FOR THE YEAR ENDED DECEMBER 31, 1949 C* S, ___ .....,..) CHICAliD AND SOIJTHERN* AIR LINES, 1wc. ROUTE MILES IN OPERATION. 5 , 0 0 0 - - - - - - - - - - - 4 , 0 0 0 - - - - - - - - - - - 5 , 0 0 0 - - - - - - - - - - 2 , 0 0 0 - - - - - - - - 1,000-- MILLIONS OF a-REVENU PLANE MILES 6 - - - - - - - - - 4 - - - - - - - - TOTAL 5,749 1958 '59 '40 '41 '42 '45 '44 '45 '46 '47 '48 '49 2,959 INTEU- NATIONAL CHICAGO AND SOUTHERN AIR LINES, INC. Municipal AirportMe.rnphis 2, Tennessee CARLETON PUTNAM SIDNEY A STEWART CHAIRMAN OF THE BOARD PRESIDENT REPORT TO THE STOCKHOLDERS Your Company's operating profit for 1949 was $1,165,060 com- pared to $889,338 for 1948. Income taxes amounted to $463,000 for 1949 compared to $210,000 for 1948 with the result that net earnings were $630,087, slightly less than the net profit of $639,477 in 1948. Lower taxes in 1948 were due to carry-over tax credits from previous years which were not exhausted until August 1948. A dividend of 35 cents per share was paid on October 1, 1949- the first since 1945. The total amount of the dividend paid to the 2,795 stockholders owning 509,326 shares was $178,264. During the year your Company felt increased competition from other air lines having more modern equipment. This was noticed primarily on our long-haul segments. An intensive sales campaign was put into effect during the year to offset this development. Sales representatives were stationed in New York, Dallas and Los Angeles and a more comprehensive advertising campaign was inaugurated. At the same time increased efforts were made to reduce costs. As a result seat mile costs were reduced by 7.1 % in spite of higher wage rates and gasoline prices as well as increased cost of materials and other services. In September an order was placed with Lockheed Aircraft Corporation for five of the latest type Constellations. This new equipment, the first of which will be delivered in the early fall of 1950, should permit your Company to regain its share of the long- haul competitive business. In June 1949 your Company increased the number of trips to Kingston and Caracas from four to seven per week. These and other schedule changes increased revenue miles flown in 1949 by 17.9% over 1948. 1 2 Personnel relations remained on an excellent basis as evidenced by the very low rate of turnover experienced in 1949. This is also reflected in the friendly and cooperative spirit of our employees which contributed greatly to the success of our sales efforts as well as to the service to the public. There is every indication that business on your Company's do- mestic system will be equally as good, if not better, in 1950 than it was in 1949. The oil industry in Venezuela is slowing up materially which will have an adverse effect on international traffic. However, the faster service which your Company will be able to provide when the Constellations are in service should offset to some degree this decline in business activity. During 1949 the air lines established the finest safety record in the history of the industry. The record, domestically and inter- nationally, shows one fatality for every 100,000,000 passenger miles. Your Company is entering its 14th year without injury to passenger or crew. Flight delays have always been a major problem to the air lines and to the traveling public. It is gratifying to report that during 1949 your Company decreased controllable delays 41 % at domestic stations in the face of a 5 % increase in flight departures. With this record of safety and reliability your Management be- lieves that air travel will continue to increase and that Chicago and Southern will get its proportion of the business. By authority of the Board of Directors, Chairman of the Board cS7A.0~ President March 10, 1950 * --------C* __ ~> HIGH IGHTS FOR TH YEAR 1949 * PAID A DIVIDEND-THE FIRST PAYMENT SINCE 1945- AMOUNTING TO 35 CENTS PER SHARE. REDUCED SEAT MILE COSTS IN SPITE OF HIGHER WAGE RATES AND HIGHER COST OF MATERIALS AND SUPPLIES. INCREASED NUMBER OF MILES FLOWN WITH SLIGHT REDUCTION IN NUMBER OF EMPLOYEES. INAUGURATED DAILY SERVICE TO CARACAS. ORDERED FIVE NEW TYPE CONSTELLATIONS, THREE OF WHICH WILL BE DELIVERED IN 1950. ~ IMPROVED ON-TIME OPERATIONS. ~ ACHIEVED ANOTHER YEAR OF PERFECT SAFETY. 3 OPERA N REVEN E THOUSANDS OF 4 FINANCIAL REPORT Your Company's net profit for the year 1949 was $630,087, equivalent to $1.24 a share on the capital stock after provision for state and federal income taxes of $463,000. This compares with a net profit for 1948 of $639,477, or $1.26 a share after taxes of $210,000. Your Company's tax liability for 1948 was reduced approximately $138,000 by the carry-over of losses from prior years. Without this tax benefit net income for 1948 would have been $501,477, or 98 cents a share on the capital stock. Operating revenues increased from $10,452,852 in 1948 to $12,368,524 in 1949, a gain of 18.3 %, while operating expenses in- creased 17.1 %. Operating profit was thus raised 31.0% from $889,338 to $1,165,060. Passengers and excess baggage accounted for 69.2% of total operating revenues in 1949, a small increase over the 1948 per- centage, while mail pay declined slightly to 26.7% of the total. On your Company's domestic system, seat mile costs were re- duced from 4.16 cents in 1948 to 3.86 cents in 1949, and at the same time the yield from passenger fares rose from 5.78 cents to 5.92 cents per passenger mile. The break-even load factor (based on passenger fares alone and before taking credit for any of the revenues derived from freight, express, mail, or excess baggage) was thus lowered from 72.0% in 1948 to 65.2% in 1949. The actual load factor fell three percentage points from 56.4% to 53.3 %. Revenue plane miles flown on domestic routes increased from 7,095,703 in 1948 to 7,497,306 in 1949 and the ton miles of mail car- ried rose from 481,732 to 520,462. For this increased volume of service in 1949 your Company received less mail pay than in 1948 ($1,800,384 against $1,891,989), thus reducing the plane mile mail rate from 26.7 to 24.0 cents and the ton mile rate from $3.93 to $3.46. Your Company carried more ton miles of domestic cargo in 1949 than in 1948, but received less revenue for this service as a re- sult of the shift of a substantial volume of cargo traffic from air express to air freight at the cheaper rate. On your Company's international system, seat mile costs were reduced from 4.55 cents in 1948 to 4.09 cents in 1949. For the last six months of 1949, the seat mile cost was 3.92 cents and the passenger mile yield was 7.42 cents, giving a break-even load factor of 52.8% on passenger revenue alone. This is the lowest break-even load factor NET OME THOUSANDS F DOLLARS 5 NETW THOUSANDS OF 6 for foreign operations of any American flag carrier. The actual pas- senger load factor for the year 1949 was 32.7%. At this level of operations, many more passengers could be carried with relatively little added cost and most of the additional revenue would be re- flected in operating profit. Revenue plane miles flown on your Company's Caribbean routes increased from 806,480 in 1948 to 1,816,862 in 1949, passenger miles and passenger revenues more than doubled, and the volume of mail carried went up three-fold. The number of domestic passengers carried in 1949 was 313,603, as compared with 282,010 in 1948, but the average length of each passenger's trip fell from 37 5 miles to 343 miles. On international flights the number of passengers increased from 15,472 in 1948 to 23,481 in 1949 and the average passenger haul went up from 853 to 1,164 miles. Your Company's balance sheet at December 31, 1949, showed cash and Government securities of $3,345,168, exceeding total liabil- ities of $1,732,236 by $1,612,932, which was equivalent to $3.17 a share of the capital stock. Accounts receivable were $1,018,954, amounting to an additional $2.00 a share. Most of these receivables represented current mail pay due from the United States Post Office and traffic balances against other air lines which are settled monthly. Flight equipment, consisting of twelve DC-3's and six DC-4's which cost $4,426,909 including spares, was depreciated to a net value of $735,010. All aircraft were wholly owned and fully paid for, and your Company had no outstanding bonds, bank loans, or preferred stock. Ramp, shop, hangar and office equipment costing $1,101,747 was depreciated to a net value of $448,504. The advance payment of $1,125,000 shown under "Other Assets" represented a down payment made to Lockheed Aircraft Corporation when the contract was signed for five new model 649 Constellations. All route development, advertising, promotional, and training costs were written off as incurred and no expenses of this kind were deferred as charges against future operations. Franchises and good- will were carried at the nominal value of $1. Out of the net income of $630,087 for 1949 a cash dividend of $178,264 was paid to stockholders on October 1, 1949, and the re- maining $451,823 was added to earned surplus, increasing the net book value of your Company's stock from $9.83 to $10.71 a share. 4.59 5.98 4.50 4.26 4.87 5.84 5.70 5.61 5.55 4.65 4.15 4.70 4.09 .60 .55 ( .14) .oo .98 .06 .29 .27 (.51) (.11) .54 4.65 5.20 4.84 4.55 .65 REVENUES EXPENSES PROFIT or (LOSS) REVENUES PROFIT or (LOSS} 7 ~ -~-s ... \.. .... , Simplified Comparative Income and Expenditure Statements FOR THE YEARS ENDED DECEMBER 31, 1949 AND 1948 1949 1948 Amount Per$100 Amount Per $100 of Re'Venue of Revenue PASSENGERS ........ . ........ $ 8,560,862 $ 69.21 $ 7,197,189 $ 68.86 UNITED STATES MAIL ......... 3,305,090 26.72 2,801,599 26.80 EXPRESS AND FREIGHT ......... 429,156 3.47 378,384 3.62 OTHER SOURCES ............ 73,416 .60 75,680 .72 Total .......... $12,368,524 $100.00 $10,452,852 $100.00 a Net Income of ...... $ 630,087 $ 5.09 $ 639,477 $ 6.12 p AID IN DIVIDENDS ........... $ 178,264 $ 1.44 None None RETAINED IN THE BUSINESS .. . . 451,823 3.65 $ 639,477 $ 6.12 OPEHA TIONS DOMESTIC O RATIONS During 1949 the performance factor on your Company's domes- tic system was 96.8 % compared to 96.5 % for 1948. This small im- provement in performance does not, however, reflect the major re- duction in controllable delays achieved during the year. Despite a 5 % increase in flight departures, from 42,062 in 1948 to 44,245 in 1949, controllable delays were reduced 41 %, from 1,892 to 1,108. In 1949 service was inaugurated to Pine Bluff, Arkansas; and permission was obtained from the CAB to omit Peoria and Spring- field, Illinois, from your Company's routes. Peoria was an unprofit- able stop and Springfield has not been served recently by C&S. Revenue passenger miles increased 1.6% in spite of increased competition from new equipment operated by other air lines in this area w}:iich affected your Company's long-haul business adversely. It is confidently expected that this traffic can be regained by your Company when its new Constellations are put into service. Comparative statistics for your Company's domestic system for the years 1946 to 1949, inclusive, are shown on page 16. DO OPERATING STIC VENUES 6 E PRESS, ff AND OTHER AIL 9 IONAL OPERATIONS INTERN TI OPER TI BEV U In June 1949 your Company increased the number of trips to Kingston and Caracas from four to seven per week. This increased service was primarily responsible for the 125 % increase in the inter- national plane miles flown in 1949 over 1948. The daily service has put your Company in a substantially better competitive position with other air lines operating in this territory and has permitted it to ob- tain a higher percentage of the available passenger business as well as to carry a larger volume of freight and mail. Due to a recession in the Venezuelan economy during the latter part of 1949, revenues from your Company's international operations have not been as satisfactory as had been anticipated, and it appears that this trend may continue unless there is an improvement in the outlook for the all-important oil industry in Venezuela. On the other hand, sales of all-expense tours to Cuba and J a- maica have made a major contribution to your Company's interna- tional revenues. Intensive promotional work and sales effort resulted in the sale of 2,680 of these cruises in 1949 compared with 2,136 in 1948, an increase of 25 % . Other air lines have in- troduced similar tours to Miami which has resulted in more intensive compe- tition for this class of busi- ness, and the inauguration of coach flights from Chi- cago to Miami has also proved highly competitive. Your Company's new Con- stellation service is looked to as an offset to these devel- opments. Comparative statistics for your Company's interna- tional system are shown on page 16. Domestic mait pay is being received under a final rate order issued by the CAB on July 28, 1948. Under this order domestic mail pay for 1949 averaged 24.0 cents per plane mile. International mail pay is being received under temporary rate orders issued by the CAB on March 20, 1947 and May 6, 1948. The rate varies with miles scheduled. International mail pay received in 1948 was at the aver- age rate of $1.13 per plane mile. In 1949 the average rate was 83 cents per plane mile and the current rate is now 70 cents per plane mile due to the larger number of miles being flown. These interna- tional mail rates are temporary and subject to retroactive adjustment from the beginning of foreign service on November 1, 1946. The final rate may be either higher or lower than the temporary rates. It is interesting to note that the ton-mile cost to the Government of transporting mail on your Company's domestic system declined 12 % between 1948 and 1949, and 25 % between 1946 and 1949. On your Company's international system the decline was 49% and 77%, respectively. Under these circumstances it is not felt that any fears are war- ranted concerning the participation of the Government in the further development of your Company's routes, either domestically or inter- nationally. Your Company at present operates six DC-4 and twelve DC-3 aircraft. The DC-3's have been depreciated to a residual value of '$3,000 each and the DC-4's will be depreciated to $30,000 each by June 30, 1950. To meet increased competition an order was placed in September 1949 for five of the latest type Constellations at a cost, including spares, of approximately $5,500,000. Your Company an- ticipates that it will be able to pay for three of these aircraft from its cash reserves. The last two, which will be delivered in the early spring of 1951, will be financed by a bank loan. No difficulty is an- ticipated in making satisfactory arrangements for this loan. Your Company plans to sell the majority of its DC-4's after the Constella- tions have been received. MAI EQU 11 Chicago's Downtown Ticket Office is at 65 E. Monroe Street In St. Louis the C&S Ticket Office is in the Hotel Statler Kansas Citians Are Familiar with C&S at Hotel Muehlebach Houston, Texas, is C&S Aerial Gateway to all Latin America 12 TROIT(j GHIGAGO,n,: . /~oLEoo jl ,.f OFT. WAYNE sT ~RE crj 1NrnANAI1ous I\ANSAs., .. rnriis 1~:~E 1 CITY.... ~-.. 0 EVANSVILLE ' -., I SPRINGFIELDO- l~;PADUCAH ~ .... MEMPHIS LITTLE ROCK Q---- HOT SPRINGSQ~QPINE~ f 'UFF Q GREENWOOD OEL '\ DORADO O JACKSON SHREVEPORT0li \._ , ,.- 08:EMti~ n!O HOUSTON(.~~ * Moisant International Airport in New Orleans, Louisiana I n Havana, Cuba, the C&S Ticket Office is "Located on The Prado Hot Springs, Ark., a National Park and Famous Health Spa C&S Headquarters in Caracas, F enezuela, Near Plaza Bolivar 13 PERSONNEL OF CHICAGO SOUTHER 14 PERSONNEL Your Company's employee termination rate dropped to an av- erage of 1.59% per month for the year 1949. This compares with what is considered a normal turnover ratio of 3 % for industry in gen- eral. This stable working force is indicative of the high morale of your Company's personnel. Wages and salaries amounting to $5,082,442 were paid in 1949 and the total number of employees at the end of the year was 1,345. In 1949 your Company offered a program in the principles and methods of supervision to its first line of management personnel. In addition, training facilities were offered to other groups of employees. Your Company carried on collective bargaining with six unions during the year without incident or work stoppage. It granted an improved sick leave policy and continued other personnel benefit programs. These included free and reduced rate transportation, paid holidays and vacations, Credit Union sponsorship, and a comprehen- sive group insurance plan. An employee-edited house organ, "Sky Steps," was published monthly. PUBLIC RELATIONS Newspapers, magazines, radio, direct mail and posters were used during 1949 to advertise the services of your Company to the public. In addition, news-worthy information regarding the affairs of Chicago and Southern appeared in daily newspapers and national magazines throughout this country, Cuba, Jamaica and Venezuela. Nine radio stations in as many cities used the aviation news programs prepared by your Company as a weekly public service feature, with C&S traffic managers acting as commentators. STOCKHOLDERS Your Company had 2,795 stockholders residing in 39 states, the District of Columbia, and the Canal Zone. On September 20, 1949, the average holding was 182 shares and 79% of the stockholders owned 100 shares or less. The holdings of 2,674 stockholders were registered directly in the names of individuals on the books of the Company. NERS OF ICAGO AND UTHERN 15 COMPARA IVE OPERA ING STATIS ICS 16 CHICAGO AND SOUTHERN AIR LINES, INC. DOMESTIC Operating Revenue Passenger and excess baggage . . .. . .. ... . United States Mail ... ....... . ....... .. . Express and freight .. . .. . ... . . .. . .. . . . . Miscellaneous . . . . ...... . . . .. . . . . . . ... . Total Operating Revenues . ..... . . .. .. .. . . Total Operating Expenses . .... . . .. ...... . Operating Profit or Loss* ... .. . . .. . . . .. .. . Other Deductions (net) ..... . . . ......... . Provision for Federal and State Income Taxes Net Income or Loss* Operating Revenue Passenger and excess baggage ... .. ... .. . United States Mail .. . .... . ...... . .. .. . Express and freight . .. . . . .... . .. . ..... . Miscellaneous . . ............... .. .. ... . . Total Operating Revenues ..... . . . ... .... . Total Operating Expenses . . .. . ....... ... . Operating Profit or Loss* .. .. . . . . ... .... . . Other Deductions (net) . . .... . ...... . .... . Provision for Federal and State Income Taxes Net Income or Loss* . ....... ... . .. .... . . . INTERNATIONAL Operating Revenue Passenger and excess baggage ....... .. . . United States Mail ......... . . ... .. ... . . Express and freight . . . . . .. .. . . . . ... .. . . Miscellaneous .... .... ... ...... . ... . ... . Total Operating Revenues . ......... . .. . . . Total Operating Expenses . ... . ... . ... . .. . . Operating Profit or Loss* .. . . .. .. . . . ... . . . Reserve Provision for Foreign Operations . . . Other Income or Deductions* (net) ....... . Provision for Federal and State Income Taxes Net Income or Loss* Operating Revenue Passenger and excess baggage . ... . ..... . United States Mail .. . . .. . ... ... .. . ... . . Express and freight . . .. .. .... . ........ . Miscellaneous .. .. . .. . ....... . ... . .... . . Total Operating Revenues . ........... .. . . Total Operating Expenses .. . ... .. . . .... . . Operating Profit or Loss* . .. ... . . . . .. . ... . Reserve Provision for Foreign Operations .. . Other Income or Deductions* (net ) .. .. . . . . Provision for Federal and State Income Taxes Net Income or Loss* ... . . . .. ... . .. . .... . . 1949 $6,407,449 1,800,384 319,722 56,175 $8,583,730 7,783,557 $ 800,173 16,322 313,000 $ 470,851 3.18 .89 .16 .03 4.26 3.86 .40 .01 .16 .23 1949 $2,153,413 1,504,706 109,434 17,241 $3,784,794 3,419,907 $ 364,887 65,000 9,349 150,000 $ 159,236 2.58 1.80 .13 .02 4.53 4.09 .44 .08 .01 .18 .19 1948 1947 TOTAL AMOUNTS $6,148,222 $5,774,239 1,891,989 1,465,102 321,940 340,486 70,090 71,664 $8,432,241 $7,651,491 7,797,320 7,853,822 $ 634,921 $ 202,331 * 42,784 29,998 146,000 $ 446,137 $ 232,329* CENTS PER SEAT MILE 3.28 3.00 1.01 .76 .17 .18 .04 .04 4.50 3.98 4.16 4.09 .34 .11* .02 .01 .08 .24 .12* 19-!8 1947 TOTAL AMOUNTS $1,048,967 $ 455,236 909,610 443,812 56,444 14,466 5,590 161 $2,020,611 $ 913,675 1,766,194 955,092 $ 254,417 $ 41,417* 2,923 2,257* 64,000 $ 193,340 $ 43,674* CENTS PER SEAT MILE 2.70 2.31 2.34 2.25 .1 5 .07 .01 5.20 4.63 4.55 4.84 .65 .21* .01 .01 * .16 .50 .22* t International Ser'Vice was inaugurated on No'Vember 1, 1946. 1946 $6,699,813 1,672,872 218,038 24,138 $8,614,861 9,221,022 $ 606,161 * 17,237 207,346 Credit $ 416,052* 3.41 .85 .12 .01 4.39 4.70 .31 * .01 .11 Credit .21* 1946t $ 61,234 69,580 4,629 8 $ 135,451 224,624 $ 89,173* 654* 29,865 Credit $ 59,962* 2.65 3.02 .20 5.87 9.74 3.87* .03* 1_:]_Q_ Credit 2.60* -- CHICAGO AND SOUTHERN All\ LINES, INC. 1949 1948 OPERATING REVENUES: Passenger and excess baggage ....... $ 8,560,862 $ 7,197,189 United States Mail (Note 1) ....... 3,305,090 2,801,599 Express and freight ................ 429,156 378,384 Miscellaneous (Net) .............. 73,416 75,680 Total operating revenues ....... $12,368,524 $10,452,852 OPERATING EXPENSES: Flying and ground operations ....... S 4,980,602 $ 4,023,103 Maintenance ..................... 1,955,808 1,960,555 Traffic, sales and advertising ........ 2,382,452 1,967,533 General and administrative ......... 782,202 718,031 Depreciation (Note 3) ............. 1,102,400 894,292 Total operating expenses ....... $11,203,464 $ 9,563,514 NET INCOME FROM OPERATIONS .................. S 1,165,060 $ 889,338 Reserve provision for foreign operations 65,000 Other deductions (Net) .............. 6,973 39,861 NET INCOME BEFORE INCOME TAXES ......................... $ 1,093,087 $ 849,477 PROVISION FOR FEDERAL AND STATE INCOME TAXES (Note4) 463,000 210,000 NET INCOME ................... $ 630,087 $ 639,477 1949 BALANCE DECEMBER 31, 1948 . . . . . . . . . . . . . . $ 111,255 Net income for the year ended December 31, 1949 . . . 630,087 $ 741,342 Cash dividend of 35 a share . . . . . . . . . . . . . . . . . . . . . 178,264 BALANCE DECEMBER 31, 1949 . . . . . . . . . . . . . . $ 563,078 The accompanying notes constitute an integral part of these statements. ST EMENTS OF COME For th ears ended Dec. 31 1949 and 1948 ST TEMENT OF ARNED SU PLUS Since ay 23, 1938 Year ded Dec. 31, 1949 17 AS TS 18 CURRENT ASSETS: Cash ........................... . United States Government securities .. Receivables from- United States Post Office ......... . Air lines, customers, agencies, etc .. . Maintenance and operating supplies, at average cost ................. . Total current assets ............ . OTHER ASSETS: 1949 $1,345,168 2,000,000 293,364 725,590 171,697 $4,535,819 Advance payment on flight equipment (Note 2) . . . . . . . . . . . . . . . . . . . . . . . $1,125,000 Advances for leased facilities, being amortized . . . . . . . . . . . . . . . . . . . . . . 211,584 Other prepayments . . . . . . . . . . . . . . . . 56,248 Miscellaneous . . . . . . . . . . . . . . . . . . . . 141,793 OPERATING PROPERTY AND EQUIPMENT: Cost Flight Equipmmt 1949 . . . . . $4,426,909 1948 . . . . . 4,109,679 Other Property and Equipment $1,101,747 1,050,237 Depreciation reserves (Note 3) 1949 . . . . . $3,691,899 $ 653,243 1948 . . . . . 2,752,867 523,409 FRANCHISES AND GOODWILL $1,534,625 $5,528,656 4,345,142 $1,183,514 $ 1 $7,253,959 1948 $1,320,156 999,985 852,909 718,297 198,291 $4,089,638 $ 219,485 61,490 152,677 $ 433,652 $5,159,916 3,276,276 $1,883,640 $ 1 $6,406,931 CURRENT LIABILITIES: Accounts payable and accrued liabilities ...................... . Accrued federal and state income taxes Air travel plan deposits ........... . Total current liabilities ....... . UNEARNED TRANSPORTATION 1949 $ 922,353 498,244 202,300 $1,622,897 REVENUE . . . . . . . . . . . . . . . . . . . . . . $ 109,339 RESERVE FOR FOREIGN OPERATIONS .. .. .. . .. . .. . .. .. . $ 65,000 CAPITAL STOCK AND SURPLUS: Capital stock- authorized 650,000 shares, without nominal or par value; issued and outstanding 509,326 shares ................. . Earned surplus since May 23, 1938 .. . $4,893,645 563,078 $5,456,723 1948 $ 865,289 210,000 206,125 $1,281,414 $ 120,617 $ $4,893,645 111,255 $5,004,900 $7,253,959 $6,406,931 The accompanying notes constitute an integral part of these statements. LIABI ITIES CAP AL 19 NOT FINA STATEM 20 CHICAGO AND SOUTHERN Alll LINES, INC. 1. Domestic mail revenue from the United States Government has been based on final rates fixed by the Civil Aeronautics Board in a rate order issued on July 28, 1948. International mail revenue from the United States Government has been based on temporary rates fixed by the Civil Aero- nautics Board in rate orders issued on March 20, 1947, and May 6, 1948. The final rates for international mail pay will be retroactive to the beginning of service on November 1, 1946, and may be either higher or lower than the temporary rates. 2. The Company has entered into a contract with Lockheed Air- craft Corporation for the purchase of five Model 649 Con- stellation aircraft to be delivered three in the fall of 1950 and two in the spring of 1951. These aircraft, together with the necessary spares, will cost approximately $5,500,000. An ad- vance payment of $1,125,000 has been made to Lockheed and the remainder of the purchase price is payable upon delivery. 5. The Company operates a fleet of 12 DC-3 and 6 DC-4 aircraft. All of the DC-3 aircraft ( costing $1,304,830 including spares) were fully depreciated to a residual value of $3,000 each at December 31, 1948. The DC-4 aircraft ( costing $3,122,079 including spares) are being depreciated to a residual value of $30,000 each by June 30, 19 50. 4. The provision for federal income tax for the year 1948 was re- duced approximately $138,000 by the carry-over of losses from prior years under the provisions of the Internal Revenue Code. Net income for 1948 without this tax benefit would have been $501,477. 5. Stock purchase warrants have been granted to two officers, en- titling one to acquire 10,000 shares of capital stock and the other to acquire 5,000 shares of capital stock at a price of $10 per share prior to 1956. The market quotations of the capital stock at the date of fixing the price of the warrants were less than $10. ARTHUR ANDERSEN & Co. ACCOUNTANTS AND AUDITORS 506 OLIVE STREET ST. Lours 1 TO THE STOCKHOLDERS OF CHICAGO AND SOUTHERN AIR LINES, INC.: We have examined the balance sheet of CHICAGO AND SOUTHERN AIR LINES, INC. (a Delaware corporation) as of December 31, 1949 and the related statements of income and surplus for the year then ended. Our examination was made in accordance with generally accepted auditing standards, and accordingly included such tests of the accounting records and such other audit- ing procedures as we considered necessary in the circum- stances. In our opinion, the accompanying balance sheet and related statements of income and surplus present fairly the financial position of Chicago and Southern Air Lines, Inc. as of December 31, 1949 and the results of its op- erations for the year then ended, and were prepared in conformity with generally accepted accounting prin- ciples applied on a basis consistent with that of the pre- ceding year. St. Louis, Missouri February 10, 1950 AU TORS' CER IFICATE 21 * - ------CaMPARAT~ -------------* ~TAT/ST/CS---~ Net Net Income Net Income Dividends Paid Numb'er Wa,ges Revenue Aoailable nevenue l1c1ssenger Opel'atin~ Operatin~ Income befol'e Income after Income Taxes on Common Stocfl Earned of and l1lane Miles Flown Seat Miles Flown Passenger Miles Flown Load Factor Reoenues Expenses from Op- Income Taxes Per Per Surplus Persons Salaries el'ations Taxes Total Share Total Share Employed Paid Domestic lntemat'l Domestic Intemat'I Domestic Intemat'l Domestic Intemat'l THOUSANDS THOUSANDS THOUSANDS THOUSANDS THOUSANDS THOUSANDS DOLLIH\S THOUSANDS DOLLARS THOUSANDS THOUSANDS THOUSANDS THOllSANIJS THOUSANDS THOUSANIJS THOUSANDS THOUSANUS PERCENT l'EI\GENT OF DOLLARS OF UOLLARS OF DOLLARS OF DOLLARS OF DOLLAl\S OF DOLLARS UF DOLLARS UF DOLLARS OF DOLLARS OF MILES OF MILES OF MILES OF MILES .OF MILES UF MILES 1949 12,369 11,204 1,165 1,093 463 630 $ 1.24 178 $0.35 563 1,345 5,082 7,497 1,817 201,599 83,559 107,440 27,327 53.3% 32.7% 1948 10.453 9,564 889 849 210 639 1.26 None None 111 1,350 4,576 7,096 806 187,381 38,854 105,744 13,196 56.4 34.0 1947 8,565 8,809 244* 276* None 276* 0.54* None None 1,s82t 1,394 4,433 7,118 473 192, 132 19,747 112,564 6,700 58.6 33.9 1946 8,750 9.445 695* 713* 237 476* 0.93* None None 719t I, 771 4,753 8,108 74 196,290 2,306 137,844 895 70.2 38.8 1945 4,849 4,556 293 298 125 173 0.56 77 0.25 288 1,375 2.481 5,279 (a) 109,596 (a) 86,877 (a) 79.3 (a} 1944 2,947 2,775 172 223 94 129 0.44 73 0.25 193 761 2,337 2,882 (a) 59,654 (a) 49,242 (a) 82.6 (a) 1945 2,268 2,243 25 168 68 100 0.34 143 0.625 . 100 932 2,730 2,179 (a) 42,057 (a) 35,293 (a) 83.9 (a) 1942 2,100 1,652 448 380 162 218 . 0.95 84 0.50 133 890 1,251 2,210 (a) 45,720 (a) 28.438 (a) 62.2 (a) 1941 1,732 1,735 3* 23 24 I* 0.01* None None 35 401 760 2,328 (a) 46,813 (a) 23.414 (a) 50.0 (a) 1940 I ,191 1,235 44* 52 3 49 0.16 None None 8 272 568 1,983 ( a) 32,152 (a) 15,979 (a) 49.7 (a) 1959 863 776 87 81 22 59 0.35 15 0.15 65 163 391 1,769 (a) 15,932 (a) 9,242 (a) 58.0 (a) 1958 746 660 86 79 10 69 0.44 None None 48 147 315 1,442 (a} 14,357 (a) 6,895 (a) 48.0 (a) * Loss Note: ( a) International Service Was Inaugurated on November I, 1946 Credit t Deficit DIRE TORS OFFI RS CHICAGO AND SOUTHERN AIR LINES, INC. GENERAL OFFICES, MEMPHIS MUNICIPAL AIRPORT, MEMPHIS 2, TENNESSEE CORPORATE OFFICE, 100 WEST TENTH STREET, WILMINGTON, DELAWARE SIDNEY A. STEWART JUNIUS H. COOPER CARLETON PUTNAM L. RAYMOND BILLETT JOHN R. LONGMIRE CARLETON PUTNAM ................................... Chairman of the Board SIDNEY A. STEWART ............................................. President JUNIUS H. COOPER .................................. Vice President-Finance WILLIAM T. ARTHUR ............................. Vice President-Operations R. S. MAURER ............. . ................. . Secretary and General Counsel T. F. HAMBLETON ............................................... Treasurer R. S. SCRIVENER ......................................... Assistant Treasurer E. MURRAY ............................................ . Assistant Secretary DIVI ON MANAGERS 24 OPERATIONS DIVISION WILLIAM T. ARTHUR Vice President-Operations TRAFFIC AND SALES DIVISION T. M. MILLER General Traffic and Sales lvl anager TREASURY DIVISION JUNIUS H. Coo PER Vice President-Finance LEGAL DIVISION R. s. MAURER Secretary and General Counsel PERSONNEL DIVISION w. T. BEEBE Director of Personnel TRANSFER AGENT MISSISSIPPI VALLEY TRUST COMPANY Broadway and Olive Street St. Louis, Missouri REGISTRAR BOATMEN'S NATIONAL BANK Broadway and Olive Street St. Louis, Missouri CO-TRANSFER AGENT NORTHERN TRUST COMPANY South LaSalle & West Monroe Streets Chicago, Illinois CO-REGISTRAR AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO Chicago, Illinois LISTED Printed in U.S.A. NEW YORK CURB EXCHANGE AND MIDWEST STOCK EXCHANGE Designed and produced by PICK-S, N. Y. MILLIONS OF AVAILABLE TOTAL '285 85 250- SEAT MILES ___ _ INTER- NATIONAL 1 5 0 - - - - - - - - - - 1 0 0 - - - - - - - - 125-- MILLIONS OF- - - - - REVENUE ' mo-PASSENGER- - MILES 7 5 - - - - - - - - - 1958 '59 '40 '41 '4'2 '45 '44 '45 '46 '47 '48 '49 202 DOMESTIC '27 INTER- NATIONAL 108 DOMESTIC CHICAliO ANO SOIJTHERN AIR LINES, INC. * ---------------fi-~--------------- ~