FIRST AMENDMENT TO CREDIT AGREEMENT

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is entered into as of August 30, 2012 by and among ALASKA AIRLINES, INC., an Alaska corporation (the “Borrower”), CITIBANK, N.A., as Administrative Agent and as a Lender, and the other Lenders signatory hereto.

WHEREAS, Borrower, the Administrative Agent and the other Lenders from time to time party thereto are parties to that certain Credit Agreement dated as of March 31, 2010 (as amended, restated, supplemented or modified from time to time, the “Credit Agreement”; unless otherwise defined herein, capitalized terms used herein that are not otherwise defined herein shall have the respective meanings assigned to such terms in the Credit Agreement); and

WHEREAS, Borrower has requested that the Administrative Agent and Lenders amend certain provisions of the Credit Agreement, and, subject to the satisfaction of the conditions set forth herein, the Administrative Agent and the Lenders signatory hereto are willing to do so, on the terms set forth herein.

NOW, THEREFORE, in consideration of the mutual agreements, provisions and covenants contained herein, the parties agree as follows:

1. Amendments to Credit Agreement. Upon satisfaction of the conditions set forth in Section 2 hereof, the Credit Agreement is hereby amended as follows:

a. Section 1.01 of the Credit Agreement is hereby amended by amending and restating the following defined terms to read in their entirety as follows:

“Applicable Rate” means the following percentages per annum:

“Maturity Date” means August 30, 2015.

b. Section 1.01 of the Credit Agreement is hereby further amended by inserting the following new defined term in its alphabetical order, which shall read in its entirety as follows:

“First Amendment Date” means August 30, 2012.

c. Section 3.04 of the Credit Agreement is hereby amended by inserting the following new subsection (e) therein, which shall read in its entirety as follows:

“(e) Dodd-Frank/Basel III. Notwithstanding anything herein to the contrary, (i) the Dodd-Frank Wall Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (ii) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the

Basel Committee on Banking Supervision (or any successor or similar authority) or the United States of America or foreign regulatory authorities, in each case in respect of this clause (ii) pursuant to Basel III, shall, in each case, be deemed to be a Change in Law (to the extent such Change in Law is applicable under Section 3.04 or the definition of the term “Excluded Taxes”), regardless of the date enacted, adopted or issued.”

f. The Credit Agreement is hereby further amended by inserting the following new Section

10.19 therein, which shall read in its entirety as follows:

“10.19 Lender in Individual Capacity. Any Lender and its respective Affiliates may make loans to, issue letters of credit for the account of, accept deposits from, and generally engage in any kind of banking, trust, financial advisory, underwriting, or other business with Borrower or its Affiliates or Subsidiaries and any other Person party to any Loan Documents as though such Lender were not a Lender hereunder and, in each case, without notice to or consent of the other Lenders or the Administrative Agent hereto. Other Lenders and the Administrative Agent acknowledge that, pursuant to such activities, such Lender and its respective Affiliates may receive information regarding Borrower or its Affiliates or Subsidiaries or any other Person party to any Loan Documents that is material and subject to confidentiality obligations in favor of such party, and the other Lenders and the Administrative Agent acknowledge that, in such circumstances, such Lender shall not be under any obligation to provide such information to them.”

g. Schedule 10.02 to the Credit Agreement is amended and restated to read in its entirety as Schedule 10.02 attached hereto.

2. Conditions. The effectiveness of this Agreement is subject to the satisfaction of the following conditions precedent:

amendment fee in an amount equal to 0.50% of each such Lender’s Commitment, which amendment fee shall be fully earned when paid and shall be nonrefundable for any reason whatsoever;

3. Representations and Warranties. Borrower hereby represents and warrants to the Administrative Agent and each Lender as follows:

a. the execution, delivery and performance by Borrower of this Agreement have been duly authorized by all necessary corporate or other organizational action, and do not and will not:

(i) contravene the terms of Borrower’s Organization Documents;

(ii) conflict with or result in any breach or contravention of, or the creation of any Lien under, or require any payment to be made under (A) any Contractual Obligation (other than the Loan Documents) to which Borrower is a party or affecting Borrower or the properties of Borrower or any of its Subsidiaries or (B) any order, injunction, writ or decree of any Governmental Authority or any arbitral award to which Borrower or its property is subject; or

(iii)violate any Law.

e. no Default or Event of Default exists or would result from the transactions contemplated by this Agreement.

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