television systems on purchased and leased aircraft, was $1,286.6 million (US $1,020.0 million). Additionally, our commitment relating to aircraft operating leases was $1,586.8 million (US $1,258.0 million) as at March 31, 2009, to be funded through our operating cash flow. Amounts relating to the previously mentioned unsigned lease have not been included in these commitments.

During 2008, we signed a three-year revolving operating line of credit with a syndicate of three Canadian banks. The line of credit is available for up to a maximum of $85 million, commencing in the second quarter of 2009. It is subject to various customary conditions precedent being satisfied, and will be secured by our new Campus facility. The line of credit will bear interest at prime plus 0.50 per cent per annum or a bankers acceptance rate at 2.0 per cent annual stamping fee and will be available for general corporate expenditures and working capital purposes. We are required to pay a standby fee of 15 basis points, based on the average unused portion of the line of credit for the previous quarter, payable quarterly. As at March 31, 2009, no amounts were drawn on this facility.

Contingencies

We are party to certain legal proceedings that arise during the ordinary course of business. It is the opinion of management that the ultimate outcome of these matters will not have a material effect upon our financial position, results of operations or cash flows.

Share capital

Our issued and outstanding common shares, along with common shares potentially issuable, are as follows:

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                                                           Number of shares

    -------------------------------------------------------------------------
                                                         May 1,     March 31,
                                                          2009          2009
    -------------------------------------------------------------------------
    Issued and outstanding:
      Common voting shares                       123,827,080     124,132,879
      Variable voting shares                       4,102,255       3,796,100
    -------------------------------------------------------------------------
    Total common shares issued and outstanding   127,929,335     127,928,979
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Common shares potentially issuable:
      Stock options                              11,729,630       11,735,130
      RSUs                                          157,938          157,938
      PSUs                                          210,579          210,579
    -------------------------------------------------------------------------
    Total common shares potentially issuable      12,098,147      12,103,647
    -------------------------------------------------------------------------

    Total outstanding and potentially issuable
     common shares                               140,027,482     140,032,626
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    >>

Related-party transactions

We have debt financing and investments in short-term deposits with a financial institution that is related through two common directors, one of whom is also the president of the financial institution. As at March 31, 2009, total long-term debt includes an amount of $7.1 million (December 31, 2008 - $7.3 million) due to the financial institution. Included in cash and cash equivalents as at March 31, 2009 are short-term investments of $125.2 million (December 31, 2008 - $96.5 million) owing from the financial institution. In 2008, we signed a three-year revolving operating line of credit agreement with a banking syndicate, of which one of the members is the related-party financial institution. These transactions occurred in the normal course of operations with terms consistent with those offered to arm's length parties and are measured at the exchange amount.

    <<
    ACCOUNTING

    Changes in accounting policies

    Goodwill and intangible assets
    >>

Effective January 1, 2009, we adopted the Canadian Institute of Chartered Accountants (CICA) Handbook Section 3064, Goodwill and Intangible Assets. This section provides guidance on the recognition, measurement, presentation and disclosure for goodwill and intangible assets, other than the initial recognition of goodwill or intangible assets acquired in a business combination. Upon adoption of Section 3064, we reclassified the net book value of purchased software that was previously recognized in property and equipment of $13.2 million as at March 31, 2009 (December 31, 2008 - $12.1 million) to intangible assets on our consolidated balance sheet. There was no impact to current or prior-period net earnings. See note 6 to the consolidated financial statements for further disclosure.

Business combinations

In January 2009, the CICA Accounting Standards Board (AcSB) issued Section 1582, Business Combinations. Section 1582 replaces Section 1581, Business Combinations and harmonizes the Canadian standards with IFRS. Section 1582 establishes principles and requirements of the acquisition method for business combinations and related disclosures. This section is effective January 1, 2011, and applies prospectively to business combinations for which the acquisition date is on or after our first annual reporting period beginning on or after January 1, 2011. Early adoption is permitted. We elected to adopt Section 1582 prospectively effective January 1, 2009. Adoption of this section did not impact our results of operations or financial position.

Consolidated statements and non-controlling interests

In January 2009, the AcSB issued Sections 1601, Consolidated Financial Statements and Section 1602, Non-controlling Interests, which together replace Section 1600, Consolidated Financial Statements and harmonizes the Canadian standards with IFRS. Section 1601 establishes standards for the preparation of consolidated financial statements. Section 1602 provides guidance on accounting for a non-controlling interest in a subsidiary in consolidated financial statements subsequent to a business combination. These sections are effective on or after the beginning of the first annual reporting period beginning on or after January 1, 2011. Early adoption is permitted. We elected to adopt Section 1601 and Section 1602 prospectively effective January 1, 2009. Adoption of these sections did not impact our results of operations or financial position.

    <<
    Future accounting policy changes

    IFRS
    >>

On February 13, 2008, the CICA AcSB confirmed that the changeover to IFRS from Canadian GAAP will be required for publicly accountable enterprises for interim and annual financial statements, effective for fiscal years beginning on or after January 1, 2011, including comparatives for 2010. The objective is to improve financial reporting by having one single set of accounting standards that are comparable with other entities on an international basis.

We commenced our IFRS conversion project during 2008 and established a formal project governance structure, including an IFRS Steering Committee, to monitor the progress and critical decisions in the transition to IFRS. The Steering Committee consists of senior levels of management from Finance, Treasury and Investor Relations, among others. An external advisor has been engaged to work with our dedicated project staff to complete the conversion. Regular reporting is provided by the project team to senior management, the Steering Committee and the Audit Committee of the Board of Directors.

Our IFRS conversion project consists of three phases: Diagnostic, Solution Development and Implementation and Execution. We have completed the Diagnostic phase, which involved a high-level preliminary assessment of the differences between Canadian GAAP and IFRS and the potential effects of IFRS to accounting and reporting processes, information systems, business processes and external disclosures. This assessment has provided insight as to the most significant areas of difference applicable to us and include property and equipment, provisions and leases, as well as the more extensive presentation and disclosure requirements under IFRS.

We have finalized our IFRS transition plan including a timetable for assessing the impact on systems, internal controls over financial reporting (ICFR) and business activities. Currently, we are engaged in the Solution Development phase of the project and are working in issue-specific teams to focus on generating options and making recommendations in the identified areas. We have begun to roll out our staff training programs and have begun to perform an in-depth review of accounting policy impacts, as well as the associated impacts of the IFRS transition on business activities. A full review of our information systems is in progress to assess IFRS conversion impacts and we continue to evaluate the available alternatives within our current financial systems. Our target is to complete the Solution Development phase by the third quarter of 2009.

We continue to monitor standards development as issued by the International Accounting Standards Board and the AcSB, as well as regulatory developments as issued by the Canadian Securities Administrators (CSA), which may affect the timing, nature or disclosure of the our adoption of IFRS.

The transition from current Canadian GAAP to IFRS is a significant undertaking that may materially affect our reported financial position and results of operations. As we are still in the Solution Development phase and have not yet selected our accounting policy choices and IFRS 1 exemptions, we are unable to quantify the impact of IFRS on our financial statements. The areas of significance identified above are based on available information and our expectations as of the date of this MD&A and thus, are subject to change for new facts and circumstances.

Please see the following table for certain elements of our IFRS transition plan and an assessment of progress towards achieving these. The project team is working through a detailed IFRS transition plan and certain project activities and milestones could change. We have begun to highlight certain key activities below to provide insights into the IFRS project.

Given the progress of the project and outcomes identified, we could change our intentions between the time of communicating these key milestones below and the changeover date. Further, changes in regulation or economic conditions at the date of the changeover or throughout the project could result in changes to the transition plan being different from those communicated here.

    <<
    -------------------------------------------------------------------------
          Key activity           Key milestones               Status
    -------------------------------------------------------------------------
                         Financial statement preparation
    -------------------------------------------------------------------------
    - Identify differences   Senior management and   Completed the IFRS
      in Canadian GAAP/IFRS  Steering Committee      Diagnostic phase during
      accounting policies    sign-off for all key    2008, which involved a
    - Select ongoing IFRS    IFRS accounting         high-level review of the
      policies               policy choices to       major differences
    - Select IFRS 1 choices  occur during the third  between Canadian GAAP
    - Develop financial      quarter of 2009.        and IFRS.
      statement format
    - Quantify effects of    Development of draft    Currently engaged in the
      change in initial      financial statement     Solution Development
      IFRS disclosure and    format to occur         phase, which includes an
      2010 comparative       during the latter       in-depth analysis of
      financial statements   part of 2009.           issues and accounting
                                                     policy choices.
    -------------------------------------------------------------------------
                                   Training
    -------------------------------------------------------------------------
    Define and introduce     Controller's Group      Project team expert
    appropriate level of     and business unit       resources have been
    IFRS expertise for       accounting personnel    identified to provide
    each of the following:   training to occur       insights and training.
                             during the third and    Training for project
    - Controller's Group     fourth quarters of      team members is
      and business unit      2009 as needed.         occurring throughout the
      accounting personnel   Additional training     project.
    - Audit Committee        will occur throughout
                             the project as needed.

                             Audit Committee
                             training tentatively
                             scheduled to occur
                             during the second
                             half of 2009.
    -------------------------------------------------------------------------
                  Information technology (IT) infrastructure
    -------------------------------------------------------------------------
    Confirm that business    Confirm that systems    Diagnostic analysis
    processes and systems    can address 2010 dual   regarding current IT
    are IFRS compliant,      reporting requirements  systems completed.
    including:               by the third quarter
                             of 2009.                Currently reviewing
    - Program upgrades/                              options to address
      changes                Confirm that business   business process
    - Gathering data for     processes and systems   changes. Proof of
      disclosures            are IFRS compliant      concept for dual
                             throughout the project. reporting during
                                                     2010 is currently
                                                     being developed.
    -------------------------------------------------------------------------
                              Control environment
    -------------------------------------------------------------------------
    - For all accounting     All key control and     Analysis of control
      policy changes         design effectiveness    issues is underway in
      identified, assess     implications are        conjunction with review
      control design and     being assessed as part  of accounting issues and
      effectiveness          of the key IFRS         policies.
      implications           differences and
    - Implement appropriate  accounting policy
      changes                choices through to
                             the fourth quarter
                             of 2009.
    -------------------------------------------------------------------------


    DISCLOSURE CONTROLS AND PROCEDURES AND INTERNAL CONTROL OVER FINANCIAL
    REPORTING

    Disclosure controls and procedures
    >>

Disclosure controls and procedures (DC&P) are designed to provide reasonable assurance that all relevant information is gathered and reported to management, including the President and Chief Executive Officer (CEO) and the Chief Financial Officer (CFO), on a timely basis so that appropriate decisions can be made regarding public disclosure.

An evaluation of the effectiveness of our DC&P was conducted, as at March 31, 2009, by management under the supervision of the CEO and the CFO. Based on this evaluation, the CEO and the CFO have concluded that, as at March 31, 2009, our DC&P, as defined by the CSA in National Instrument 52-109, Certification of Disclosure in Issuers' Annual and Interim Filings, are effective to ensure that information required to be disclosed in reports that we file or submit under Canadian securities legislation is recorded, processed, summarized and reported within the time periods specified therein.

Internal control over financial reporting

ICFR is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with Canadian GAAP. Management is responsible for establishing and maintaining adequate ICFR.

Our ICFR includes policies and procedures that pertain to the maintenance of records that provide reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements in accordance with Canadian GAAP and that receipts and expenditures are being made only in accordance with authorizations of management and directors; pertain to the maintenance of records that in reasonable detail accurately and fairly reflect our transactions and dispositions of our assets; and are designed to provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our annual and interim consolidated financial statements.

Because of its inherent limitations, ICFR can provide only reasonable assurance and may not prevent or detect misstatements. Furthermore, projections of an evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate.

Management, under the supervision of the CEO and the CFO, has evaluated the effectiveness of our ICFR using the framework and criteria established in Internal Control - Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation, management has concluded that the design of our ICFR was effective as at March 31, 2009. There were no changes in our ICFR during the quarter ended March 31, 2009, that have materially affected, or are reasonably likely to affect, our ICFR.

OUTLOOK

During the first quarter of 2009, we continued to see the impact of the weak economic environment, putting substantial pressure on yield and pricing. Despite this, we remain profitable and are reporting what we believe to be one of the top margins within the North American airline industry.

Our second quarter capacity is expected to increase between one and two per cent from the second quarter of 2008. During the second quarter, we have adjusted our flight schedules to reduce some of our flying as we take into consideration the current demand and revenue environment. We anticipate that competitors will continue to withdraw capacity in the domestic, transborder and international markets; however, we continue to add additional capacity into these markets, which we believe will allow us to capture additional market share.

As we move further into 2009, we do not anticipate a dramatic improvement in external economic conditions in the short term, and thus, we believe that demand for air travel in the second quarter of 2009 will continue to be negatively impacted. Additionally, we are not seeing any improvement in the revenue environment. As a result, it is expected that second quarter RASM will show year-over-year declines that are, at best, similar to what we saw in the first quarter of 2009. The recent H1N1 influenza virus outbreak appears to be delaying some consumers' travel bookings; however, it is too early to determine how it will impact RASM.

The price of jet fuel has declined from the record levels of 2008 and at current levels, is providing substantial relief on costs. Fuel prices have increased slightly since the start of the year, but with significantly less volatility than seen during 2008. Due to lower jet fuel prices, we expect our second quarter 2009 fuel costs, excluding hedging, to range between $0.60 and $0.62 per litre, representing a 40 per cent decline or greater from the same period last year, partially offset by a weaker Canadian dollar and slightly higher fuel transportation costs.

For the second quarter of 2009, we have hedged approximately 30 per cent of our anticipated fuel requirements using Canadian-dollar WTI fixed swap agreements and costless collar structures. The fixed swap agreements represent approximately 70 per cent of the total volume hedged for the second quarter and are at an average of CAD $91 per barrel. The costless collar structures represent the remaining 30 per cent and have a weighted average call price of CAD $114 per barrel and a weighted average put price of CAD $77 per barrel. The settlements of these hedging contracts are anticipated to add between $0.04 and $0.06 per litre to our cost of fuel.

In spite of the unprecedented events, we remain confident that we will effectively manage through the economic challenges as they are presented in 2009. We are well positioned to adapt our capacity during this period, with our seasonal deployment strategy, a number of newly-introduced destinations and the opportunity to increase our market share in a number of markets. Moreover, during these challenging times, our WestJet brand has remained strong, making us the airline of choice for many travellers who are seeking stability in their travel plans, which has in turn resulted in market share gains. We continue capitalizing on our low-cost structure, maintaining a strong balance sheet and delivering high-value service to our guests. With our airline's healthy underlying fundamentals, including continued profitability, a healthy cash position, enviable corporate culture and people providing an award-winning guest experience, we believe that 2009 will be another successful and profitable year for WestJet.

NON-GAAP MEASURES

To supplement our consolidated financial statements presented in accordance with Canadian GAAP, we use various non-GAAP performance measures as discussed below. These measures are provided to enhance the reader's overall understanding of our current financial performance and are included to provide investors and management with an alternative method for assessing our operating results in a manner that is focused on the performance of our ongoing operations and to provide a more consistent basis for comparison between quarters. These measures are not in accordance with, or an alternative to, Canadian GAAP and do not have standardized meanings. Therefore, they are not likely to be comparable to similar measures presented by other entities.

The following non-GAAP measures are used to monitor our financial performance:

    <<
    Adjusted debt: The sum of long-term debt, obligations under capital lease
    and off-balance-sheet aircraft operating leases. Our practice, consistent
    with common industry practice, is to multiply the trailing twelve months
    of aircraft leasing expense by 7.5 to derive a present value debt
    equivalent. This measure is used in the calculation of adjusted debt-to-
    equity and adjusted net debt to Earnings Before Interest, Taxes,
    Depreciation, Aircraft Rent and other items, as defined below.

    Adjusted equity: The sum of share capital, contributed surplus and
    retained earnings, excluding accumulated other comprehensive loss (AOCL).
    This measure is used in the calculation of adjusted debt-to-equity.

    Adjusted net debt: Adjusted debt less cash and cash equivalents. This
    measure is used in the calculation of adjusted net debt to Earnings
    Before Interest, Taxes, Depreciation, Aircraft Rent and other items, as
    defined below.

    EBITDAR: Earnings Before Interest, Taxes, Depreciation, Aircraft Rent and
    other items, such as asset impairments, gains and losses on derivatives
    and foreign exchange gains or losses. EBITDAR is a non-GAAP measure
    commonly used in the airline industry to evaluate results by excluding
    differences in the method in which an airline finances its aircraft.

    CASM, excluding fuel and employee profit share: We exclude the effects of
    aircraft fuel expense and employee profit share expense to assess the
    operating performance of our business. Fuel expense is excluded from our
    operating results due to the fact that fuel prices are impacted by a host
    of factors outside our control, such as significant weather events,
    geopolitical tensions, refinery capacity and global demand and supply.
    Excluding this expense allows us to analyze our operating results on a
    comparable basis. Employee profit share expense is excluded from our
    operating results due to its variable nature and excluding this expense
    allows greater comparability.

    Aircraft fuel expense, excluding hedging: As presented in the non-GAAP
    measures to GAAP reconciliation in Results of Operations - Aircraft Fuel,
    we believe it is useful to reflect aircraft fuel expense excluding
    hedging, which excludes the effective portion of realized losses on fuel
    derivatives and excludes ineffectiveness, as defined, for future period
    derivative instruments. Since fuel expense is highly volatile, we believe
    presenting the cost of fuel, both including and excluding the effects of
    hedging, is useful to a reader. This table has not been repeated in this
    section.


    Reconciliation of non-GAAP measures to GAAP

    -------------------------------------------------------------------------

    -------------------------------------------------------------------------
    ($ in thousands, except             March 31,  December 31,
     ratio amounts)                         2009          2008        Change
    -------------------------------------------------------------------------

    Adjusted debt-to-equity:
      Long-term debt(i)              $ 1,310,313   $ 1,351,903   $   (41,590)
      Obligations under capital
       lease(ii)                           1,011         1,108           (97)
      Off-balance-sheet aircraft
       leases(iii)                       690,323       645,375        44,948
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Adjusted debt                    $ 2,001,647   $ 1,998,386   $     3,261
    -------------------------------------------------------------------------
      Total shareholders' equity       1,133,256     1,086,137        47,119
      Add: AOCL                           31,060        38,112        (7,052)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Adjusted equity                  $ 1,164,316   $ 1,124,249   $    40,067
    -------------------------------------------------------------------------
    Adjusted debt-to-equity                 1.72          1.78         (3.4%)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Adjusted net debt to EBITDAR(iv):
    Net earnings                     $   163,061   $   178,135   $   (15,074)
    Add:
      Net interest(v)                     53,733        50,593         3,140
      Taxes                               68,018        76,702        (8,684)
      Depreciation and amortization      137,529       136,485         1,044
      Aircraft leasing                    92,043        86,050         5,993
      Other(vi)                          (14,574)      (13,256)       (1,318)
    -------------------------------------------------------------------------
    EBITDAR                          $   499,810   $   514,709   $   (14,899)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Adjusted debt (as above)           2,001,647     1,998,386         3,261
    Less: Cash and cash equivalents     (835,791)     (820,214)      (15,577)
    -------------------------------------------------------------------------
    Adjusted net debt                $ 1,165,856   $ 1,178,172   $   (12,316)
    -------------------------------------------------------------------------
    Adjusted net debt to EBITDAR            2.33          2.29         (1.7%)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    (i)   As at March 31, 2009, long-term debt includes the current portion
          of long-term debt of $165,413 (December 31, 2008 - $165,721) and
          long-term debt of $1,144,900 (December 31, 2008 - $1,186,182).
    (ii)  As at March 31, 2009, obligations under capital lease includes the
          current portion of obligations under capital lease of $400
          (December 31, 2008 - $395) and obligations under capital lease of
          $611 (December 31, 2008 - $713).
    (iii) Off-balance-sheet aircraft leases is calculated by multiplying the
          trailing twelve months of aircraft leasing expense by 7.5. As at
          March 31, 2009, the trailing twelve months of aircraft leasing
          costs totalled $92,043 (December 31, 2008 - $86,050).
    (iv)  The trailing twelve months are used in the calculation of EBITDAR.
    (v)   As at March 31, 2009, net interest include the trailing twelve
          months of interest income of $20,297 (December 31, 2008 - $25,485)
          and the trailing twelve months of interest expense of $74,030
          (December 31, 2008 - $76,078).
    (vi)  As at March 31, 2009, other includes the trailing twelve month
          foreign exchange gain of $31,271 and the trailing twelve month loss
          on derivatives of $16,697 (December 31, 2008 - $30,587 foreign
          exchange gain and $17,331 loss on derivatives).


    -------------------------------------------------------------------------

                                                 Three months ended March 31
    -------------------------------------------------------------------------
    ($ in thousands, except per unit data)             2009          2008
    -------------------------------------------------------------------------

    CASM, excluding fuel and employee
     profit share
    -------------------------------------------------------------------------
    Operating expenses - GAAP                      $   518,624   $   516,787
    Adjusted for:
      Aircraft fuel expense                           (142,391)     (167,717)
      Employee profit share expense                     (5,717)      (13,146)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Operating expenses, excluding above
     items - Non-GAAP                              $   370,516   $   335,924
    -------------------------------------------------------------------------
    ASMs (in thousands)                              4,356,805     4,064,992
    -------------------------------------------------------------------------

    -------------------------------------------------------------------------
    CASM, excluding above items - Non-GAAP (cents)        8.50          8.26
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------



                 Consolidated Financial Statements and Notes

             For the three months ended March 31, 2009, and 2008


    Consolidated Statement of Earnings
    (Stated in thousands of Canadian dollars, except per share amounts)
    (Unaudited)

    -------------------------------------------------------------------------
    Three months ended March 31                        2009          2008
    -------------------------------------------------------------------------

    Revenues:
      Guest revenues                               $   497,095   $   525,700
      Charter and other revenues                        82,190        73,648
    -------------------------------------------------------------------------
                                                       579,285       599,348

    Expenses:
      Aircraft fuel                                    142,391       167,717
      Airport operations                                93,657        83,928
      Flight operations and navigational charges        71,707        67,575
      Marketing, general and administration             52,866        47,406
      Sales and distribution                            40,914        40,278
      Depreciation and amortization                     33,893        32,849
      Inflight                                          28,884        25,399
      Aircraft leasing                                  25,076        19,083
      Maintenance                                       23,519        19,406
      Employee profit share                              5,717        13,146
    -------------------------------------------------------------------------
                                                       518,624       516,787
    -------------------------------------------------------------------------
    Earnings from operations                            60,661        82,561

    Non-operating income (expense):
      Interest income                                    2,118         7,306
      Interest expense                                 (17,485)      (19,533)
      Gain on foreign exchange                           4,621         3,937
      Loss on disposal of property and equipment          (106)          (70)
      Gain on derivatives (note 11)                        634             -
    -------------------------------------------------------------------------
                                                       (10,218)       (8,360)
    -------------------------------------------------------------------------
    Earnings before income taxes                        50,443        74,201

    Income tax expense:
      Current                                              706           991
      Future                                            12,305        20,704
    -------------------------------------------------------------------------
                                                        13,011        21,695
    -------------------------------------------------------------------------
    Net earnings                                   $    37,432   $    52,506
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    -------------------------------------------------------------------------
    Earnings per share (note 8):
      Basic                                        $      0.29   $      0.40
      Diluted                                      $      0.29   $      0.40
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    The accompanying notes are an integral part of the consolidated financial
    statements.



    Consolidated Balance Sheet
    (Stated in thousands of Canadian dollars)
    (Unaudited)

    -------------------------------------------------------------------------
                                                     March 31,   December 31,
                                                       2009          2008
    -------------------------------------------------------------------------

    Assets
    Current assets:
      Cash and cash equivalents (note 4)           $   835,791   $   820,214
      Accounts receivable                               25,365        16,837
      Future income tax                                  2,344         4,196
      Prepaid expenses, deposits and other              57,214        67,693
      Inventory                                          7,919        17,054
    -------------------------------------------------------------------------
                                                       928,633       925,994

    Property and equipment (note 5)                  2,282,642     2,269,790

    Intangible assets (note 6)                          13,237        12,060

    Other assets                                        75,970        71,005
    -------------------------------------------------------------------------
                                                   $ 3,300,482   $ 3,278,849
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Liabilities and shareholders' equity
    Current liabilities:
      Accounts payable and accrued liabilities     $   251,080   $   249,354
      Advance ticket sales                             263,748       251,354
      Non-refundable guest credits                      67,529        73,020
      Current portion of long-term debt (note 7)       165,413       165,721
      Current portion of obligations under
       capital lease                                       400           395
    -------------------------------------------------------------------------
                                                       748,170       739,844

    Long-term debt (note 7)                          1,144,900     1,186,182

    Obligations under capital lease                        611           713

    Other liabilities                                   18,485        24,233

    Future income tax                                  255,060       241,740
    -------------------------------------------------------------------------
                                                     2,167,226     2,192,712

    Shareholders' equity:
      Share capital (note 8)                           453,638       452,885
      Contributed surplus                               62,075        60,193
      Accumulated other comprehensive loss (note 12)   (31,060)      (38,112)
      Retained earnings                                648,603       611,171
    -------------------------------------------------------------------------
                                                     1,133,256     1,086,137

    Commitments and contingencies (note 10)
    -------------------------------------------------------------------------
                                                   $ 3,300,482   $ 3,278,849
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    The accompanying notes are an integral part of the consolidated financial
    statements.



    Consolidated Statement of Shareholders' Equity
    (Stated in thousands of Canadian dollars)
    (Unaudited)

    -------------------------------------------------------------------------
    Three months ended March 31                        2009          2008
    -------------------------------------------------------------------------

    Share capital:
      Balance, beginning of period                 $   452,885   $   448,568
      Stock-based compensation on stock options
       exercised (note 8)                                  753         4,624
    -------------------------------------------------------------------------
                                                       453,638       453,192

    Contributed surplus:
      Balance, beginning of period                      60,193        57,889
      Stock-based compensation expense (note 8)          2,635         4,523
      Stock-based compensation on stock options
       exercised (note 8)                                 (753)       (4,624)
    -------------------------------------------------------------------------
                                                        62,075        57,788

    Accumulated other comprehensive loss (note 12):
      Balance, beginning of period                     (38,112)      (11,914)
      Other comprehensive income                         7,052           714
    -------------------------------------------------------------------------
                                                       (31,060)      (11,200)

    Retained earnings:
      Balance, beginning of period                     611,171       455,365
      Net earnings                                      37,432        52,506
    -------------------------------------------------------------------------
                                                       648,603       507,871

    Total accumulated other comprehensive loss and
      retained earnings                                617,543       496,671

    -------------------------------------------------------------------------
    Total shareholders' equity                     $ 1,133,256   $ 1,007,651
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    The accompanying notes are an integral part of the consolidated financial
    statements.



    Consolidated Statement of Comprehensive Income
    (Stated in thousands of Canadian dollars)
    (Unaudited)

    -------------------------------------------------------------------------
    Three months ended March 31                        2009          2008
    -------------------------------------------------------------------------

    Net earnings                                   $    37,432   $    52,506

    Other comprehensive income, net of tax:
      Amortization of hedge settlements to
       aircraft leasing                                    350           350
      Net unrealized gain on foreign exchange
       derivatives under cash flow hedge
       accounting (net of tax of ($283);
       2008 - ($208))                                      910           592
      Reclassification of net realized gains on
       foreign exchange derivatives to net
       earnings (net of tax of $907; 2008 - $92)        (2,376)         (228)
      Net unrealized loss on fuel derivatives
       under cash flow hedge accounting (net of
       tax of $32)                                        (283)            -
      Reclassification of net realized losses on
       fuel derivatives to net earnings (net of
       tax of ($3,523))                                  8,451             -
    -------------------------------------------------------------------------
                                                         7,052           714

    -------------------------------------------------------------------------
    Total comprehensive income                     $    44,484   $    53,220
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    The accompanying notes are an integral part of the consolidated financial
    statements.



    Consolidated Statement of Cash Flows
    (Stated in thousands of Canadian dollars)
    (Unaudited)

    -------------------------------------------------------------------------
    Three months ended March 31                        2009          2008
    -------------------------------------------------------------------------

    Operating activities:
    Net earnings                                   $    37,432   $    52,506
    Items not involving cash:
      Depreciation and amortization                     33,893        32,849
      Amortization of other liabilities                   (235)         (235)
      Amortization of hedge settlements                    350           350
      Unrealized gain on derivative instruments         (1,474)            -
      Loss on disposal of property, equipment and
       aircraft parts                                      205           877
      Stock-based compensation expense                   2,635         4,521
      Income tax credit receivable                      (1,952)            -
      Future income tax expense                         12,305        20,704
      Unrealized foreign exchange gain                  (9,441)       (4,301)
      Change in non-cash working capital                21,808        77,563
    -------------------------------------------------------------------------
                                                        95,526       184,834
    -------------------------------------------------------------------------

    Financing activities:
      Increase in long-term debt                             -        67,948
      Repayment of long-term debt                      (41,590)      (41,428)
      Decrease in obligations under capital lease          (97)          (92)
      Increase in other assets                            (700)       (2,072)
      Change in non-cash working capital                   830             -
    -------------------------------------------------------------------------
                                                       (41,557)       24,356
    -------------------------------------------------------------------------

    Investing activities:
      Aircraft additions                               (26,994)      (70,840)
      Aircraft disposals                                     -         2,131
      Other property and equipment additions           (18,048)      (11,640)
      Other property and equipment disposals                 -           155
    -------------------------------------------------------------------------
                                                       (45,042)      (80,194)
    -------------------------------------------------------------------------
    Cash flow from operating, financing and investing
     activities                                          8,927       128,996
    Effect of foreign exchange on cash and cash
     equivalents                                         6,650         1,798
    -------------------------------------------------------------------------
    Net change in cash and cash equivalents             15,577       130,794

    Cash and cash equivalents, beginning of period     820,214       653,558

    -------------------------------------------------------------------------
    Cash and cash equivalents, end of period       $   835,791   $   784,352
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Cash interest paid                             $    18,006   $    19,633
    Cash taxes paid                                $     1,240   $       768
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    The accompanying notes are an integral part of the consolidated financial
    statements.



    Notes to Consolidated Financial Statements
    For the three months ended March 31, 2009, and 2008
    (Stated in thousands of Canadian dollars, except share and per share
     data)
    (Unaudited)
    -------------------------------------------------------------------------

    1.  Basis of presentation

    The interim consolidated financial statements of WestJet Airlines Ltd.
    (the Corporation) have been prepared by management in accordance with
    Canadian generally accepted accounting principles (GAAP). The interim
    consolidated financial statements have been prepared following the same
    accounting policies and methods of computation as the consolidated
    financial statements for the year ended December 31, 2008, except as
    described below. The disclosures provided below are incremental to those
    included with the annual consolidated financial statements. The interim
    consolidated financial statements should be read in conjunction with the
    consolidated financial statements and the notes thereto in the
    Corporation's Annual Report for the year ended December 31, 2008.

    The Corporation's business is seasonal in nature with varying levels of
    activity throughout the year. The Corporation experiences increased
    domestic travel in the summer months and more demand for transborder and
    sun destinations over the winter period.

    Amounts presented in the Corporation's interim consolidated financial
    statements and the notes thereto are in Canadian dollars unless otherwise
    stated.

    Certain prior-period balances have been reclassified to conform to
    current period's presentation.

    2.  Recent accounting pronouncements

    (a) Change in accounting policies

    (i) Goodwill and intangible assets

    Effective January 1, 2009, the Corporation adopted Canadian Institute of
    Chartered Accountants (CICA) Handbook Section 3064, Goodwill and
    Intangible Assets. This section provides guidance on the recognition,
    measurement, presentation and disclosure for goodwill and intangible
    assets, other than the initial recognition of goodwill or intangible
    assets acquired in a business combination. Upon adoption of Section 3064,
    the Corporation reclassified the net book value of purchased software
    that was previously recognized in property and equipment to intangible
    assets as shown on the Corporation's consolidated balance sheet. Prior
    period balances were reclassified. There was no impact to current or
    prior period net earnings. Software is carried at cost less accumulated
    depreciation and is amortized on a straight-line basis over its useful
    life of five years. See note 6, intangible assets, for further
    disclosure.

    (ii) Business combinations

    In January 2009, the CICA Accounting Standards Board (AcSB) issued
    Section 1582, Business Combinations. Section 1582 replaces Section 1581,
    Business Combinations and harmonizes the Canadian standards with
    International Financial Reporting Standards (IFRS). Section 1582
    establishes principles and requirements of the acquisition method for
    business combinations and related disclosures. This section is effective
    January 1, 2011, and applies prospectively to business combinations for
    which the acquisition date is on or after the first reporting period of
    the Corporation beginning on or after January 1, 2011. Early adoption is
    permitted. The Corporation elected to adopt Section 1582 prospectively
    effective January 1, 2009. Adoption of this section did not impact the
    Corporation's results of operations or financial position.

    (iii) Consolidated statements and non-controlling interests

    In January 2009, the AcSB issued Section 1601, Consolidated Financial
    Statements and Section 1602, Non-controlling Interests, which together
    replace Section 1600, Consolidated Financial Statements and harmonizes
    the Canadian standards with IFRS. Section 1601 establishes standards for
    the preparation of consolidated financial statements. Section 1602
    provides guidance on accounting for a non-controlling interest in a
    subsidiary in consolidated financial statements subsequent to a business
    combination. These sections are effective on or after the beginning of
    the first reporting period beginning on or after January 1, 2011. Early
    adoption is permitted. The Corporation elected to adopt Section 1601 and
    Section 1602 prospectively effective January 1, 2009. Adoption of these
    sections did not impact the Corporation's results of operations or
    financial position.

    (b) International financial reporting standards (IFRS)

    On February 13, 2008, the AcSB confirmed that the changeover to IFRS from
    Canadian GAAP will be required for publicly accountable enterprises for
    interim and annual financial statements effective for fiscal years
    beginning on or after January 1, 2011, including comparatives for 2010.
    The objective is to improve financial reporting by having one single set
    of accounting standards that are comparable with other entities on an
    international basis.

    The Corporation commenced its IFRS conversion project during 2008 and
    established a formal project governance structure, including an IFRS
    Steering Committee, to monitor the progress and critical decisions in the
    transition to IFRS. The Steering Committee consists of senior levels of
    management from Finance, Treasury and Investor Relations, among others.
    An external advisor has been engaged to work with the Corporation's
    dedicated project staff to complete the conversion. Regular reporting is
    provided by the project team to senior management, the Steering Committee
    and the Audit Committee of the Board of Directors.

    The Corporation's IFRS conversion project consists of three phases:
    Diagnostic, Solution Development and Implementation and Execution. The
    Corporation has completed the Diagnostic phase, which involved a high-
    level preliminary assessment of the differences between Canadian GAAP and
    IFRS and the potential effects of IFRS to accounting and reporting
    processes, information systems, business processes and external
    disclosures. This assessment has provided insight as to the most
    significant areas of difference applicable to the Corporation and
    includes property and equipment, provisions and leases, as well as the
    more extensive presentation and disclosure requirements under IFRS.

    The Corporation has finalized its IFRS transition plan including a
    timetable for assessing the impact on systems, internal controls over
    financial reporting and business activities. Currently, the Corporation
    is engaged in the Solution Development phase of the project and is
    working in issue-specific teams to focus on generating options and making
    recommendations in the identified areas. The Corporation has begun to
    roll out its staff training programs and has begun to perform an in-depth
    review of accounting policy impacts, as well as the associated impacts of
    the IFRS transition on business activities. A full review of the
    Corporation's information systems is in progress to assess IFRS
    conversion impacts and is continuing to evaluate the available
    alternatives within its current financial systems. The Corporation's
    target is to complete the Solution Development phase by third quarter of
    2009.

    The Corporation continues to monitor standards development as issued by
    the International Accounting Standards Board and the AcSB, as well as
    regulatory developments as issued by the Canadian Securities
    Administrators, which may affect the timing, nature or disclosure of the
    Corporation's adoption of IFRS.

    The transition from current Canadian GAAP to IFRS is a significant
    undertaking that may materially affect the Corporation's reported
    financial position and results of operations. As the Corporation is still
    in the Solution Development phase and has not yet selected its accounting
    policy choices and IFRS 1 exemptions, the Corporation is unable to
    quantify the impact of IFRS on its financial statements. The areas of
    significance identified above are based on available information and the
    Corporation's expectations as of the date of this disclosure and thus,
    are subject to change for new facts and circumstances.

    Please see the table on the following page for certain elements of the
    Corporation's IFRS transition plan, and an assessment of progress towards
    achieving these. The project team is working through a detailed IFRS
    transition plan and certain project activities and milestones could
    change. The Corporation has begun to highlight certain key activities
    below to provide insights into the IFRS project.

    Given the progress of the project and outcomes identified, the
    Corporation could change its intentions between the time of communicating
    these key milestones below and the changeover date. Further, changes in
    regulation or economic conditions at the date of the changeover or
    throughout the project could result in changes to the transition plan
    being different from those communicated here.

    -------------------------------------------------------------------------
          Key activity           Key milestones               Status
    -------------------------------------------------------------------------
                        Financial statement preparation
    -------------------------------------------------------------------------
    - Identify differences   Senior management and   Completed the IFRS
      in Canadian GAAP/IFRS  Steering Committee      Diagnostic phase during
      accounting policies    sign-off for all key    2008, which involved a
    - Select ongoing IFRS    IFRS accounting policy  high-level review of
      policies               choices to occur        the major differences
    - Select IFRS 1 choices  during the third        between Canadian GAAP
    - Develop financial      quarter of 2009.        and IFRS.
      statement format
    - Quantify effects of    Development of draft    Currently engaged in the
      change in initial      financial statement     Solution Development
      IFRS disclosure and    format to occur during  phase, which includes an
      2010 comparative       the latter part of      in-depth analysis of
      financial statements   2009.                   issues and accounting
                                                     policy choices.
    -------------------------------------------------------------------------
                                   Training
    -------------------------------------------------------------------------
    Define and introduce     Controller's Group and  Project team expert
    appropriate level of     business unit           resources have been
    IFRS expertise for each  accounting personnel    identified to provide
    of the following:        training to occur       insights and training.
    - Controller's Group     during the third and    Training for project
      and business unit      fourth quarters of      team members is
      accounting personnel   2009 as needed.         occurring throughout the
    - Audit Committee        Additional training     project.
                             will occur throughout
                             the project as needed.

                             Audit Committee
                             training tentatively
                             scheduled to occur
                             during the second half
                             of 2009.
    -------------------------------------------------------------------------
                    Information technology (IT) infrastructure
    -------------------------------------------------------------------------
    Confirm that business    Confirm that systems    Diagnostic analysis
    processes and systems    can address 2010        regarding current IT
    are IFRS compliant,      parallel processing     systems completed.
    including:               requirements by the
    - Program upgrades/      third quarter of 2009.  Currently reviewing
      changes                                        options to address
    - Gathering data for     Confirm that business   business process. Proof
      disclosures            processes and systems   of concept for dual
                             are IFRS compliant      reporting during 2010
                             throughout the          is currently being
                             project.                developed.
    -------------------------------------------------------------------------
                             Control environment
    -------------------------------------------------------------------------
    - For all accounting     All key control and     Analysis of control
      policy changes         design effectiveness    issues is underway in
      identified, assess     implications are being  conjunction with review
      control design and     assessed as part of     of accounting issues
      effectiveness          the key IFRS            and policies.
      implications           differences and
    - Implement appropriate  accounting policy
      changes                choices through to the
                             fourth quarter of
                             2009.
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    3.  Capital management

    The Corporation's policy is to maintain a strong capital base so as to
    maintain investor, creditor and market confidence and to sustain future
    development of the airline. The Corporation manages its capital structure
    and makes adjustments to it in light of changes in economic conditions
    and the risk characteristics of the underlying assets.

    In order to maintain or adjust the capital structure, the Corporation may
    from time to time purchase shares for cancellation pursuant to normal
    course issuer bids, issue new shares and adjust current and projected
    debt levels.

    In the management of capital, the Corporation includes shareholders'
    equity (excluding accumulated other comprehensive loss (AOCL)), long-term
    debt, capital leases, cash and cash equivalents and the Corporation's
    off-balance-sheet obligations related to its aircraft operating leases,
    all of which are presented in detail below.

    The Corporation monitors capital on a number of bases, including adjusted
    debt-to-equity and adjusted net debt to Earnings Before Interest, Taxes,
    Depreciation and Aircraft Rent (EBITDAR). EBITDAR is a non-GAAP financial
    measure commonly used in the airline industry to evaluate results by
    excluding differences in the method by which an airline finances its
    aircraft. In addition, the Corporation will adjust EBITDAR for one-time
    special items, for non-operating gains and losses on derivatives and for
    gains and losses on foreign exchange. The calculation of EBITDAR is a
    measure that does not have a standardized meaning prescribed under GAAP
    and is therefore not likely to be comparable to similar measures
    presented by other issuers. The Corporation adjusts debt to include its
    off-balance-sheet aircraft operating leases. Common industry practice is
    to multiply the trailing twelve months of aircraft leasing expense by 7.5
    to derive a present value debt equivalent. The Corporation defines
    adjusted net debt as adjusted debt less cash and cash equivalents. The
    Corporation defines equity as the sum of share capital, contributed
    surplus and retained earnings, and excludes AOCL.

    -------------------------------------------------------------------------
                                 March 31, 2009  December 31, 2008    Change
    -------------------------------------------------------------------------
    Adjusted debt-to-equity:
      Long-term debt(i)             $ 1,310,313     $ 1,351,903    $ (41,590)
      Obligations under capital
       lease(ii)                          1,011           1,108          (97)
      Off-balance-sheet aircraft
       leases(iii)                      690,323         645,375       44,948
    -------------------------------------------------------------------------
    Adjusted debt                   $ 2,001,647     $ 1,998,386    $   3,261
    -------------------------------------------------------------------------
      Total shareholders' equity      1,133,256       1,086,137       47,119
      Add: AOCL                          31,060          38,112       (7,052)
    -------------------------------------------------------------------------
    Adjusted equity                 $ 1,164,316     $ 1,124,249    $  40,067
    -------------------------------------------------------------------------
    Adjusted debt-to-equity                1.72            1.78        (3.4%)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Adjusted net debt to EBITDAR(iv):
    Net earnings                    $   163,061     $   178,135    $ (15,074)
    Add:
      Net interest(v)                    53,733          50,593        3,140
      Taxes                              68,018          76,702       (8,684)
      Depreciation and amortization     137,529         136,485        1,044
      Aircraft leasing                   92,043          86,050        5,993
      Other(vi)                         (14,574)        (13,256)      (1,318)
    -------------------------------------------------------------------------
    EBITDAR                         $   499,810     $   514,709    $ (14,899)
    -------------------------------------------------------------------------
    Adjusted debt (as above)          2,001,647       1,998,386        3,261
    Less: Cash and cash equivalents    (835,791)       (820,214)     (15,577)
    -------------------------------------------------------------------------
    Adjusted net debt               $ 1,165,856     $ 1,178,172    $ (12,316)
    -------------------------------------------------------------------------
    Adjusted net debt to EBITDAR           2.33            2.29         1.7%
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    (i)   As at March 31, 2009, long-term debt includes the current portion
          of long-term debt of $165,413 (December 31, 2008 - $165,721) and
          long-term debt of $1,144,900 (December 31, 2008 - $1,186,182).
    (ii)  As at March 31, 2009, obligations under capital lease includes the
          current portion of obligations under capital lease of $400
          (December 31, 2008 - $395) and obligations under capital lease of
          $611 (December 31, 2008 - $713).
    (iii) Off-balance-sheet aircraft leases is calculated by multiplying the
          trailing twelve months of aircraft leasing expense by 7.5. As at
          March 31, 2009, the trailing twelve months of aircraft leasing
          costs totalled $92,043 (December 31, 2008 - $86,050).
    (iv)  The trailing twelve months are used in the calculation of EBITDAR.
    (v)   As at March 31, 2009, net interest includes the trailing twelve
          months of interest income of $20,297 (December 31, 2008 - $25,485)
          and the trailing twelve months of interest expense of $74,030
          (December 31, 2008 - $76,078).
    (vi)  As at March 31, 2009, other includes the trailing twelve month
          foreign exchange gain of $31,271 and the trailing twelve month loss
          on derivatives of $16,697 (December 31, 2008 - $30,587 foreign
          exchange gain and $17,331 loss on derivatives).

    As at March 31, 2009, and December 31, 2008, the Corporation's internal
    targets were an adjusted debt-to-equity measure of no more than 3.00 and
    an adjusted net debt to EBITDAR of no more than 3.00. As at March 31,
    2009, the Corporation's adjusted debt-to-equity ratio improved by 3.4%
    compared to December 31, 2008, attributable to the increase in
    shareholders' equity more than offsetting the net increase in financing
    in the period. As at March 31, 2009, the Corporation's adjusted net debt
    to EBITDAR increased by 1.7% compared to December 31, 2008, as a result
    of the decrease in EBITDAR being slightly greater than the decease in
    adjusted net debt.

    As part of the long-term debt agreements for the Calgary hangar facility
    and the flight simulator, the Corporation monitors certain financial
    covenants to ensure compliance with these debt agreements. As at March
    31, 2009, and December 31, 2008, the Corporation was in compliance with
    these financial covenants. There are no financial covenant compliance
    requirements for the facilities guaranteed by the Export-Import Bank of
    the United States (Ex-Im Bank).

    There were no changes in the Corporation's approach to capital management
    during the three months ended March 31, 2009.

    4.  Cash and cash equivalents

    As at March 31, 2009, cash and cash equivalents includes bank balances of
    $56,532 (December 31, 2008 - $98,998) and short-term investments of
    $779,259 (December 31, 2008 - $721,216). Included in these balances, as
    at March 31, 2009, the Corporation has US-dollar cash and cash
    equivalents totaling US $55,227 (December 31, 2008 - US $56,920).

    As at March 31, 2009, cash and cash equivalents includes total restricted
    cash of $13,130 (December 31, 2008 - $10,748). Included in this amount is
    $8,574 (December 31, 2008 - $6,062), representing cash held in trust by
    WestJet Vacations Inc., a wholly owned subsidiary of the Corporation, in
    accordance with regulatory requirements governing advance ticket sales
    for certain travel-related activities; $4,083 (December 31, 2008 -
    $4,222) for security on the Corporation's facilities for letters of
    guarantee; and, in accordance with U.S. regulatory requirements, US $375
    (December 31, 2008 - US $381) in restricted cash representing cash not
    yet remitted for passenger facility charges.

    5.  Property and equipment

    -------------------------------------------------------------------------
                                                Accumulated
    March 31, 2009                   Cost       depreciation  Net book value
    -------------------------------------------------------------------------
    Aircraft                     $ 2,394,894     $   429,309     $ 1,965,585
    Ground property and equipment    121,864          53,993          67,871
    Spare engines and parts           88,429          18,148          70,281
    Buildings                        130,944           7,253         123,691
    Leasehold improvements            10,881           4,710           6,171
    Assets under capital lease         2,482           1,814             668
    -------------------------------------------------------------------------
                                   2,749,494         515,227       2,234,267
    Deposits on aircraft              47,999               -          47,999
    Assets under development             376               -             376
    -------------------------------------------------------------------------
                                 $ 2,797,869     $   515,227     $ 2,282,642
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    -------------------------------------------------------------------------
                                                Accumulated
    December 31, 2008                Cost       depreciation  Net book value
    -------------------------------------------------------------------------
    Aircraft                     $ 2,394,098     $   402,095     $ 1,992,003
    Ground property and equipment    116,990          53,873          63,117
    Spare engines and parts           86,728          17,099          69,629
    Buildings                         40,028           6,828          33,200
    Leasehold improvements            12,019           5,692           6,327
    Assets under capital lease         2,482           1,690             792
    -------------------------------------------------------------------------
                                   2,652,345         487,277       2,165,068
    Deposits on aircraft              23,982               -          23,982
    Assets under development          80,740               -          80,740
    -------------------------------------------------------------------------
                                 $ 2,757,067     $   487,277     $ 2,269,790
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    During the three months ended March 31, 2009, the Corporation began
    amortization of its Campus facility. As at March 31, 2009, a total cost
    of $90,916 has been capitalized and included in buildings (December 31,
    2008 - $80,725 was included in assets under development).

    6.  Intangible assets

    -------------------------------------------------------------------------
                                                Accumulated
                                     Cost       depreciation  Net book value
    -------------------------------------------------------------------------
    March 31, 2009
     Software                    $    44,228     $    30,991     $    13,237

    December 31, 2008
     Software                    $    41,835     $    29,775     $    12,060
    -------------------------------------------------------------------------

    For the three months ended March 31, 2009, the Corporation recognized
    $1,430 (three months ended March 31, 2008 - $1,599) of depreciation
    expense related to software.

    7.  Long-term debt

    -------------------------------------------------------------------------
                                           March 31, 2009  December 31, 2008
    -------------------------------------------------------------------------
    Term loans - purchased aircraft (i)       $ 1,290,406        $ 1,331,083
    Term loan - flight simulator    (ii)            7,056              7,265
    Term loans - live satellite
     television equipment           (iii)           1,269              1,740
    Term loan - Calgary hangar
     facility                       (iv)            9,535              9,648
    Term loan - Calgary hangar
     facility                       (v)             2,047              2,167
    -------------------------------------------------------------------------
                                                1,310,313          1,351,903
    Current portion                               165,413            165,721
    -------------------------------------------------------------------------
                                              $ 1,144,900        $ 1,186,182
    -------------------------------------------------------------------------
    (i)   52 individual term loans, amortized on a straight-line basis over a
          12-year term, each repayable in quarterly principal instalments
          ranging from $668 to $955, including fixed interest at a weighted
          average rate of 5.32%, maturing between 2014 and 2020. These
          facilities are guaranteed by Ex-Im Bank and secured by one 800-
          series aircraft, 38 700-series aircraft and 13 600-series aircraft.
    (ii)  Term loan repayable in monthly instalments of $93 including
          floating interest at the bank's prime rate plus 0.88%, with an
          effective interest rate of 3.38% as at March 31, 2009, maturing in
          2011, secured by one flight simulator.
    (iii) 11 individual term loans, amortized on a straight-line basis over a
          five-year term, repayable in quarterly principal instalments
          ranging from $29 to $42, including floating interest at the
          Canadian LIBOR rate plus 0.08%, with a weighted average effective
          interest rate of 1.54% as at March 31, 2009, maturing between 2009
          and 2011. These facilities are for the purchase of live satellite
          television equipment and are guaranteed by the Ex-Im Bank and
          secured by certain 700-series and 600-series aircraft.
    (iv)  Term loan repayable in monthly instalments of $108, including fixed
          interest at 9.03%, maturing April 2011, secured by the Calgary
          hangar facility.
    (v)   Term loan repayable in monthly instalments of $50, including
          floating interest at the bank's prime rate plus 0.50%, with an
          effective interest rate of 3.00% as at March 31, 2009, maturing
          April 2013, secured by the Calgary hangar facility.


    The net book value of the property and equipment pledged as collateral
    for the Corporation's secured borrowings was $1,988,494 as at March 31,
    2009 (December 31, 2008 - $2,012,915).

    Future scheduled repayments of long-term debt are as follows:
    -------------------------------------------------------------------------
    2009                                                         $   124,145
    2010                                                             165,045
    2011                                                             177,533
    2012                                                             163,279
    2013                                                             162,740
    2014 and thereafter                                              517,571
    -------------------------------------------------------------------------
                                                                 $ 1,310,313
    -------------------------------------------------------------------------

    8.  Share capital

    (a) Issued and outstanding

    -------------------------------------------------------------------------
                               Three months ended       Three months ended
                                 March 31, 2009            March 31, 2008
    -------------------------------------------------------------------------
                                 Number      Amount       Number      Amount
    -------------------------------------------------------------------------
    Common and variable voting
     shares:

    Balance, beginning
     of period              127,913,580  $  452,885  129,571,570  $  448,568
    Issuance of shares
     pursuant to stock
     option plans                15,399           -      193,925           -
    Stock-based
     compensation expense
     on stock options
     exercised                        -         753            -       4,624
    -------------------------------------------------------------------------
    Balance, end of period  127,928,979  $  453,638  129,765,495  $  435,192
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    As at March 31, 2009, the number of common voting shares outstanding was
    124,132,879 (March 31, 2008 - 125,725,013) and the number of variable
    voting shares was 3,796,100 (March 31, 2008 - 4,040,482).

    (b) Per share amounts

    The following table summarizes the shares used in calculating net
    earnings per share:

    -------------------------------------------------------------------------
                                                 Three months ended March 31
                                                          2009          2008
    -------------------------------------------------------------------------
    Weighted average number of shares
     outstanding - basic                           127,924,018   129,694,432
    Effect of dilutive employee stock
     options and unit plans                            367,661     2,752,634
    -------------------------------------------------------------------------
    Weighted average number of shares
     outstanding - diluted                         128,291,679   132,447,066
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    For the three months ended March 31, 2009, 6,511,629 employee stock
    options (three months ended March 31, 2008 - 1,537,273 employee stock
    options and 48,300 restricted share units) were not included in the
    calculation of dilutive potential shares as the result would be anti-
    dilutive.

    (c) Stock option plan

    -------------------------------------------------------------------------
                                Three months ended     Three months ended
                                  March 31, 2009         March 31, 2008
    -------------------------------------------------------------------------
                                           Weighted                 Weighted
                                            average                  average
                              Number of    exercise    Number of    exercise
                                options       price      options       price
    -------------------------------------------------------------------------
    Stock options outstanding,
     beginning of period     11,918,168  $    13.90   12,226,232  $    13.66
    Granted                       6,793       11.35        8,156       19.45
    Exercised                  (181,194)      11.92     (813,827)      15.43
    Forfeited                    (1,103)      16.65      (26,791)      13.06
    Expired                      (7,534)      14.60            -           -
    -------------------------------------------------------------------------
    Stock options
     outstanding, end of
     period                  11,735,130  $    13.93   11,393,770  $    13.54
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Exercisable, end of
     period                   7,669,672  $    12.89    3,694,816  $    14.78
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Under the terms of the Corporation's stock option plan, option holders
    can either (i) elect to receive shares by delivering cash to the
    Corporation in the amount of the options, or (ii) choose a cashless
    settlement alternative whereby they can elect to receive a number of
    shares equivalent to the market value of the options over the exercise
    price. For the three months ended March 31, 2009, option holders
    exercised 181,194 options (three months ended March 31, 2008 - 813,827)
    on a cashless settlement basis and received 15,399 shares (three months
    ended March 31, 2008 - 193,925).

    (d) Stock option compensation

    As new options are granted, the fair value of the options is expensed
    over the vesting period, with an offsetting entry to contributed surplus.
    The fair value of each option grant is estimated on the date of grant
    using the Black-Scholes option pricing model. Upon the exercise of stock
    options, consideration received, together with amounts previously
    recorded in contributed surplus, is recorded as an increase to share
    capital.

    Stock-based compensation expense related to stock options included in:
    flight operations and navigational charges; and marketing, general and
    administration expenses totalled $2,446 for the three months ended March
    31, 2009 (three months ended March 31, 2008 - $4,147).

    The fair value of options granted during the three months ended March 31,
    2009 and 2008 and the assumptions used in their determination, are as
    follows:

    -------------------------------------------------------------------------
                                                 Three months ended March 31
                                                        2009          2008
    -------------------------------------------------------------------------
    Weighted average fair value per option           $  3.40       $  6.11
    Weighted average risk-free interest rate             1.7%          3.3%
    Weighted average volatility                         37.2%         36.0%
    Expected life (years)                                3.6           3.6
    Dividends per share                              $     -       $     -
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    The Corporation has not incorporated an estimated forfeiture rate for
    stock options that will not vest. Rather, the Corporation accounts for
    actual forfeitures as they occur.

    (e) Executive share unit plan

    The Corporation has an equity-based executive share unit plan, whereby up
    to a maximum of 550,000 restricted share units (RSU) and performance
    share units (PSU) combined may be issued to senior executive officers of
    the Corporation. The maximum number of units reserved and issuable under
    the executive share unit plan is subject to shareholder approval, which
    is expected to occur at the Annual and Special Meeting of Shareholders on
    May 5, 2009.

    The fair market value of the RSUs and PSUs at the time of grant is equal
    to the weighted average trading price of the Corporation's voting shares
    for the five trading days immediately preceding the grant date.

    Each RSU entitles the senior executive to receive payment upon vesting in
    the form of voting shares of the Corporation. The RSUs time vest at the
    end of a three-year period, with compensation expense being recognized in
    net earnings over the vesting period.

    Each PSU entitles the senior executive to receive payment upon vesting in
    the form of voting shares of the Corporation. PSUs time vest at the end
    of a three-year term and incorporate performance criteria based on
    achieving compounded average diluted earnings per share growth rate
    targets established at the time of grant. Compensation expense is
    recognized in net earnings over the vesting period based on the number of
    units expected to vest.

    -------------------------------------------------------------------------
                                       Three months ended March 31, 2009
    -------------------------------------------------------------------------
                                             RSUs                 PSUs
                                             Weighted               Weighted
                                              average                average
                                Number of  grant date  Number of  grant date
                                    units  fair value      units  fair value
    -------------------------------------------------------------------------
    Units outstanding,
     beginning of period            55,181    $  19.37    73,574    $  19.37
      Granted                      102,757       11.35   137,005       11.35
    -------------------------------------------------------------------------
    Units outstanding,
     end of period                 157,938    $  14.15   210,579    $  14.15
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Vested, end of period                -    $      -         -    $      -
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    -------------------------------------------------------------------------
                                       Three months ended March 31, 2008
                                             RSUs                  PSUs
                                             Weighted               Weighted
                                              average                average
                                Number of  grant date  Number of  grant date
                                    units  fair value      units  fair value
    -------------------------------------------------------------------------
    Units outstanding,
     beginning of period                -     $     -          -    $      -
      Granted                      54,277       19.45     72,369       19.45
    -------------------------------------------------------------------------
    Units outstanding,
     end of period                 54,277     $ 19.45     72,369    $  19.45
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Vested, end of period               -     $     -          -    $      -
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Stock-based compensation expense related to the executive share unit plan
    included in marketing, general and administration expense totalled $189
    for the three months ended March 31, 2009 (three months ended March 31,
    2008 - $376).

    9. Related-party transactions

    The Corporation has debt financing and investments in short-term deposits
    with a financial institution that is related through two common
    directors, one of whom is also the president of the financial
    institution. As at March 31, 2009, total long-term debt includes an
    amount of $7,056 (December 31, 2008 - $7,265) due to the financial
    institution. See note 7, long-term debt, for further disclosure. Included
    in cash and cash equivalents as at March 31, 2009, are short-term
    investments of $125,195 (December 31, 2008 - $96,500) owing from the
    financial institution. In 2008, the Corporation signed a three-year
    revolving operating line of credit agreement with a banking syndicate, of
    which one of the members is the related-party financial institution. See
    note 10, commitments and contingencies, for further information. These
    transactions occurred in the normal course of operations with terms
    consistent with those offered to arm's length parties and are measured at
    the exchange amount.

    10. Commitments and contingencies

    (a) Purchased aircraft and live satellite television systems

    As at March 31, 2009, the Corporation is committed to purchase 24 737-700
    aircraft for delivery between 2010 and 2013. The remaining estimated
    amounts to be paid in deposits and purchase prices for the 24 aircraft,
    as well as amounts to be paid for live satellite television systems on
    purchased and leased aircraft in Canadian dollars and the US-dollar
    equivalents, are as follows:

    -------------------------------------------------------------------------
                                                    US dollar     CAD dollar
    -------------------------------------------------------------------------
    2009                                         $     34,460   $     43,464
    2010                                              111,014        140,022
    2011                                              122,503        154,513
    2012                                              529,562        667,937
    2013                                              222,503        280,643
    -------------------------------------------------------------------------
                                                 $  1,020,042   $  1,286,579
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    The Corporation has yet to pursue financing agreements for the remaining
    24 purchased aircraft included in the above totals. The next purchased
    aircraft delivery is not expected until September 2010.

    (b) Operating leases and commitments

    The Corporation has entered into operating leases and commitments for
    aircraft, land, buildings, equipment, computer hardware, software
    licences and satellite programming. As at March 31, 2009, the future
    payments in Canadian dollars, and when applicable the US-dollar
    equivalents under operating leases and commitments are as follows:

    -------------------------------------------------------------------------
                                                    US dollar     CAD dollar
    -------------------------------------------------------------------------
    2009                                         $     94,275  $     135,318
    2010                                              163,602        219,818
    2011                                              184,300        238,980
    2012                                              190,332        245,635
    2013                                              179,987        231,500
    2014 and thereafter                               601,213        809,271
    -------------------------------------------------------------------------
                                                 $  1,413,709   $  1,880,522
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    As at March 31, 2009, the Corporation is committed to lease an additional
    15 737-700 aircraft and three 737-800 aircraft for terms ranging between
    eight and 10 years in US dollars. These aircraft have been included in
    the above totals.

    (c) Operating line of credit

    During 2008, the Corporation signed a three-year revolving operating line
    of credit with a syndicate of three Canadian banks. The line of credit is
    available for up to a maximum of $85 million commencing in the second
    quarter of 2009 subject to various customary conditions precedent being
    satisfied, and will be secured by the Corporation's new Campus facility.
    The line of credit will bear interest at prime plus 0.50% per annum, or a
    bankers acceptance rate at 2.0% annual stamping fee or equivalent and
    will be available for general corporate expenditures and working capital
    purposes. The Corporation is required to pay a standby fee of 15 basis
    points, based on the average unused portion of the line of credit for the
    previous quarter, payable quarterly. As at March 31, 2009, no amounts
    were drawn on this facility.

    (d) Contingencies

    On February 29, 2008, the Corporation signed a letter of intent to lease
    one 737-800 aircraft over a term of eight years commencing in March 2011,
    for an estimated total commitment of US $39 million.

    The Corporation is party to legal proceedings and claims that arise
    during the ordinary course of business. It is the opinion of management
    that the ultimate outcome of these and any outstanding matters will not
    have a material effect upon the Corporation's financial position, results
    of operations or cash flows.

    11. Financial instruments and risk management

    (a) Fair value of financial assets and financial liabilities

    The Corporation's financial assets and liabilities consist primarily of
    cash and cash equivalents, accounts receivable, derivatives both
    designated and not designated in an effective hedging relationship, US-
    dollar deposits, accounts payable and accrued liabilities and long-term
    debt. The following tables set out the Corporation's classification and
    the carrying amount for each of its financial assets and liabilities as
    at March 31, 2009, and December 31, 2008:

    -------------------------------------------------------------------------
                        Held-                              Other     Total
    March 31,            for-                Loans and   financial  carrying
     2009              trading  Derivatives receivables liabilities  amount
    -------------------------------------------------------------------------
    Asset (liability)

    Cash and cash
     equivalents       $ 835,791 $       -  $      - $         -  $  835,791
    Accounts receivable        -         -    25,365           -      25,365
    Foreign exchange
     options(i)                -     1,387         -           -       1,387
    Cash flow
     hedges:(ii)
    Foreign exchange
     forwards(iii)             -     3,783         -           -       3,783
    Fuel derivatives(iv)       -   (42,135)        -           -     (42,135)
    US-dollar deposits(v) 25,154         -         -           -      25,154
    Accounts payable
     and accrued
     liabilities(vi)           -         -         -    (217,951)   (217,951)
    Long-term debt(vii)        -         -         -  (1,310,313) (1,310,313)
    -------------------------------------------------------------------------
                       $ 860,945 $ (36,965) $ 25,365 $(1,528,264) $ (678,919)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    -------------------------------------------------------------------------
                        Held-                              Other     Total
    December 31,         for-                Loans and   financial  carrying
    2008               trading  Derivatives receivables liabilities  amount
    -------------------------------------------------------------------------
    Asset(liability)

    Cash and cash
     equivalents       $ 820,214 $       -  $      -  $        -  $  820,214
    Accounts receivable        -         -    16,837           -      16,837
    Foreign exchange
     options(i)                -       862         -           -         862
    Cash flow hedges:(ii)
    Foreign exchange
     forwards(iii)             -     5,873         -           -       5,873
    Fuel derivatives(iv)       -   (52,298)        -           -     (52,298)
    US-dollar deposits(v) 24,309         -         -           -      24,309
    Accounts payable
     and accrued
     liabilities(vi)           -         -         -    (211,543)   (211,543)
    Long-term debt(vii)        -         -         -  (1,351,903) (1,351,903)
    -------------------------------------------------------------------------
                       $ 844,523 $ (45,563) $ 16,837 $(1,563,446) $ (747,649)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (i)   Foreign exchange option arrangements not designated in a hedging
          relationship included in prepaid expenses, deposits and other.
    (ii)  Derivatives designated in an effective cash flow hedging
          relationship.
    (iii) Foreign exchange forward contracts included in prepaid expenses,
          deposits and other.
    (iv)  As at March 31, 2009, balance includes $33,129 (December 31, 2008 -
          $37,811) classified in accounts payable and accrued liabilities and
          $9,006 (December 31, 2008 - $14,487) classified in other
          liabilities.
    (v)   As at March 31, 2009, balance includes $419 (December 31, 2008 -
          $404) classified in prepaid expenses, deposits and other and
          $24,735 (December 31, 2008 - $23,905) classified in other assets.
    (vi)  As at March 31, 2009, balance excludes fuel derivative liabilities
          of $33,129 (December 31, 2008 - $37,811).
    (vii) As at March 31, 2009, balance includes current portion of long-term
          debt of $165,413 (December 31, 2008 - $165,721) and long-term
          portion of $1,144,900 (December 31, 2008 -  $1,186,182).


    The fair values of financial assets and liabilities, together with
    carrying amounts, shown in the balance sheet as at March 31, 2009, and
    December 31, 2008, are as follows:

    -------------------------------------------------------------------------
                                 March 31, 2009          December 31, 2008
    -------------------------------------------------------------------------
                             Carrying         Fair     Carrying         Fair
                               amount        value       amount        value
    -------------------------------------------------------------------------
    Asset (liability)

    Cash and cash
     equivalents(i)       $   835,791  $   835,791  $   820,214  $   820,214
    Accounts receivable(i)     25,365       25,365       16,837       16,837
    Foreign exchange
     options(ii)                1,387        1,387          862          862
    Cash flow hedges:
    Foreign exchange
     forwards(iii)              3,783        3,783        5,873        5,873
    Fuel derivatives(iv)      (42,135)     (42,135)     (52,298)     (52,298)
    US-dollar deposits(v)      25,154       25,154       24,309       24,309
    Accounts payable and
     accrued liabilities(i)  (217,951)    (217,951)    (211,543)    (211,543)
    Long-term debt(vi)     (1,310,313)  (1,474,236)  (1,351,903)  (1,515,487)
    -------------------------------------------------------------------------
                          $  (678,919) $  (842,842) $  (747,649) $  (911,233)
    -------------------------------------------------------------------------
    Unrecognized loss                  $  (163,923)              $  (163,584)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    The fair values of financial assets and financial liabilities are
    calculated on the basis of information available at the balance sheet
    date using the following methods:

    (i)   The fair value of cash and cash equivalents, accounts receivable
          and accounts payable and accrued liabilities approximates their
          carrying amounts due to the short-term nature of the instruments.

    (ii)  The fair value of the foreign exchange option arrangements is
          determined through a standard option valuation technique used by
          the counterparty based on inputs, including foreign exchange rates,
          interest rates and volatilities. Contracts outstanding as at
          March 31, 2009, are at a weighted average contracted range of
          1.1248 to 1.2151 US dollars to Canadian dollars (December 31, 2008
          - 1.1333 to 1.2254).

    (iii) The fair value of the foreign exchange forward contracts designated
          in an effective hedging relationship is measured based on the
          difference between the contracted rate and the current forward
          price obtained from the counterparty, which can be observed and
          corroborated in the marketplace. As at March 31, 2009, the average
          contracted rate on the outstanding forward contracts was 1.0463
          (December 31, 2008 - 1.0519) US dollars to Canadian dollars and the
          average forward rate used in determining the fair value was 1.2606
          (December 31, 2008 - 1.2178) US dollars to Canadian dollars. Due to
          the short-term nature of the outstanding contracts, no discount
          rate was applied.

    (iv)  The fair value of the fuel derivatives designated in an effective
          hedging relationship is determined using inputs, including quoted
          forward prices for commodities, foreign exchange rates and interest
          rates, which can be observed or corroborated in the marketplace.
          The fair value of the fixed swap agreements is estimated by
          discounting the difference between the contractual strike price and
          the current forward price. The fair value of the costless collar
          structures is estimated by the use of a standard option valuation
          technique. As at March 31, 2009, for the 21-month period that the
          Corporation is hedged, the closing forward curve for crude oil
          ranged from approximately US $50 to US $65 (December 31, 2008 - US
          $45 to US $67) with the average forward foreign exchange rate used
          in determining the fair value being 1.2545 US dollars to Canadian
          dollars (December 31, 2008 - 1.2136).

    (v)   The fair value of the US-dollar deposits, which relate to purchased
          aircraft, approximates their carrying amounts as they are at a
          floating market rate of interest.

    (vi)  The fair value of the Corporation's fixed-rate long-term debt is
          determined by discounting the future contractual cash flows under
          current financing arrangements at discount rates obtained from the
          lender, which represent borrowing rates presently available to the
          Corporation for loans with similar terms and remaining maturities.
          As at March 31, 2009, rates used in determining the fair value
          ranged from 1.83% to 2.43% (December 31, 2008 - 2.08% to 2.58%).
          The fair value of the Corporation's variable-rate long-term debt
          approximates its carrying value as it is at a floating market rate
          of interest.

    (b)  Risk management

    The Corporation is exposed to market, credit and liquidity risks
    associated with its financial assets and liabilities. The Corporation
    will from time to time use various financial derivatives to reduce market
    risk exposures from changes in foreign exchange rates, interest rates and
    jet fuel prices. The Corporation does not hold or use any derivative
    instruments for trading or speculative purposes.

    Overall, the Corporation's Board of Directors has responsibility for the
    establishment and approval of the Corporation's risk management policies.
    Management continually performs risk assessments to ensure that all
    significant risks related to the Corporation and its operations have been
    reviewed and assessed to reflect changes in market conditions and the
    Corporation's operating activities.

    Fuel risk

    The airline industry is inherently dependent upon jet fuel to operate
    and, therefore, the Corporation is exposed to the risk of volatile fuel
    prices. Fuel prices are impacted by a host of factors outside the
    Corporation's control, such as significant weather events, geopolitical
    tensions, refinery capacity and global demand and supply. For the three
    months ended March 31, 2009, aircraft fuel expense represented
    approximately 27% (three months ended March 31, 2008 - 32%) of the
    Corporation's total operating expenses.

    Under the Corporation's fuel price risk management policy, it is the
    Corporation's objective to hedge a portion of its anticipated jet fuel
    purchases in order to provide its management with reasonable foresight
    and predictability into operations and future cash flows. As jet fuel is
    not traded on an organized futures exchange, there are limited
    opportunities to hedge directly in jet fuel; however, financial
    derivatives in other commodities, such as crude oil and heating oil, are
    useful in decreasing the risk of volatile fuel prices.

    As at March 31, 2009, the Corporation had a mixture of fixed swap
    agreements and costless collar structures in Canadian-dollar West Texas
    Intermediate (WTI) crude oil derivative contracts to hedge approximately
    30% (December 31, 2008 - 30%)  of its remaining anticipated jet fuel
    requirements for 2009 and approximately 14% (December 31, 2008 - 14%) of
    its anticipated jet fuel requirements for 2010. The following table
    outlines, as at March 31, 2009, the notional volumes per barrel (bbl) and
    the weighted average strike price for fixed swap agreements and the
    weighted average call and put prices for costless collar structures for
    each year the Corporation is hedged.

    -------------------------------------------------------------------------
                             Notional  WTI average  WTI average  WTI average
                              volumes strike price   call price    put price
    Year    Instrument          (bbl)   (CAD$/bbl)   (CAD$/bbl)    (CAD$/bbl)
    -------------------------------------------------------------------------
    2009    Swaps             871,500        90.10            -            -
            Costless collars  410,000            -       114.27        79.15
    2010    Swaps             381,000       103.09            -            -
            Costless collars  483,000            -       111.21        77.94
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Upon proper qualification, the Corporation accounts for its fuel
    derivatives as cash flow hedges. Under cash flow hedge accounting, the
    effective portion of the change in the fair value of the hedging
    instrument is recognized in AOCL, while the ineffective portion is
    recognized in non-operating income (expense). Upon maturity of the
    derivative instrument, the effective gains and losses previously
    recognized in AOCL are recorded in net earnings as a component of
    aircraft fuel expense.

    The following table presents the financial impact and statement
    presentation of the Corporation's fuel derivatives on the consolidated
    balance sheet as at March 31, 2009, and December 31, 2008:

    -------------------------------------------------------------------------
                                                      March 31,  December 31,
                         Statement presentation           2009          2008
    -------------------------------------------------------------------------
    Fair value of fuel         Accounts payable
     derivatives - current      and accrued
     portion                    liabilities          $   29,361    $  37,811
    Fair value of fuel
     derivatives - long-term
     portion                   Other liabilities          9,006       14,487
    Payable to                 Accounts payable
     counterparties for         and accrued
     settled fuel contracts     liabilities               3,768            -
    Net unrealized loss from   AOCL - before tax
     fuel derivatives           impact                  (33,052)     (44,711)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    The following table presents the financial impact and statement
    presentation of the Corporation's fuel derivatives on the consolidated
    statement of earnings for the three months ended March 31, 2009, and
    2008:

    -------------------------------------------------------------------------
                                                 Three months ended March 31
                         Statement presentation           2009          2008
    -------------------------------------------------------------------------
    Realized loss on fuel
     derivatives -
     effective portion         Aircraft fuel         $   11,974    $       -
    Realized loss on fuel
     derivatives -
     ineffective portion       Gain on derivatives          846            -
    Unrealized gain on fuel
     derivatives -
     ineffective portion       Gain on derivatives         (949)           -
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    The estimated amount reported in AOCL that is expected to be reclassified
    to net earnings as a component of aircraft fuel expense when the
    underlying jet fuel is consumed during the next 12 months is a loss after
    tax of $18,281.

    A 10% increase in the forward curve for WTI, the underlying commodity of
    the Corporation's fuel derivatives, as at March 31, 2009, would have
    decreased AOCL by approximately $9,685, net of taxes (December 31, 2008 -
    $11,546). A 10% decrease in the forward curve for WTI, as at March 31,
    2009, would have increased AOCL by approximately $9,785, net of taxes
    (December 31, 2008 - $11,574). This is assuming that all other variables
    remain constant, particularly foreign exchange and interest rates. It
    also assumes that 100% of the change in price is considered effective
    under cash flow hedge accounting. These assumptions may not be
    representative of actual movements.

    Foreign exchange risk

    Foreign currency exchange risk is the risk that the fair value of
    recognized assets and liabilities or future cash flows would fluctuate as
    a result of changes in foreign exchange rates. The Corporation is exposed
    to foreign currency exchange risks arising from fluctuations in exchange
    rates on its US-dollar denominated net monetary assets and its operating
    expenditures, mainly aircraft fuel, aircraft leasing expense, certain
    maintenance costs and a portion of airport operations costs. During the
    three months ended March 31, 2009, the average US-dollar exchange rate
    was 1.2448 (three months ended March 31, 2008 - 1.0036), with the
    period-end exchange rate at 1.2613 (March 31, 2008 - 1.0235).

    The gain or loss on foreign exchange included on the Corporation's
    consolidated statement of earnings is mainly attributable to the effect
    of the changes in the value of the Corporation's US-dollar denominated
    net monetary assets. As at March 31, 2009, US-dollar denominated net
    monetary assets totalled approximately US $89,307 (December 31, 2008 - US
    $99,488). During the three months ended March 31, 2009, the Corporation
    estimates that a one-cent change in the value of the US dollar versus the
    Canadian dollar would have increased or decreased net earnings by $700
    (three months ended March 31, 2008 - $572) as a result of the
    Corporation's US-dollar denominated net monetary assets.

    As at March 31, 2009, the Corporation had a mixture of US-dollar forward
    contracts and option arrangements to offset its US-dollar denominated
    aircraft lease payments for the next six months of 2009, on its current
    leased aircraft. As at March 31, 2009, the Corporation had entered into
    financial derivative instruments to purchase on average US $6,585 per
    month for six months for a total of US $39,510. Of this total,
    approximately 45% is hedged using forward contracts at a weighted average
    strike price of 1.0463 per US dollar and approximately 55% is hedged
    using option arrangements at a weighted average range of 1.1248 to 1.2151
    per US dollar.

    Upon proper qualification, the Corporation designated its forward
    contracts as effective cash flow hedges for accounting purposes. Under
    cash flow hedge accounting, the effective portion of the change in the
    fair value of the hedging instrument is recognized in AOCL, while the
    ineffective portion is recognized in non-operating income (expense). Upon
    maturity of the derivative instrument, the effective gains and losses
    previously recognized in AOCL are recorded in net earnings as a component
    of aircraft leasing. Maturity dates for all of the foreign exchange
    forward contracts are within 2009. As at March 31, 2009, no portion of
    the forward contracts is considered ineffective.

    For the three months ended March 31, 2009, the Corporation realized a
    gain before tax on the forward contracts of $3,283 (three months ended
    March 31, 2008 - $320), included as a deduction to aircraft leasing
    expense. As at March 31, 2009, the estimated fair market value of the
    remaining forward contracts recorded in prepaid expenses, deposits and
    other is a gain of $3,783 (December 31, 2008 - $5,873). The estimated
    amount reported in AOCL that is expected to be reclassified to net
    earnings as a reduction to aircraft leasing expense during the next 12
    months is a gain after tax of $2,667.

    The Corporation's foreign exchange option arrangements are not designated
    as hedges for accounting purposes and are recorded at fair value on the
    consolidated balance sheet with changes in fair value recorded in non-
    operating income (expense). As at March 31, 2009, the estimated fair
    market value of the option arrangements recorded in prepaid expenses,
    deposits and other is a gain of $1,387 (December 31, 2008 - $862). For
    the three months ended March 31, 2009, the Corporation realized a gain of
    $6 on its foreign exchange option arrangements and reported an unrealized
    gain of $525, both included in non-operating income (expense). Maturity
    dates for all of the foreign exchange option arrangements are within
    2009.

    A one-cent change in the US-dollar exchange rate for the three months
    ended March 31, 2009, would not have significantly impacted the
    Corporation's net earnings and other comprehensive income as a result of
    the foreign exchange derivatives.

    Interest rate risk

    Interest rate risk is the risk that the value of financial assets and
    liabilities or future cash flows will fluctuate as a result of changes in
    market interest rates.

    (i) Cash and cash equivalents

    The Corporation is exposed to interest rate fluctuations on its cash and
    cash equivalents balance, which, as at March 31, 2009, totalled $835,791
    (December 31, 2008 - $820,214). A change of 50 basis points in the market
    interest rate would have had, for the three months ended March 31, 2009,
    an approximate impact on net earnings of $681 (three months ended March
    31, 2008 - $591). The increase in sensitivity from 2008 is a direct
    result of the increase in the balance of the Corporation's cash and cash
    equivalents balance.

    (ii) US-dollar deposits

    The Corporation is exposed to interest rate fluctuations on its US-dollar
    deposits that relate to purchased aircraft, which, as at March 31, 2009,
    totalled $25,154 (December 31, 2008 - $24,309). A reasonable change in
    market interest rates as at March 31, 2009, would not have significantly
    impacted the Corporation's net earnings as a result of the US-dollar
    deposits.

    (iii) Long-term debt

    The fixed-rate nature of the majority of the Corporation's long-term debt
    reduces the risk of interest rate fluctuations over the term of the
    outstanding debt. The Corporation accounts for its long-term fixed-rate
    debt at amortized cost, and therefore, a change in interest rates as at
    March 31, 2009, would not impact net earnings.

    The Corporation is exposed to interest rate fluctuations on its variable-
    rate long-term debt, which, as at March 31, 2009, totalled $10,372
    (December 31, 2008 - $11,172) or 0.8% (December 31, 2008 - 0.8%) of the
    Corporation's total long-term debt. Due to the immaterial balance of the
    variable-rate long-term debt, a change in market interest rates as at
    March 31, 2009, would not have significantly impacted the Corporation's
    net earnings.

    Credit risk

    Credit risk is the risk that one party to a financial instrument will
    cause a financial loss for the other party by failing to discharge an
    obligation. As at March 31, 2009, the Corporation's credit exposure
    consists primarily of the carrying amounts of cash and cash equivalents,
    accounts receivable and US-dollar deposits, as well as the fair value of
    derivative financial assets.

    (i) Cash and cash equivalents

    Cash and cash equivalents consist of bank balances and short-term
    investments with terms of up to 91 days. Credit risk associated with cash
    and cash equivalents is minimized substantially by ensuring that these
    financial assets are invested primarily in debt instruments with highly
    rated financial institutions. The Corporation manages its exposure risk
    by assessing the financial strength of its counterparties and by limiting
    the total exposure to any one individual counterparty. As at March 31,
    2009, the Corporation had a total principal amount invested of $713,031
    (December 31, 2008 - $692,188) in Canadian-dollar short-term investments
    with terms ranging between seven and 90 days and a total of US $52,508
    (December 31, 2008 - US $23,832) invested in US-dollar short-term
    investments with terms ranging between 30 and 90 days.

    The Corporation performs an ongoing review to evaluate its counterparty
    risk. As at March 31, 2009, the Corporation does not expect any
    counterparties to fail to meet their obligations.

    (ii) Accounts receivable

    Generally, the Corporation's accounts receivable are the result of
    tickets sold to individual guests through the use of travel agents and
    other airlines. Purchase limits are established for each agent and in
    some cases, when deemed necessary, a letter of credit is obtained. As at
    March 31, 2009, $16,888 (December 31, 2008 - $7,403) is receivable from
    travel agents and other airlines. These receivables are short term in
    nature, generally being settled within four weeks from the date of
    booking. As at March 31, 2009, $982 (December 31, 2008 - $651) of the
    balance receivable is covered by letters of credit.

    (iii) Derivative financial assets

    The Corporation recognizes that it is subject to credit risk arising from
    derivative transactions that are in an asset position at the balance
    sheet date. The Corporation carefully monitors this risk by keeping close
    consideration to the size, credit rating and diversification of the
    counterparty. As at March 31, 2009, the fair value of foreign exchange
    derivative assets totalled $5,171 (December 31, 2008 - $6,735). As at
    March 31, 2009, outstanding fuel derivatives are in a net liability
    position by counterparty.

    (iv) US-dollar deposits

    The Corporation is not exposed to counterparty credit risk on its US-
    dollar deposits that relate to purchased aircraft, as the funds are held
    in a security trust separate from the assets of the financial
    institution.

    Liquidity risk

    Liquidity risk is the risk that the Corporation will encounter difficulty
    in meeting obligations associated with financial liabilities. The
    Corporation maintains a strong liquidity position and maintains
    sufficient financial resources to meet its obligations as they fall due.

    The Corporation has secured low-interest-rate fixed debt supported by
    Ex-Im Bank commitments on its aircraft acquisitions. This represents
    approximately 98% of the Corporation's total long-term debt. See note 7,
    long-term debt, for further detail.

    The following table details the Corporation's contractual maturities for
    its non-derivative and derivative financial liabilities, including those
    designated in an effective hedging relationship, as at March 31, 2009:

    -------------------------------------------------------------------------
                           Carrying    Within     1 - 3    4 - 5      Over
                             amount    1 year     years    years    5 years
    -------------------------------------------------------------------------
    Accounts payable
     and accrued
     liabilities(i)      $   217,951 $ 217,951 $       - $       - $       -
    Long-term debt         1,310,313   165,413   342,127   325,878   476,895
    Fuel derivatives          42,135    33,129     9,006         -         -
    -------------------------------------------------------------------------
    Total                $ 1,570,399 $ 416,493 $ 351,133 $ 325,878 $ 476,895
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    (i) Excludes fuel derivative liabilities of $33,129.

    A portion of the Corporation's cash and cash equivalents balance relates
    to cash collected with respect to advance ticket sales, for which the
    balance at March 31, 2009, was $263,748 (December 31, 2008 - $251,354).
    Typically, the Corporation has cash and cash equivalents on hand to have
    sufficient liquidity to meet its liabilities when due, under both normal
    and stressed conditions. As at March 31, 2009, the Corporation had cash
    on hand of 3.17 times (December 31, 2008 - 3.26 times) the advance ticket
    sales balance.

    The Corporation aims to maintain a current ratio, defined as current
    assets over current liabilities, of at least 1.00. As at March 31, 2009,
    the Corporation's current ratio was 1.24 (December 31, 2008 - 1.25).

    As at March 31, 2009, the Corporation has not been required to post
    collateral with respect to any of its outstanding derivative contracts.

    12. Accumulated other comprehensive loss

    -------------------------------------------------------------------------
                                          Cash flow
                                           hedges -
                           Amortization    foreign     Cash flow
                              of hedge     exchange  hedges - fuel
                            settlements  derivatives  derivatives      Total
    -------------------------------------------------------------------------
    Balance as at December
     31, 2007                 $ (12,020)   $     106    $       -  $ (11,914)
      Amortization of
       settlements                1,400            -            -      1,400
      Unrealized gain (loss)
       on derivatives                 -       10,321      (44,711)   (34,390)
      Tax on unrealized portion       -       (3,097)      13,086      9,989
      Realized gain on derivatives    -       (4,554)           -     (4,554)
      Tax on realized portion         -        1,357            -      1,357
    -------------------------------------------------------------------------
    Balance as at December
     31, 2008                   (10,620)       4,133      (31,625)   (38,112)
      Amortization of
       settlements                  350            -            -        350
      Unrealized gain (loss)
       on derivatives                 -        1,193         (315)       878
      Tax on unrealized portion       -         (283)          32       (251)
      Realized (gain) loss on
       derivatives                    -       (3,283)      11,974      8,691
      Tax on realized portion         -          907       (3,523)    (2,616)
    -------------------------------------------------------------------------
    Balance as at March 31,
     2009                     $ (10,270)   $   2,667    $ (23,457) $ (31,060)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    >>

%SEDAR: 00010649E