SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Van de Ven Michael G

(Last)

(First)

(Middle)

2702 LOVE FIELD DRIVE

(Street)

DALLAS

75235

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/17/2005

3. Issuer Name and Ticker or Trading Symbol
SOUTHWEST AIRLINES CO [ LUV ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP- Aircraft Operations

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,469.5679	I	Profit Sharing⁽¹⁾
Common Stock	15,008	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Transaction	01/23/1999	01/23/2008	Common Stock	5,918⁽²⁾	$7.87	D
Transaction	01/23/2000	01/22/2009	Common Stock	3,945⁽²⁾	$11.72	D
Transaction	01/19/2001	01/19/2010	Common Stock	2,630⁽²⁾	$10.35	D
Transaction	⁽³⁾	01/19/2010	Common Stock	29,625⁽²⁾	$10.35	D
Transaction	01/19/2001	01/19/2010	Common Stock	1,515⁽⁴⁾	$10.35	D
Transaction	12/31/2001	12/31/2010	Common Stock	75⁽⁴⁾	$22.8	D
Transaction	02/15/2002	02/15/2011	Common Stock	4,000⁽⁴⁾	$21.3	D
Transaction	⁽³⁾	06/19/2011	Common Stock	5,600⁽⁵⁾	$17.11	D
Transaction	06/19/2002	06/19/2011	Common Stock	900⁽⁴⁾	$17.11	D
Transaction	01/01/2003	01/01/2012	Common Stock	1,942⁽⁴⁾	$18.73	D
Transaction	01/18/2003	01/18/2012	Common Stock	2,933⁽⁴⁾	$17.78	D
Transaction	01/18/2003	01/18/2012	Common Stock	1,467⁽⁴⁾	$17.78	D
Transaction	01/02/2004	01/02/2013	Common Stock	75⁽⁴⁾	$14.03	D
Transaction	01/23/2004	01/23/2013	Common Stock	1,914⁽⁴⁾	$13.19	D
Transaction	01/23/2004	01/23/2013	Common Stock	3,286⁽²⁾	$13.19	D
Transaction	01/05/2005	01/05/2014	Common Stock	750⁽⁴⁾	$15.91	D
Transaction	01/23/2005	01/23/2014	Common Stock	3,400⁽⁴⁾	$15.51	D
Transaction	⁽³⁾	01/23/2014	Common Stock	3,200⁽⁶⁾	$15.51	D
Transaction	09/01/2005	09/01/2014	Common Stock	233⁽⁴⁾	$14.75	D
Transaction	⁽³⁾	09/01/2014	Common Stock	2,807⁽⁷⁾	$14.75	D
Transaction	⁽³⁾	01/20/2015	Common Stock	3,335⁽⁸⁾⁽¹⁰⁾	$14.25	D
Transaction	⁽³⁾	01/20/2015	Common Stock	4,255⁽⁹⁾	$14.25	D
Transaction	01/20/2006	01/20/2015	Common Stock	750⁽⁴⁾	$14.25	D
Transaction	⁽³⁾	11/17/2015	Common Stock	349⁽¹⁰⁾	$16.18	D
Transaction	⁽³⁾	11/17/2015	Common Stock	3,151⁽¹¹⁾	$16.18	D

Explanation of Responses:

1. These shares were acquired pursuant to Southwest Airlines Co. ProfitSharing Plan in a transaction exempt from Rule 16(a)-3(f)(1)(B). The information reported herein is based on a plan statement dated as of 11/13/2004.

2. Options granted from 1996 ISO Plan.

3. Options are exercisable as follows: 11,420 on 1/19/2000; 3,832 on 1/19/2006; 4,311 on 1/19/2007; 4,791 on 1/19/2008; and 5,271 on 1/19/2009.

4. Options granted from 1996 NQ Plan.

5. Options are exercisable as follows: 1,100 on 6/19/2002; 700 on 6/19/2006; 800 on 6/19/2007; 1,000 on 6/19/2009; and 1,100 on 6/19/2010.

6. Options are exercisable as follows: 1,000 1/23/2004; and 2,300 exercisable on 1/23/2006.

7. Options are exercisable as follows: 187 on 9/1/2006; 234 on 9/1/2007;' 281 on 9/1/2008; 327 on 9/1/2009; 374 on 9/1/2010; 421 on 9/1/2011; 468 on 9/1/2012; and 515 on 9/1/2013.

8. Options are exercisable as follows: 805 on 1/20/2006 and 2,530 on 1/20/2007.

9. Options are exercisable as follows: 2,530 on 1/20/2006 and 1,725 on 1/20/2006.

10. Options are exercisable as follows: 107 on 11/17/2005: 162 on 11/17/2006; and 80 on 11/17/2007. 1/20/2005 and 1,725 on 1/20/2006.

11. Options are exercisable as follows: 135 on 11/17/2007; 269 on 11/17/2008; 323 on 11/17/2009; 377 on 11/17/2010; 432 on 11/17/2011; 485 on 11/17/2012; 538 on 11/17/2013; and 693 on 11/17/2014.

	/s/ Deborah Ackerman on behalf of and attorney-in-fact for Michael G. Van De Ven	11/21/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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