three months ended June 30, 2007 and 2006. Our fuel consumption per block hour decreased 4% due to the operation of the lighter EMBRAER 190 aircraft and various fuel conservation initiatives. Cost per available seat mile increased 5% primarily due to the decrease in average stage length.

Landing fees and other rents increased 26%, or $10 million, due to a 31% increase in departures over 2006 and increased airport rents associated with opening 15 new cities since June 30, 2006. Cost per available seat mile increased 13% primarily due to the decrease in average stage length.

Depreciation and amortization increased 14%, or $6 million, primarily due to having an average of 12 more owned and capital leased aircraft. Cost per available seat mile remained relatively flat, increasing only 2%.

Aircraft rent increased 25%, or $5 million, due to ten new EMBRAER 190 aircraft leases. Cost per available seat mile increased 11% primarily due to a higher percentage of our aircraft fleet being leased.

Sales and marketing expense increased 2%, or $1 million, due to commissions related to our participation in global distribution systems in 2007. On a cost per available seat mile basis, sales and marketing expense decreased 9% primarily due to lower advertising. We book the majority of our reservations through a combination of our website and our own agents (74% and 18% in 2007, respectively).

Maintenance materials and repairs increased 20%, or $4 million, due to an average of 24 additional operating aircraft in 2007 compared to the same period in 2006 and a gradual aging of our fleet. Cost per available seat mile increased 7% primarily due to additional rotable part repairs and three additional scheduled maintenance checks. Maintenance expense is expected to increase significantly as our fleet ages.

Other operating expenses increased 9%, or $8 million, primarily due to higher variable costs associated with increased capacity and number of passengers served, as well as $3 million related to leased regional jet aircraft and higher interrupted trip expenses. Cost per available seat mile decreased 2% due to our continued focus on controlling costs.

Other Income (Expense).    Interest expense increased 33%, or $14 million, primarily due to the debt or capital lease financing of ten additional aircraft and financing of previously unsecured property, which resulted in $10 million in additional interest expense. Interest expense also includes an increased accretion in interest of $4 million related to our construction obligation for our new terminal at JFK, which was also capitalized and accounted for the $4 million increase in capitalized interest.

Interest income and other increased 14%, or $2 million, primarily due to higher average cash and investment balances, offset by lower fuel hedge gains of $3 million. We are unable to predict what the amount of accounting ineffectiveness will be related to our crude and heating oil derivative instruments each period, or the potential loss of hedge accounting, which is determined on a derivative-by-derivative basis, due to the volatility in the forward markets for these commodities.

Six Months Ended June 30, 2007 and 2006

We reported a net loss of $1 million for the six months ended June 30, 2007 as compared to a net loss of $18 million for the six months ended June 30, 2006. Diluted loss per share was $0.00 for the six months ended June 30, 2007 and $0.10 in 2006. Our operating income for the six months ended June 30, 2007 was $60 million, an increase of $38 million over the same period in 2006, and our pre-tax margin was (0.1)%, an increase of 1.9 points from the same period in 2006.

Operating Revenues.    Operating revenues increased 21%, or $236 million, primarily due to an increase in passenger revenues. Increased passengers resulting from a 33% increase in departures, or $111 million, and a 8% increase in yield, or $94 million, drove the increase in passenger revenues of $205 million for the six months ended June 30, 2007. Passenger revenues were reduced by $24 million for vouchers issued to customers affected by the February 2007 ice storm, net of estimated breakage. Our revenues were further reduced by an estimated $20 million due to flight cancellations caused by the first quarter 2007 ice storms. Although our load factor was 1.1 points lower than that of last year, the increase in our yields compensated for this decrease and we expect that yields for the full year will continue to be higher than in 2006.

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Other revenue increased 53%, or $31 million, primarily due to increased change fees and excess baggage fees of $14 million resulting from more passengers and increased adherence to company policies, the marketing component of TrueBlue point sales of $4 million, increased LiveTV third party revenues of $4 million, higher rental income of $3 million and higher mail revenues of $3 million.

Operating Expenses.    Operating expenses increased 18%, or $198 million, primarily due to having an average of 25 additional aircraft in service in 2007, which provided us with higher capacity. Operating capacity increased 12% to 15.44 billion available seat miles due to having 25% more average aircraft in service in 2007. Operating expenses per available seat mile increased 5.6% to 8.28 cents for the six months ended June 30, 2007 primarily due to a lower average stage length. Our capacity was also reduced due to our removal of a row of seats on our Airbus A320 aircraft completed in the first quarter of 2007, which reduced our available seat miles by 3% for the six months ended June 30, 2007. Excluding fuel, our cost per available seat mile increased 5.7% from the six months ended June 30, 2006. In detail, operating costs per available seat mile were (percent changes are based on unrounded numbers):

			Six Months Ended June 30,												Percent Change
			2007						2006
			(in cents)
Operating expenses:
Salaries, wages and benefits					2.10						1.93						8.0	%
Aircraft fuel					2.70						2.56						5.4	%
Landing fees and other rents					.59						.54						9.3	%
Depreciation and amortization					.55						.52						6.3	%
Aircraft rent					.39						.34						15.0	%
Sales and marketing					.39						.36						6.2	%
Maintenance materials and repairs					.34						.32						8.1	%
Other operating expenses					1.22						1.27						(2.7	)%
Total operating expenses					8.28						7.84						5.6	%

Our average stage length declined 11% to 1,111 miles primarily due to increased operation of the shorter range EMBRAER 190 aircraft. A shorter average stage length results in fewer available seat miles and, therefore, higher unit costs. We believe that most of the year-over-year increase in our total cost per available seat mile was attributable to the decrease in our average stage length, which also was a significant factor in the increase of each component.

Salaries, wages and benefits increased 21%, or $56 million, primarily due to changes in our employee retirement plan, increases in our 2007 pilot pay rates, overtime pay resulting from the weather-related events in the first quarter of 2007 and a 3% increase in average full-time equivalent employees. Cost per available seat mile increased 8% as a result of the changes made to the employee retirement plan and overtime pay from the ice storms.

Aircraft fuel expense, including the impact of fuel hedging, increased 18%, or $64 million, due to 35 million more gallons of aircraft fuel consumed resulting in $68 million of additional fuel expense, which was partially offset by a 1% decrease in average fuel cost per gallon, or $4 million. Aircraft fuel prices remain at high levels and our fuel costs represented 33% of our operating expenses for the six months ended June 30, 2007 and 2006. Our fuel consumption per block hour decreased 5% due to the operation of the lighter EMBRAER 190 aircraft and various fuel conservation initiatives. Cost per available seat mile increased 5% primarily due to the decrease in average stage length.

Landing fees and other rents increased 22%, or $17 million, due to a 33% increase in departures over 2006 and increased airport rents associated with opening 15 new cities since June 30, 2006. Cost per available seat mile increased 9% primarily due to the decrease in average stage length.

Depreciation and amortization increased 19%, or $14 million, primarily due to having an average of 12 more owned and capital leased aircraft, the depreciation associated with our seven-gate

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temporary facility at JFK, which opened in June 2006, and write-offs related to the seat reconfiguration on our Airbus A320 fleet. Cost per available seat mile increased 6% due to our temporary facility at JFK and the recent seat reconfiguration, partially offset by a lower percentage of our fleet being owned or operated under a capital lease.

Aircraft rent increased 29%, or $13 million, due to ten new EMBRAER 190 aircraft leases. Cost per available seat mile increased 15% primarily due to a higher percentage of our aircraft fleet being leased.

Sales and marketing expense increased 19%, or $10 million, due to $6 million in higher credit card fees resulting from increased passenger revenues, $2 million in increased advertising expenses and $2 million in commissions related to our participation in global distribution systems. On a cost per available seat mile basis, sales and marketing expense increased 6% primarily due to higher advertising. We book the majority of our reservations through a combination of our website and our own agents (75% and 18% in 2007, respectively).

Maintenance materials and repairs increased 21%, or $9 million, due to an average of 25 additional operating aircraft in 2007 compared to the same period in 2006 and a gradual aging of our fleet. Cost per available seat mile increased 8% primarily due to the aging of our fleet and additional rotable part repairs. Maintenance expense is expected to increase significantly as our fleet ages.

Other operating expenses increased 9%, or $15 million, primarily due to higher variable costs associated with increased capacity and number of passengers served, as well as $7 million related to leased regional jet aircraft and higher interrupted trip expenses. Cost per available seat mile decreased 3% due to our continued focus on controlling costs.

Other Income (Expense).    Interest expense increased 36%, or $29 million, primarily due to the debt or capital lease financing of ten additional aircraft and financing of previously unsecured property, which resulted in $21 million in additional interest expense. Interest expense also includes an increased accretion in interest of $7 million related to our construction obligation for our new terminal at JFK, which was also capitalized and accounted for the $7 million increase in capitalized interest.

Interest income and other increased 18%, or $4 million, primarily due to higher average cash and investment balances, offset by lower fuel hedge gains of $5 million. We are unable to predict the amount of accounting ineffectiveness related to our crude and heating oil derivative instruments each period, or the potential loss of hedge accounting, which is determined on a derivative-by-derivative basis, due to the volatility in the market for these commodities.

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The following table sets forth our operating statistics for the three and six months ended June 30, 2007 and 2006:

			Three Months Ended June 30,												Percent Change						Six Months Ended June 30,												Percent Change
			2007						2006												2007						2006
Operating Statistics:
Revenue passengers (thousands)					5,587						4,525						23.5						10,678						8,860						20.5
Revenue passenger miles (millions)					6,736						5,924						13.7						12,678						11,460						10.6
Available seat miles (ASMs) (millions)					8,066						7,202						12.0						15,436						13,779						12.0
Load factor					83.5	%					82.2	%					1.3	pts.					82.1	%					83.2	%					(1.1	) pts.
Breakeven load factor(1)					79.6	%					79.5	%					0.1	pts.					83.5	%					85.4	%					(1.9	) pts.
Aircraft utilization (hours per day)					13.2						13.0						1.8						12.9						12.9						0.2
Average fare				$	122.17					$	127.87						(4.5	)				$	116.74					$	117.59						(0.7	)
Yield per passenger mile (cents)					10.13						9.77						3.8						9.83						9.09						8.2
Passenger revenue per ASM (cents)					8.46						8.03						5.4						8.08						7.56						6.8
Operating revenue per ASM (cents)					9.05						8.48						6.6						8.67						7.99						8.4
Operating expense per ASM (cents)					8.14						7.83						3.9						8.28						7.84						5.6
Operating expense per ASM, excluding fuel (cents)					5.34						5.17						3.3						5.58						5.28						5.7
Airline operating expense per ASM (cents)(1)					8.07						7.77						3.8						8.21						7.76						5.7
Departures					49,513						37,688						31.4						96,087						72,105						33.3
Average stage length (miles)					1,135						1,253						(9.4	)					1,111						1,249						(11.1	)
Average number of operating aircraft during period					126.7						102.6						23.5						124.1						99.1						25.3
Average fuel cost per gallon				$	2.00					$	2.06						(2.8	)				$	1.95					$	1.97						(1.0	)
Fuel gallons consumed (millions)					113						93						21.0						214						179						19.3
Percent of sales through jetblue.com during period					74	%					79.5	%					(5.5	) pts.					75.2	%					80.8	%					(5.6	) pts.
Full-time equivalent employees at period end(1)																							9,421						9,337

(1)	Excludes operating expenses and employees of LiveTV, LLC, which are unrelated to our airline operations.

Liquidity and Capital Resources

At June 30, 2007, we had cash and cash equivalents of $198 million and investment securities of $574 million compared to cash and cash equivalents of $10 million and investment securities of $689 million at December 31, 2006. Our cash management strategy may result in the shifting of balances between cash equivalents and investment securities from period to period. Cash flows from operating activities were $219 million for the six months ended June 30, 2007 compared to $129 million for the six months ended June 30, 2006. The increase in operating cash flows was primarily a result of the growth of our business. We rely primarily on operating cash flows to provide working capital. We presently have no lines of credit other than two short-term borrowing facilities for certain aircraft predelivery deposits. At June 30, 2007, we had $22 million in borrowings outstanding under these facilities.

Investing Activities.    During the six months ended June 30, 2007, capital expenditures related to our purchase of flight equipment included expenditures of $361 million for 11 aircraft and three spare engines, $59 million for flight equipment deposits and $7 million for spare part purchases. Capital

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expenditures for other property and equipment, including ground equipment purchases and facilities improvements, were $24 million. Net cash provided by the purchase and sale of available-for-sale securities was $130 million.

During the six months ended June 30, 2006, capital expenditures related to our purchase of flight equipment included expenditures of $477 million for seven aircraft, $75 million for flight equipment deposits and $26 million for spare part purchases. Capital expenditures for other property and equipment, including ground equipment purchases and facilities improvements, were $52 million. Net cash provided by the purchase and sale of available-for-sale securities was $31 million.

Financing Activities.    Financing activities for the six months ended June 30, 2007 consisted of (1) the sale and leaseback over 18 years of four EMBRAER 190 aircraft for $104 million by a U.S. leasing institution, (2) our issuance of $210 million in 12-year fixed rate equipment notes to a European bank secured by six Airbus A320 aircraft, (3) our issuance of a $35 million 12-year floating rate equipment note to a European bank secured by one Airbus A320 aircraft, (4) the financing of three previously unsecured owned spare engines for $16 million, (5) scheduled maturities of $79 million of debt and capital lease obligations, and (6) reimbursement of construction costs incurred for our new terminal at JFK of $130 million.

We currently have an automatic shelf registration statement on file with the SEC relating to our sale, from time to time, in one or more public offerings of debt securities, pass-through certificates, common stock, preferred stock and/or other securities. The net proceeds of any securities we sell under this registration statement may be used to fund working capital and capital expenditures, including the purchase of aircraft and construction of facilities on or near airports. Through June 30, 2007, we had issued $124 million of pass-through certificates under this registration statement.

Financing activities for the six months ended June 30, 2006 consisted of (1) the sale and leaseback over 18 years of ten EMBRAER 190 aircraft for $253 million by a U.S. leasing institution, (2) our issuance of $193 million in 12-year fixed rate equipment notes to various European banks secured by five Airbus A320 aircraft and one EMBRAER 190 aircraft, (3) our issuance of $69 million in floating-rate equipment notes secured by two Airbus A320 aircraft to various European banks, (4) scheduled maturities of $144 million of debt, (5) the refinancing of $123 million in debt that is secured by five Airbus A320 aircraft, and (6) reimbursement of construction costs incurred for our new terminal at JFK of $80 million.

Working Capital.    We had working capital of $48 million at June 30, 2007. We expect to meet our obligations as they become due through available cash, investment securities and internally generated funds, supplemented as necessary by debt and/or equity financings. We plan to sell three Airbus A320 aircraft during the remainder of 2007 and may further reduce our obligations through additional aircraft sales and/or the return of leased aircraft. We expect to generate positive working capital through our operations. However, we cannot predict what the effect on our business might be from the extremely competitive environment we are operating in or from events that are beyond our control, such as continued high fuel prices, weather-related disruptions, the impact of airline bankruptcies or consolidations, U.S. military actions or acts of terrorism. Assuming that we utilize the predelivery short-term borrowing facilities available to us, we believe the working capital available to us will be sufficient to meet our cash requirements for at least the next 12 months.

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Contractual Obligations

Our noncancelable contractual obligations at June 30, 2007, as adjusted for the July 2007 agreement in principle to defer certain EMBRAER 190 aircraft deliveries, include the following (in millions):

			Payments due in
			Total						2007						2008						2009						2010						2011						Thereafter
Long-term debt and capital lease obligations(1)				$	4,410					$	190					$	401					$	297					$	290					$	287					$	2,945
Lease commitments					2,240						114						237						209						188						174						1,318
Flight equipment obligations					5,405						275						705						710						990						950						1,775
Short-term borrowings					22						22						—						—						—						—						—
Financing obligations and other(2)					4,233						77						131						153						154						177						3,541
Total				$	16,310					$	678					$	1,474					$	1,369					$	1,622					$	1,588					$	9,579

(1)	Includes actual interest and estimated interest for floating-rate debt based on June 30, 2007 rates.

(2)	Amounts include noncancelable commitments for the purchase of goods and services.

There have been no material changes in the terms of our debt instruments from the information provided in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources included in our 2006 Form 10-K. We are not subject to any financial covenants in any of our debt instruments. We have $98 million of restricted cash pledged under standby letters of credit related to certain of our leases, $72 million of which will expire in 2007 and the remainder at the end of the related lease terms.

As of June 30, 2007, we operated a fleet of 103 Airbus A320 aircraft and 26 EMBRAER 190 aircraft, of which 77 were owned, 50 were leased under operating leases and two were leased under capital leases, and have taken delivery of one EMBRAER 190 aircraft under an operating lease, which was not yet placed into revenue service. The average age of our fleet was 2.8 years at June 30, 2007.

Including the July 2007 agreement in principle to defer delivery of 16 EMBRAER 190 aircraft originally scheduled for delivery from 2007 through 2012 to 2013 through 2015, as of June 30, 2007, we had on order 75 Airbus A320 aircraft and 74 EMBRAER 190 aircraft. These aircraft are scheduled for delivery through 2015 on a relatively even basis during each year, with options to acquire 47 additional Airbus A320 aircraft and 94 additional EMBRAER 190 aircraft as follows:

			Firm																		Option
Year			Airbus A320						EMBRAER 190						End of Year Cumulative Total Fleet(1)						Airbus A320						EMBRAER 190						End of Year Cumulative Total Fleet(2)
Remainder of 2007					5						3						135						—						—						135
2008					12						6						153						—						—						153
2009					12						6						171						3						7						181
2010					18						8						197						4						9						220
2011					18						8						223						6						11						263
2012					10						10						243						16						12						311
2013					—						12						255						18						14						355
2014					—						12						267						—						21						388
2015					—						9						276						—						20						417
					75						74												47						94

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(1)	The total fleet included in the table above assumes the sale of three Airbus A320 aircraft during the remainder of 2007 and may decrease as we consider additional aircraft sales, assignments and/or returns of leased aircraft.

(2)	Assumes all options are exercised.

Committed expenditures for our 149 firm aircraft and 27 spare engines include estimated amounts for contractual price escalations and predelivery deposits. Debt and lease financing has been arranged for all of our remaining Airbus A320 aircraft and EMBRAER 190 aircraft deliveries scheduled for 2007. Although we believe that debt and/or lease financing should be available for our other remaining aircraft deliveries, we cannot assure you that we will be able to secure financing on terms attractive to us, if at all, which may require us to modify our aircraft acquisition plans. Capital expenditures for facility improvements, spare parts and ground purchases, are expected to be approximately $110 million for the remainder of 2007.

In November 2005, we executed a 30-year lease agreement with the Port Authority of New York and New Jersey, or the PANYNJ, for the construction and operation of a new terminal at JFK with occupancy projected in late 2008, which for financial reporting purposes only, is being accounted for as a financing obligation because we do not believe we will qualify for sale and leaseback accounting due to our continuing involvement in the property following the construction period. JetBlue has committed to rental payments under the lease, including ground rents for the new terminal site, which began on lease execution and are included as part of lease commitments in the table above. Facility rents are anticipated to commence upon the date of our beneficial occupancy of the new terminal and are included as part of financing obligations and other in the table above.

Off-Balance Sheet Arrangements

None of our operating lease obligations are reflected on our balance sheet. Although some of our aircraft lease arrangements are variable interest entities, as defined by FASB Interpretation No. 46, Consolidation of Variable Interest Entities, or FIN 46, none of them require consolidation in our financial statements. The decision to finance these aircraft through operating leases rather than through debt was based on an analysis of the cash flows and tax consequences of each option and a consideration of our liquidity requirements. We are responsible for all maintenance, insurance and other costs associated with operating these aircraft; however, we have not made any residual value or other guarantees to our lessors.

We have determined that we hold a variable interest in, but are not the primary beneficiary of, certain pass-through trusts which are the purchasers of equipment notes issued by us to finance the acquisition of new aircraft and certain aircraft spare parts owned by JetBlue and held by such pass-through trusts. These pass-through trusts maintain liquidity facilities whereby a third party agrees to make payments sufficient to pay up to 18 months of interest on the applicable certificates if a payment default occurs. The liquidity providers for the Series 2004-1 certificates and the spare parts certificates are Landesbank Hessen-Thüringen Girozentrale and Morgan Stanley Capital Services Inc. The liquidity providers for the Series 2004-2 certificates are Landesbank Baden-Württemberg and Citibank, N.A.

We utilize a policy provider to provide credit support on the Class G-1 and Class G-2 certificates. The policy provider has unconditionally guaranteed the payment of interest on the certificates when due and the payment of principal on the certificates no later than 18 months after the final expected regular distribution date. The policy provider is MBIA Insurance Corporation (a subsidiary of MBIA, Inc.). Financial information for the parent company of the policy provider is available at the SEC’s website at http://www.sec.gov or at the SEC’s public reference room in Washington, D.C.

We have also made certain guarantees and indemnities to other unrelated parties that are not reflected on our balance sheet, which we believe will not have a significant impact on our results of operations, financial condition or cash flows. We have no other off-balance sheet arrangements.

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Critical Accounting Policies and Estimates

There have been no material changes to our critical accounting policies and estimates from the information provided in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies and Estimates included in our 2006 Form 10-K.

Other Information

Recent Awards.    In May 2007, JetBlue received the Airbus Award for Operational Excellence for having the world’s best Airbus A320 aircraft technical dispatch reliability among carriers with a fleet size of more than 50 aircraft. In June 2007, JetBlue achieved the highest ranking among U.S airlines in a customer satisfaction survey by Consumer Reports National Research Center. In July 2007, for the second consecutive year, JetBlue was ranked the highest among major airlines in the domestic airline category of Travel + Leisure’s World’s Best Awards 2007 readers’ survey.

Revision to Change Fee Policy.    In July 2007, we increased our change fees to $45 per passenger ($35 if done through our website). We expect this revision to increase our other revenue while still maintaining one of the lowest change fees among U.S major airlines.

Forward-Looking Information.    This report contains forward-looking statements relating to future events and our future performance, including, without limitation, statements regarding financial forecasts or projections, our expectations, beliefs, intentions or future strategies, that are signified by the words ‘‘expects’’, ‘‘anticipates’’, ‘‘intends’’, ‘‘believes’’, ‘‘plans’’, or similar language. Our actual results and the timing of certain events could differ materially from those expressed in the forward-looking statements. All forward-looking statements included in this report are based on information available to us on the date of this report. It is routine for our internal projections and expectations to change as the year or each quarter in the year progresses, and therefore it should be clearly understood that the internal projections, beliefs and assumptions upon which we base our expectations may change prior to the end of each quarter or year. Although these expectations may change, we may not inform you if they do.

Forward-looking statements involve risks, uncertainties and assumptions and are based on information currently available to us. Actual results may differ materially from those expressed in the forward-looking statements due to many factors, including without limitation, our extremely competitive industry; increases in fuel prices, maintenance costs and interest rates; our ability to profitably implement our growth strategy, including the ability to operate reliably the EMBRAER 190 aircraft; our significant fixed obligations; our ability to attract and retain qualified personnel and maintain our culture as we grow; our reliance on high daily aircraft utilization; our dependence on the New York metropolitan market and the effect of increased congestion in this market; our reliance on automated systems and technology; our being subject to potential unionization; our reliance on a limited number of suppliers; changes in or additional government regulation; and changes in our industry due to other airlines’ financial condition; and external geopolitical events and conditions.

Additional information concerning these and other factors is contained in our SEC filings, including but not limited to, our 2006 Form 10-K.

Item 3.    Quantitative and Qualitative Disclosures About Market Risk.

There have been no material changes in market risks from the information provided in Item 7A. Quantitative and Qualitative Disclosures About Market Risk included in our 2006 Form 10-K, except as follows:

Aircraft Fuel.    As of June 30, 2007, we had hedged approximately 43% of our expected remaining 2007 fuel requirements using crude and heating oil options and swaps. Our results of operations are affected by changes in the price and availability of aircraft fuel. Market risk is estimated as a hypothetical 10% increase in the June 30, 2007 cost per gallon of fuel. Based on our projected twelve month fuel consumption, such an increase would result in an increase to aircraft fuel expense of approximately $108 million, compared to an estimated $95 million for 2006 measured as of June 30, 2006. See Note 10 to our unaudited condensed consolidated financial statements for additional information.

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Fixed Rate Debt.    On June 30, 2007, our $425 million aggregate principal amount of convertible debt had an estimated fair value of $415 million, based on quoted market prices.

Item 4.    Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act) that are designed to ensure that information required to be disclosed by us in reports that we file under the Exchange Act is recorded, processed, summarized and reported as specified in the SEC’s rules and forms and that such information required to be disclosed by us in reports that we file under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer, or CEO, and our Chief Financial Officer, or CFO, to allow timely decisions regarding required disclosure. Management, with the participation of our CEO and CFO, performed an evaluation of the effectiveness of our disclosure controls and procedures as of June 30 2007. Based on that evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of June 30, 2007.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation of our controls performed during the quarter ended June 30, 2007 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II.    OTHER INFORMATION

Item 1.    Legal Proceedings.

In the ordinary course of our business, we are party to various legal proceedings and claims which we believe are incidental to the operation of our business. We believe that the ultimate outcome of these proceedings to which we are currently a party will not have a material adverse effect on our financial position, results of operations or cash flows.

Item 1A.    Risk Factors.

The following is an update to Item 1A – Risk Factors contained in our 2006 Form 10-K. For additional risk factors that could cause actual results to differ materially from those anticipated, please refer to our 2006 Form 10-K.

Our business is highly dependent on the New York metropolitan market and increases in competition or congestion or a reduction in demand for air travel in this market would harm our business.

We are highly dependent on the New York metropolitan market, where we maintain a large presence with approximately 74% of our daily flights having JFK, LaGuardia, Newark, Newburgh’s Stewart International Airport or Westchester County Airport as either their destination or origin. In 2007, we have experienced an increase in flight delays and cancellations at JFK due to airport congestion, which has adversely affected our operating performance and results of operations. Our business could be further harmed by an increase in the amount of direct competition we face in the New York metropolitan market or by continued congestion, delays and cancellations. Our business would also be harmed by any circumstances causing a reduction in demand for air transportation in the New York metropolitan area, such as adverse changes in local economic conditions, negative public perception of New York City, additional terrorist attacks or significant price increases linked to increases in airport access costs and fees imposed on passengers.

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Item 4.    Submission of Matters to a Vote of Security Holders.

At our annual meeting of stockholders held on May 9, 2007, our stockholders approved the election of the persons named below to our Board of Directors for a three-year term expiring in 2010 by the vote indicated below:

			For						Withheld
David Barger					145,627,189						1,277,297
David Checketts					145,573,321						1,331,165
Viginia Gambale					145,597,710						1,306,776
Neal Moszkowski					145,104,507						1,799,979

There were no broker non-votes on this matter. Following the meeting, the terms of office of our other directors, Robert Clanin, Dr. Kim Clark, Angela Gittens, David Neeleman, Joel Peterson, Ann Rhoades and Frank Sica continued.

Additionally, at our annual meeting, our stockholders ratified the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2007 by the vote indicated below:

			For						Against						Abstain
Ernst & Young LLP					146,333,347						437,552						133,587

There were no broker non-votes on this matter.

Item 6.    Exhibits.

Exhibits: See accompanying Exhibit Index included after the signature page of this report for a list of the exhibits filed or furnished with this report.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			JETBLUE AIRWAYS CORPORATION
						(Registrant)
Date: July 26, 2007			By:			/s/ EDWARD BARNES
						Vice President – Finance (principal accounting officer)

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EXHIBIT INDEX

Exhibit Number						Exhibit
	10	.1*				Amended and Restated Crewmember Stock Purchase Plan, dated April 2, 2007.
	12	.1				Computation of Ratio of Earnings to Fixed Charges.
	31	.1				13a-14(a)/15d-14(a) Certification of the Chief Executive Officer, furnished herewith.
	31	.2				13a-14(a)/15d-14(a) Certification of the Chief Financial Officer, furnished herewith..
	32					Certification Pursuant to Section 1350, furnished herewith.

*	Compensatory plan in which the directors and executive officers of JetBlue participate.

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