SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549

                                    FORM 8-A

                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                    PURSUANT TO SECTION 12(b) OR 12(g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                             ALASKA AIR GROUP, INC.
            --------------------------------------------------------
             (Exact name of Registrant as specified in its charter)


          DELAWARE                                     91-1292054
- ---------------------------------------    ------------------------------------
(State of incorporation or organization)    (I.R.S. Employer Identification No.)


19300 PACIFIC HIGHWAY SOUTH
    SEATTLE, WASHINGTON                                     98188
- ---------------------------------------     -----------------------------------
(Address of principal executive offices)                  (Zip Code)

If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A(c)(1) please check the
following box. /x/

If this Form relates to the registration of a class of debt securities and is
to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2) please check the following box. / /

Securities to be registered pursuant to Section 12(b) of the Act:

                     CONVERTIBLE SENIOR DEBENTURES DUE 2005


Securities to be registered pursuant to Section 12(g) of the Act:

                                      NONE



ITEM 1.   DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED

     For a description of the Convertible Senior Debentures Due 2005 being
registered, reference is made to the section entitled "Description of the
Debentures" contained in the Prospectus Supplement dated June 21, 1995 to the
Prospectus dated March 23, 1994 contained in the Registrant's Registration
Statement on Form S-3, File No. 33-52265.

ITEM 2.   EXHIBITS

     The following exhibits are filed as a part of this Registration Statement:

EXHIBIT NO.    DESCRIPTION
- -----------    ----------------------------------------------------------------

   1.1         Form of Convertible Senior Debt Securities Indenture (filed as an
               exhibit to the Company's Registration Statement on Form S-3
               (Registration No. 33-52265) effective March 23, 1994 and
               incorporated herein by reference).

   1.2         Form of Supplemental Indenture No. 1 (including Form of
               Debenture) (filed as an exhibit to the Company's Current Report
               on Form 8-K dated June 9, 1995 and incorporated herein by
               reference).

   2.1         Certificate of Incorporation, as amended, of the Registrant
               (filed as an exhibit to the Company's Registration Statement on
               Form S-3 (Registration No. 33-52265) effective March 23, 1994 and
               incorporated herein by reference).

   2.2         Bylaws, as amended, of the Registrant (filed as an exhibit to
               the Company's Annual Report on Form 10-K for the fiscal year
               ended December 31, 1993 and incorporated herein by reference).



                                   SIGNATURE

     Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, as amended, the Registrant has duly caused this Registration Statement
to be signed on its behalf by the undersigned, thereunto duly authorized.

                                        ALASKA AIR GROUP, INC.


                                        /s/ Marjorie E. Laws
                                        -------------------------
                                        Marjorie E. Laws
                                        Secretary



Dated:  September 1, 1995




                                  EXHIBIT INDEX


EXHIBIT NO.    DESCRIPTION
- -----------    -----------------------------------------------------------------

   1.1         Form of Convertible Senior Debt Securities Indenture (filed as an
               exhibit to the Company's Registration Statement on Form S-3
               (Registration No. 33-52265) effective March 23, 1994 and
               incorporated herein by reference) . . . . . . . . . . . . . . . .

   1.2         Form of Supplemental Indenture No. 1 (including Form of
               Debenture) (filed as an exhibit to the Company's Current Report
               on Form 8-K dated June 9, 1995 and incorporated herein by
               reference). . . . . . . . . . . . . . . . . . . . . . . . . . . .

   2.1         Certificate of Incorporation, as amended, of the Registrant
               (filed as an exhibit to the Company's Registration Statement on
               Form S-3 (Registration No. 33-52265) effective March 23, 1994 and
               incorporated herein by reference) . . . . . . . . . . . . . . . .

   2.2         Bylaws, as amended, of the Registrant (filed as an exhibit to
               the Company's Annual Report on Form 10-K for the fiscal year
               ended December 31, 1993 and incorporated herein by reference) . .