NYTimes.com Article: From Aw-Shucks to Cutthroat: Southwest's Ascent

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>From Aw-Shucks to Cutthroat: Southwest's Ascent

December 26, 2004
 By MICHELINE MAYNARD





STILL think of Southwest Airlines as a folksy company whose
employees dress in golf shirts and tell jokes? Don't tell
its competitors.

Southwest's victory last week in the battle for some assets
of a bankrupt rival, ATA Airlines, revealed an aggressive
new stance at the airline. Already the largest low-fare
airline in the United States, Southwest is on a path to
becoming the industry's most influential company, something
its traditional competitors might never have envisioned.

Leading the charge is Southwest's feisty new chief
executive, Gary C. Kelly, a Porsche-driving accountant with
a sharp strategic focus. In less than six months on the
job, Mr. Kelly, 50, has shown the potential to put as great
a stamp on Southwest as its flamboyant chairman and
co-founder, Herbert D. Kelleher Jr.

"It's a good start for anybody," Mr. Kelleher said of Mr.
Kelly's short tenure.

Besides winning his bid for ATA, Mr. Kelly has rapidly
expanded Southwest's flights in Philadelphia, where it
started service only last May but may have already driven a
lethal stake into the heart of US Airways, which uses
Philadelphia as one of its three hubs.

He also has decided to take on the industry's biggest
airline, American, to try to do away with Congressional
limits on the places that airlines may fly from Love Field
in Dallas, Southwest's home base. American is based at the
Dallas-Fort Worth International Airport, about 11 miles
away.

Alfred E. Kahn, who ran the old Civil Aeronautics Board
when it deregulated airlines in 1978, said he was impressed
with Southwest's latest moves. The deal with ATA "makes
them even more formidable," said Mr. Kahn, an emeritus
professor at Cornell University. The expansion in
Philadelphia, he added, moved US Airways from "the frying
pan into the fire."

Southwest will carry the most passengers in the United
States this year, eclipsing Delta Air Lines, and it is
expected to be the only major airline to make money in
2004, with an anticipated profit of about $335 million,
rising to $430 million in 2005. Over all, the industry is
set to lose a collective $5.5 billion this year.

Mr. Kelly says that all the moves are in line with a
long-held strategy of constant growth at Southwest, the
nation's sixth-largest airline, after American, United,
Delta, Continental and Northwest. "Either you respond, or
you miss the opportunity," he said, though he was quick to
avoid taking too much credit. Since he took charge, he
said, "I don't think there is anything different about
Southwest or its leaders."

What is different about Southwest, compared with its
rivals, is its balance sheet. It has $2 billion in cash on
hand, and debts totaling about $1.9 billion; by comparison,
Delta has about $1.45 billion in cash and $20 billion in
debt. As a result, Southwest's $12 billion market
capitalization is five times greater than any other
airline.

Financial nimbleness has also played a role. While this
year's spike in jet fuel prices played havoc with earnings
projections at other airlines, for example, Southwest has
stayed in the black. An important reason is that Mr. Kelly,
in his previous job as chief financial officer, arranged
hedging contracts to lock in lower prices.

With its debts and costs under control and its revenues
recovering from the post-Sept. 11 slump, Southwest has the
only investment-grade debt rating of any of the airlines
tracked by Standard & Poor's. And it has 37.9 percent more
cash than Delta, which used Southwest as a model for its
recently drafted restructuring plan.

"Southwest never bleeds cash," said Delta's chief financial
officer, Michael J. Palumbo. No matter the decision, he
said, Southwest calculates the break-even point between its
costs and its likely revenues. "They doggedly and with an
incredible amount of discipline execute that, before they
become the vicious competitor that they are" in any area,
he said.

EASIER to do, perhaps, given that Southwest flies only one
kind of aircraft, the Boeing 737, and does not serve
destinations outside the United States, while Delta flies
12 kinds of aircraft made by four suppliers and has dozens
of international routes.

But unlike Delta, which is still coming to grips with the
high costs left from its past, Mr. Kelly need only worry
about Southwest's future. The latest step came with the
contest for the cream of ATA's assets, which Southwest won
with its $117 million bid, besting a $90 million offer by
AirTran Airways, another low-fare airline.

Under the deal, Southwest will get six of ATA's 14 gates at
Chicago Midway Airport, giving it 25 of the airport's 43
gates. Southwest will set up a code sharing arrangement
with ATA on some of its domestic flights, and will take a
27.5 percent stake in the airline once it emerges from
bankruptcy.

J. George Mikelsons, the founder and chief executive of
ATA, lauds the deal even though it means he will have to
step aside. Because of its financial clout, "When Southwest
picks up the phone, people listen," Mr. Mikelsons said.

That was painfully apparent to AirTran, which had agreed to
buy all of ATA's Chicago gates, plus its operations in New
York and Washington. AirTran said Southwest's efforts,
particularly its lobbying of government officials in
Washington, were "a clever trick" to win dominance at
Midway.

David G. Neeleman, the chief executive at JetBlue Airways
and a former executive with Southwest, said he saw nothing
wrong with Southwest's tactics. "If I were Southwest, I
would have done exactly the same thing," said Mr. Neeleman,
whose airline did not bid on ATA.

MR. KELLY was appointed chief executive last July with no
warning. His predecessor, James F. Parker, had hit an
impasse in talks with the airline's flight attendants after
two years. Mr. Kelleher stepped in and quickly reached a
settlement. Soon after, Mr. Parker stepped down, replaced
by Mr. Kelly, who had been the chief financial officer
since 1989.

While the path from chief financial officer to chief
executive has been common in the airline industry, Mr.
Kelly's appointment raised some eyebrows. Promoting Mr.
Kelly was "exactly the wrong move for Southwest," Marc
Lewis, president of Morgan Howard Worldwide, an executive
search firm, said at the time. He said the company needed a
"marketing and strategy superstar" like Louis V. Gerstner,
the former chief executive at I.B.M.

But Mr. Kelleher said Southwest had made sure that Mr.
Kelly, the son of a San Antonio Porsche distributor,
received assignments beyond finance. "If you're talking
about getting a panoramic view of the company, Gary's had
that," Mr. Kelleher said.

Mr. Kelly has already followed in Mr. Kelleher's footsteps
in a couple of ways. Last Halloween, he dressed up as Gene
Simmons from the rock band Kiss, updating Mr. Kelleher's
affinity for Elvis. Mr. Kelleher also tutored him in
government relations, lessons that Mr. Kelly recently put
to good use.

Weeks before the auction for ATA's assets, Mr. Kelly led a
Southwest team to Washington to meet with staff members and
advisers of the federal Air Transportation Stabilization
Board. Support from the loan board was vital, because ATA
owes it $140 million on a bailout package granted after the
Sept. 11 terrorist attacks. Bypassing an elaborate
presentation, Mr. Kelly spoke from his own notes, outlining
the advantages of Southwest's case.

Once the auction began, Mr. Kelly spent three days at the
offices of Baker & Daniel, ATA's Indianapolis law firm, and
in the Canterbury Hotel across the street, breaking only
for seafood dinners each night at 11 o'clock. His
determination paid off when AirTran conceded to Southwest
on Dec. 16. Mr. Kelly said he preferred not to delegate
such matters. "These deals take unusual twists and turns,"
he said.

That is bound to be the case in Southwest's battle next
year to overturn the Wright Amendment, named for former
House Speaker Jim Wright, a Texas Democrat, which imposes
limits on passenger air travel out of Love Field.
Originally meant to encourage airlines to relocate to the
Dallas-Fort Worth International Airport after it opened in
1974, the law has become a noose around Southwest, which
can fly to only eight states from Love Field.

American, backed by the cities of Dallas and Fort Worth,
has already begun lobbying on Capitol Hill to keep the
amendment in place. Industry experts say the matchup, which
has gripped Dallas, could make the ATA tussle look like a
schoolyard fist fight.

That could mean a different Christmas card choice next year
for Mr. Kelly. This year he chose a white dove with an
olive branch in its beak.

http://www.nytimes.com/2004/12/26/business/yourmoney/26luv.html?ex=1105086880&ei=1&en=c20cc761d365ecd6


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