Domestic Enplanements. During Fiscal Year 2008-09, total domestic passenger enplanements were 14,003,850, an increase <strong>of</strong> 1.4% compared to Fiscal Year 2007-08. Domestic enplaned passengers for Fiscal Year 2008-09 reflected an increase <strong>of</strong> 77.9% in combined enplanements for Southwest Airlines <strong>and</strong> Virgin America Airlines that exceeded aggregate domestic enplanement declines by the legacy carriers <strong>of</strong> 4.1%. During the first six months (July through December) <strong>of</strong> Fiscal Year 2009-10, domestic enplanements increased by 496,296 (6.1%) compared to domestic enplanements during the first six months (July through December) <strong>of</strong> Fiscal Year 2008-09. Domestic enplaned passengers at the <strong>Airport</strong> during December 2009 were 1,205,993, an increase <strong>of</strong> 6.8%, compared to December 2008. Domestic <strong>and</strong> international enplanements for the 10 most active airlines for Fiscal Year 2004-05 through 2008-09 <strong>and</strong> for the first six months (July through December) <strong>of</strong> Fiscal Year 2008-09 <strong>and</strong> Fiscal Year 2009-10 are shown in the tables on the following pages. (Remainder <strong>of</strong> this Page Intentionally Left Blank) 50
DOMESTIC ENPLANEMENTS BY AIRLINE † (Fiscal Years) % <strong>of</strong> First Six Months (July through December) Airline 2004-05 2005-06 2006-07 2007-08* 2008-09* 2008-09* 2008-09* 2009-10* United Airlines (1) 6,458,884 6,484,061 6,637,448 6,332,254 5,885,426 42.0% 3,029,607 3,134,359 American Airlines (2) 1,571,228 1,691,295 1,734,119 1,751,201 1,676,029 12.0 877,525 856,616 Southwest Airlines (3) – – – 737,484 1,203,425 8.6 570,399 789,050 Virgin America (4) – – – 526,131 1,044,365 7.5 527,251 674,430 Delta Air Lines (5) 926,574 1,003,587 863,454 974,886 901,108 6.4 492,301 479,659 US Airways (6) 486,721 410,163 405,969 726,553 852,915 6.1 454,778 433,406 Continental Airlines 563,361 608,801 647,065 666,619 685,283 4.9 363,995 392,197 Northwest Airlines (7) 550,684 586,412 626,177 618,791 590,711 4.2 315,157 316,785 Alaska Airlines (8) 481,554 480,529 516,549 568,594 480,106 3.4 284,534 258,589 jetBlue Airways (9) – – – 231,871 194,925 1.4 98,357 129,195 America West Airlines (10) 493,556 413,690 466,831 – – – – – Frontier Airlines (11) 151,303 177,698 267,714 – – – – – ATA Airlines (12) 362,997 174,716 – – – – – – AirTran Airways (13) – – 99,266 – – – – – SUBTOTAL 12,046,862 12,030,952 12,265,592 13,108,679 13,514,293 96.5 7,013,904 7,464,286 All others 272,800 312,470 344,382 698,804 489,557 3.5 245,860 241,774 TOTAL 12,319,662 12,343,422 12,608,974 13,807,246 14,003,850 100.0% 7,259,764 7,706,060 Percentage Change __________________ 5.2% 0.2% 2.2% 9.5% 1.4% 6.1% † Restated. * Preliminary. (1) Restated. Data has been restated to include enplanements for Ted, the United Airlines low-fare br<strong>and</strong> <strong>and</strong> SkyWest/United Airlines. On January 6, 2009, United Airlines ceased flying Ted as a separate br<strong>and</strong>. (2) Includes enplanements for American Eagle Airlines, the American Airlines low-fare br<strong>and</strong>. (3) Southwest Airlines reinitiated service at the <strong>Airport</strong> on August 26, 2007. (4) Virgin America initiated service at the <strong>Airport</strong> on August 8, 2007. (5) Restated. Data has been restated to include enplanements for Song, the Delta Air Lines Inc. (“Delta”) low-cost carrier (Fiscal Year 2005-06 only), <strong>and</strong> SkyWest/Delta. For Fiscal Years 2007-08 <strong>and</strong> 2008-09, includes enplanements for Express Jet <strong>and</strong> for Fiscal Year 2008-09, enplanements for Mesaba Airlines, a Delta carrier. In May 2006, Delta ceased flying Song as a separate br<strong>and</strong>. On April 14, 2008, Delta <strong>and</strong> Northwest Airlines Corporation (“Northwest”) announced an agreement to merge the two carriers into a new airline to be called Delta. The merger was approved by Delta <strong>and</strong> Northwest shareholders on September 25, 2008 <strong>and</strong> by the United States Department <strong>of</strong> Justice on October 29, 2008. Northwest continues to be a wholly-owned subsidiary <strong>of</strong> Delta until the FAA certificates <strong>of</strong> the two airlines are combined. Northwest was operated as a wholly-owned subsidiary <strong>of</strong> Delta until December 31, 2009 when the two airlines began operating under a single FAA operating certificate. The reservation systems <strong>of</strong> the two airlines are scheduled to merge on January 31, 2010. (6) Under its plan <strong>of</strong> reorganization, which was effective in September 2005, US Airways created a new subsidiary (“US Airways Group, Inc.”) that merged into America West Holdings Corporation which became a wholly-owned subsidiary <strong>of</strong> US Airways Group, Inc. (7) On April 14, 2008, Delta Air Lines Inc. (“Delta”) <strong>and</strong> Northwest Airlines Corporation (“Northwest”) announced an agreement to merge the two carriers will merge into a new airline to be called Delta. The merger was approved by Delta <strong>and</strong> Northwest shareholders on September 25, 2008 <strong>and</strong> by the United States Department <strong>of</strong> Justice on October 29, 2008. Northwest continues to be a wholly-owned subsidiary <strong>of</strong> Delta until the FAA certificates <strong>of</strong> the two airlines are combined. Northwest was operated as a wholly-owned subsidiary <strong>of</strong> Delta until December 31, 2009 when the two airlines began operating under a single FAA operating certificate. The reservation systems <strong>of</strong> the two airlines are scheduled to merge on January 31, 2010. (8) Restated. Data has been restated to include enplanements for Horizon Air, the Alaska Airlines regional carrier. The decline in domestic enplanements is primarily due to discontinuance <strong>of</strong> service to <strong>San</strong> Diego since October 2007 <strong>and</strong> seat capacity reductions to Los Angeles <strong>and</strong> Portl<strong>and</strong> since November 2007 <strong>and</strong> May 2008, respectively. (9) jetBlue Airways commenced operations at the <strong>Airport</strong> on May 3, 2007. (10) America West Airlines merged into America West Holdings Corporation <strong>and</strong> became a wholly-owned subsidiary <strong>of</strong> US Airways Group, Inc. as part <strong>of</strong> the US Airways plan <strong>of</strong> reorganization. (11) On October 1, 2009, Republic Airways Holdings, Inc. (“Republic”) completed its acquisition <strong>of</strong> Frontier Airlines Holdings pursuant to an auction process in the Frontier Airlines Chapter 11 bankruptcy case. Republic continues to operate the Frontier b<strong>and</strong> as a wholly-owned subsidiary. (12) ATA Airlines filed for bankruptcy protection in October 2004. Effective April 27, 2006 ATA ceased flights at the <strong>Airport</strong> <strong>and</strong> moved its operations to Oakl<strong>and</strong> International <strong>Airport</strong>. All amounts owed by ATA Airlines to the <strong>Airport</strong> were paid in full. (13) AirTran Airways was not one <strong>of</strong> the 10 most active airlines at the <strong>Airport</strong> for Fiscal Years 2003-04 through 2007-08. Source: <strong>San</strong> Francisco <strong>Airport</strong> <strong>Commission</strong>. 51
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SAN FRANCISCO INTERNATIONAL AIRPORT
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2010A BONDS MATURITY SCHEDULE The i
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Information Provided by the Commiss
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Introduction APPENDIX B INFORMATION
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APPENDIX C SUMMARY OF CERTAIN PROVI
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Closing Date means the date upon wh
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Interest Payment Date means each da
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the Trustee for cancellation; (b) B
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payment agreement with the United S
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Special Facility means any existing
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Revenue Fund; Allocation of Net Rev
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Moneys in the respective accounts i
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Investments are allocated. Amounts
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Subordinate Bonds The Commission ma
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act or thing the effect of which wo
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filing of any such petition or to t
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moneys, funds and properties pledge
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The recitals, statements and repres
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The Trustee or the Paying Agent, as
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to or greater than the Credit Facil
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(a) such 2010A Bonds sold by the Re
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The Remarketing Agent The Remarketi
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APPENDIX D SUMMARIES OF CERTAIN PRO
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computations made in accordance wit
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APPENDIX E SUMMARY OF CERTAIN PROVI
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statement, it must be available fro
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Duties, Immunities and Liabilities
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APPENDIX F INFORMATION REGARDING TH
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Ambac Assurance’s consolidated fi
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Capitalization of AGM At September
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The available amount of each MBIA s
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complaint also alleges that certain
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APPENDIX G PROPOSED FORM OF OPINION
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APPENDIX H JPMORGAN CHASE BANK, NAT
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The Available Amount (as hereinafte
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JPMorgan Chase Bank, National Assoc
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JPMorgan Chase Bank, National Assoc
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JPMorgan Chase Bank, National Assoc
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IN WITNESS WHEREOF, this Certificat
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(ii) $_______________________ is de
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IN WITNESS WHEREOF, this Certificat
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IN WITNESS WHEREOF, this Certificat
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The undersigned Transferor acknowle
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The Bank of New York Trust Company,
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JPMorgan Chase Bank, National Assoc
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The Bank of New York Trust Company,