Southwest Airlines Company (LUV)

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On August 7, 2006, Southwest Airlines Co. announced that Mike Van de Ven, currently Executive Vice President of Aircraft Operations, will become the Company’s new Executive Vice President and Chief of Operations, effective Sept. 1, 2006. As Executive Vice President and Chief of Operations, Van de Ven, 44, will oversee all operating departments at Southwest Airlines, including Ground Operations; Inflight and Provisioning; Flight Operations; Maintenance and Engineering; Flight Dispatch; and Safety, FAA Airport Security, and Environmental Services. Mr. Van de Ven has worked for Southwest Airlines Co. for more than the past five years.

The press release issued in connection with this announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On May 17, 2006, Rollin W. King and June M. Morris retired from the Company's Board of Directors pursuant to the Bylaws of the Company, which provide for a mandatory retirement age of 75 for members of the Board of Directors other than the Chairman of the Board. Mr. King had served on the Company's Board since 1967 and Mrs. Morris had served on the Board since 1994.

SIGNATURES

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