Exhibit 5.3

June 30, 2021

Alaska Air Group, Inc.

19300 International Boulevard

Seattle, WA 98188     

Re:    Registration of Resale of Warrant to Purchase 427,080 Shares of Common Stock and 427,080 Shares of Common Stock Issuable upon Exercise of the Warrant

Ladies and Gentlemen:

We have acted as special counsel to Alaska Air Group, Inc., a Delaware corporation (the “Company”), in connection with the preparation of (i) the Registration Statement on Form S-3 filed by the Company on September 25, 2020 (Registration No. 333-249054) (the “Registration Statement”) with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”), (ii) a base prospectus, dated September 25, 2020, included in the Registration Statement at the time it originally became effective (the “Base Prospectus”) and (iii) a prospectus supplement, dated June 30, 2021, filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act (the “Treasury Loan Program Prospectus Supplement” and, together with the Base Prospectus, the “Prospectus”). The Treasury Loan Program Prospectus Supplement relates to the offer and sale from time to time by the selling securityholder named in the Prospectus Supplement (the “Selling Securityholder”) of (y) a warrant (the “Treasury Loan Program Warrant”) to purchase up to an aggregate of 427,080 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), and (z) 427,080 shares of the Company’s Common Stock issuable upon the exercise of the Treasury Loan Program Warrant (the “Treasury Loan Program Warrant Shares” and, together with the Treasury Loan Program Warrant, the “Securities”).

In our capacity as such counsel, we have examined originals or copies, certified or otherwise identified to our satisfaction, of those corporate and other records and documents as we considered appropriate including, without limitation:

Century City • Los Angeles • Newport Beach • New York • San Francisco • Silicon Valley • Washington, DC

Beijing • Brussels • Hong Kong • London • Seoul • Shanghai • Singapore • Tokyo

In our examination, we have assumed the legal capacity of all natural persons, the genuineness of all signatures, the authenticity of all documents submitted to us as originals and the conformity with originals of all documents submitted to us as copies. As to any facts material to the opinions expressed herein which were not independently established or verified, we have relied upon oral or written statements and representations of officers and other representatives of the Company.

On the basis of such examination, our reliance upon the assumptions in this opinion and our consideration of those questions of law we considered relevant, and subject to the limitations and qualifications in this opinion, we are of the opinion that:

1.    The Treasury Loan Program Warrant is a legally valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to creditors’ rights generally (including, without limitation, fraudulent conveyance laws) or by general principles of equity including, without limitation, concepts of materiality, reasonableness, good faith and fair dealing and the possible unavailability of specific performance or injunctive relief, regardless of whether considered in a proceeding at law or in equity.

2.     Upon the issuance, payment for and delivery of the Treasury Loan Program Warrant Shares in accordance with the Treasury Loan Program Warrant (including the countersigning of the certificate or certificates representing the Treasury Loan Program Warrant Shares by a duly authorized signatory of the registrar for the Company’s Common Stock or the book-entry of the Treasury Loan Program Warrant Shares by the registrar of the Company’s Common Stock in the name of The Depository Trust Company or its nominee), the Treasury Loan Program Warrant Shares will be validly issued, fully-paid and nonassessable.

The law covered by this opinion is limited to the present law of the State of New York and the current General Corporation Law of the State of Delaware. We express no opinion as to the laws of any other jurisdiction and no opinion regarding the statutes, administrative decisions, rules, regulations or requirements of any county, municipality, subdivision or local authority of any jurisdiction.

This opinion is being furnished in accordance with the requirements of Item 601(b)(5) of Regulation S-K promulgated under the Securities Act, and no opinion is expressed herein as to any matter pertaining to the contents of the Registration Statement or the Prospectus or any other prospectus supplement, other than as expressly stated herein with respect to the Securities.

We hereby consent to the use of this opinion as an exhibit to the Company’s Current Report on Form 8-K dated June 30, 2021 and to the reference to this firm under the headings “Legal Matters” in the Prospectus. In giving this consent, we do not thereby admit that we are included in the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations promulgated thereunder.