p e r s p e c t i v e s

Guam International Airport AuthorityAnnual Report 2008

Perspectives: 1 A message from the Governor & Lt. Governor

In Perspective: 2 - 3 A word from Management

Staying Connected 4 - 5

Global Focus 6 - 7

Business Perspective: 8 - 9 Meeting the Demand

In Retrospect 10

Reaching Out 11

Working Together 12

What we have to offer 13

Statistics: Keeping things in Perspective 14

Addendum: Financial Statement & Disclosure

Perspectives

As an unincorporated territory of the United States, and the

Westernmost island in the Micronesia archipelago, Guam’s location

makes it the perfect spot to connect to the rest of the world. Take a

close look and you’ll see that despite being on a tiny Pacific island,

our airport operations rival many spanning the globe. In 2008, the

management and staff of the A. B. Won Pat Guam International Airport

worked diligently to meet many of the same challenges faced by other

international airports. We invite you to see in the coming pages that

trade and commerce flourished, we accommodated more than a million

visitors, garnered millions of dollars to improve airport facilities, and

were able to encourage additional airport partner services.

We commend the airport for constantly analyzing its operations to

ensure we are providing nothing but excellence. This type of scrutiny

gives us the underpinning of our plans and goals for the year ahead.

We are proud of our airport’s accomplishments this past year and look

forward to further benchmarks in the future.

Join us as we look back at 2008, savoring the different views and

perspectives, that together, provide our airport’s focus.

Perspectives: 1 A message from the Governor & Lt. Governor

In Perspective: 2 - 3 A word from Management

Staying Connected 4 - 5

Global Focus 6 - 7

Business Perspective: 8 - 9 Meeting the Demand

In Retrospect 10

Reaching Out 11

Working Together 12

What we have to offer 13

Statistics: Keeping things in Perspective 14

Addendum: Financial Statement & Disclosure

In PerspectiveThe A.B. Won Pat Guam International Airport witnessed unprecedented growth

and expansion in 2008. We implemented construction plans for the expansion of

runways and further established policy to grow our airport and diversify operations.

By improving efficiency and reducing waste, our efforts this past year resulted in

a significant decrease in operational costs. Despite the decline of travel in select

regions we returned to the drawing board, worked with our airline partners and

tenants and improved our appeal as an unrivaled visitor destination.

By keeping things in perspective, we weathered the uncertainty that riddled 2008.

We met the needs of our ever-changing market, increased service delivery and

expanded our inventory to accommodate venture projects. In fact, we garnered

millions in investment dollars towards the creation and expansion of air freight and

transshipment facilities, albeit in the face of a wavering global economy.

Surely, 2009 will bring its fair share of trials and triumphs, but our commitment to our

stakeholders and the people we serve provides the foundation for our success. As

we continue to make strides in transportation, commerce, and trade, we are proud

to be the premiere airport in the Western Pacific and the very lifeline that drives our

multi-faceted island.

Jess Q. TorresExecutive Manager

Carlos H. SalasDeputy Executive Manager

Hafa adai, I am happy to present to you a record of accomplishments that transpired

in 2008. Guam’s unprecedented receipt of millions in federal government funds,

this past year, is a tribute to our airport’s family of employees to secure options to

keep Guam competitive in a global economy. Our airport continues to grow despite

a difficult time for dozens of facilities around the world. I was happy to return to

another year of work as a chairman of the board. It’s a responsibility I have not taken

lightly but have truly enjoyed. This year was not without its challenges but along with

a strong support system of employees and airport partners – we’ve prospered.

My time with the airport and my second year as its chairman has definitely given

me a different perspective on the world economy. We have managed to increase

opportunities for growth as a transshipment point between America and Asia. In the

coming years, we will see more square feet of space opening up on Guam for the

delivery of goods to points all across the globe.

In 2008, economies all over the world experienced a troubled period and we

understood. Just as the U.S. federal government quickly considered an economic

stimulus package we did our share and offered a rate reduction for our airline

partners. While it was an attempt to keep business relationships strong it also made

sound economic sense. Although, I would like to have more time with the airport

I know the diligence that I have seen in our airport family will continue as my time

as chairman comes to an end. This is another testament to the type of community

we have here within these walls as well as the community that surrounds us and

relies on us. I am proud of the work we have accomplished and look forward to

congratulating the new chairman, Mr. Martin Gerber for his contributions at the end

of 2009.

Frank Blas Chairman

GIAA Board of Directors

Staying ConnectedThe Guam International Airport is more than just a gleaming building made

of steel, concrete, and glass. The airport is at the center of daily life on

Guam. Not only do we provide careers for our family of employees, we also

keep thousands of others on the island working. Guam’s economy relies

on our visitor industry and before our visitors ever fill hotel rooms, shopping

centers, and tour busses they file through our doors. Through us, the local

entrepreneur is able to meet with potential foreign investors or business

associates. We also support the island’s import industry because, on an

island surrounded by the Pacific Ocean, it is not just a luxury it is a necessity.

While we are the foundation of tourism and trade the airport also plays a

vital role in keeping familial and personal relationships alive. Visiting and

vacationing with family and friends across the U.S. and in other countries is

now part of the local culture. We know just how special our partnership is

with Guam. We have hosted numerous events as a way to let many know we

want to give back to the community. We are woven into the delicate fabric of

the local culture. We work hard to be a good neighbor and strive to live up to

a high standard set by the people we serve.

Gl obal Focus

The Guam International Airport’s location places us at the epicenter

of trade and commerce. We are the gateway between East and

West. As stewards of this route, in 2008, we implemented numerous

economic development and investment solutions. In the past year, the

Guam Economic Development and Commerce Authority worked to

provide additional incentives for creating new business and attracting

foreign investment. In the preceding year, the Guam Visitors Bureau

implemented yet another rigorous marketing campaign to draw more

tourists here. Our business environment allows for corporations to

easily set up shop here. With offices and headquarters close to our

airport the global executive will have the convenience of being in most

major Asian cities within three to four hours from Guam. Our economic

base is strong enough that Guam’s bonds rose to B+ status in the

midst of angst over the passage of the U.S. Congress $700 billion

bail out. We are more than just a transiting facility. More and more

international airports are taking on more air cargo in order to keep

up with immediate world demands for goods and commodities. We

have gained an enormous lead, in this regard, as the U.S. federal

government granted us the ability to increase our air cargo service.

We view our airport as a hub in the wheel of a forward moving global

economy.

Our current economy is reliant on a strong tourism

industry. We provide the first view of the island and

we are also the last thing our visitors see. Our airport

family strives to provide an environment that is pleasant

and impressionable. We are expanding our facilities,

offering new services, and contributing significantly to

an already solid economy. Money in the form of $23.8

million in Federal Aviation Administration grants will go

towards the expansion of one of the airport’s runways,

the completion of a parallel runway, and increased noise

insulation. Guam currently sees more than a million

tourists annually and that number could significantly

climb as larger aircraft will have the ability to land at

our airport. Larger air cargo craft will also have the

ability to land here either as a transshipment point or

final destination. We are dedicated to our partners

and customers. Our dedication is rivaled only by our

passion to provide a top-notch facility and unparalleled

service for those that rely on our operations. As we

approach the 10-year mark in this millennium we

foresee meeting the demands set by an ever-shrinking

world.

Meeting the Demand[Business Perspective]

A.B. WON PAT INTERNATIONAL AIRPORT, GUAM

DEVELOPMENT OPPORTUNITIES

PROPERTY OVERVIEW

• 767,553sq.ft.ofterminalbuildingwith21contactgates

• 1,827acresofformerU.S.Navypropertyandfacilities

• Over937,900sq.ft.ofvacantgroundarea

• 38,347sq.ft.ofmaintenancefacilities

• 92,800sq.ft.ofwarehousespace

• 1,874sq.ft.ofstoragefacilities

• 67,006sq.ft.ofofficespace

• 16,120sq.ft.ofhousing/barracksfacilities

• 207,212sq.ft.ofAircraftHangarSpace

• 93,668sq.ft.ofcargoandcommuterfacilities

A.B. WON PAT INTERNATIONAL AIRPORT, GUAM

REAL ESTATE DEVELOPMENT OPPORTUNITIES

AVIATION AND AIRPORT RELATED

• Hangars

• Aviation&FlightSchools

• GSEMaintenance/FuelFacility

• ReservationsCallCenter

• BondedWarehouse

TOURIST AND COMMERCIAL

• FreeTradeZone

• 2-StarHotel(Business/Transit)

• FastFoodOperations

• LightManufacturingandAssembly

• OfficeBlocks

In RetrospectWe overcame adversity in 2008 and worked hard to realize continued growth in different sectors. We have a lot to be proud of

because it is this type of tenacity and strength that has allowed the Guam International Airport to remain a steadfast participant of

a global economy. While the environment in the world market continues to change we are not staying stagnant we are dynamic.

This past year, our airport garnered millions in partner and federal government support. We in turn gave back to our partners by

providing an economic stimulus. Our visitor arrivals stayed strong. Given these facts the A.B. Won Pat’s gates remain open to

new opportunities in 2009.

Respect and hospitality are cornerstones of our local culture and we continue to welcome our visitors with open arms and

pay tribute to many on Guam who deserve recognition. From the design of our facade, to the artwork in our terminal, to our

interaction with airport customers, this is Guam. Last year, we built a museum display to honor Antonio B. Won Pat – a man

who first represented Guam in the U.S. Congress. We want to continue the tradition of his exemplary service. Our soldiers

are also honored on a wall to show our deepest respect for those who lost their lives protecting our freedom. During 2008, as

we’ve done every year, we invited numerous government and civic organizations to utilize our facilities to promote not only our

culture but our most worthy causes. We are not just an airport in this community we are a member and a friend to Guam. We

extend that same warm consideration to others across the globe.

Reaching Out

Working TogetherPartnerships are an important part of how we conduct business. In 2008, we decreased our fees and are continuing incentives for airlines.

We are encouraging our airline partners to generate new flights and air services. As an airport, our business and government relationships

provide a foundation for us to realize opportunities for growth. Guam’s tax and business laws are structured after laws established by the

U.S. federal government and many U.S. metropolitan cities. We understand that countries are relying heavily on the manufacturing and

shipping of goods from Asia. With these factors in mind, we are rapidly growing our air cargo services by taking full advantage of liberal

cargo authorizations from the U.S. Department of Transportation. Investments from partners to develop air cargo facilities within the airport’s

footprinthavetotaled$24.5millionin2008.Theirpartnershipisatestamenttothestrengthoftheirinvestmentandtheirconfidenceinus.

This year we are seeking more partnerships with companies and corporations. We anticipate the movement of U.S. Marine troops from

Okinawa, Japan to Guam will also provide for increased opportunities for new affiliations and associations

What we have to offerGuam abounds with the beauty of a tropical paradise and splendor of any modern city across the globe. Take a trip down

the main street of Tumon and you will see five star hotels, chic boutiques, fine dining establishments, and the warm invite

of the Pacific Ocean.

Guam is also home to a rich and enduring culture, fueled by the warmth and friendliness of our island people. Our melting

pot of ethnicities forms a unique and dynamic community of artisans and craftsmen who help to preserve Guam’s heritage

through the arts.

Our island paradise also offers a multitude of activities for both the vacationing and corporate traveler. With temperatures

rangebetween75to86degreesFahrenheit,visitorscanexploreourpristinewaters,scubadiving,parasailing,windsurfing

and snorkeling. You can also try your hand at Golf at any one of our majestic golf courses overlooking scenic Guam.

Keeping things in PerspectiveThe A.B. Won Pat Guam International Airport overcame adversity in 2008 and worked hard to realize continued growth in different sectors.

We forged ahead, exceeded expectations and celebrated another successful year. We look forward to new opportunities in 2009,

cognizant that our unique brand of tenacity will ensure success in a dynamic, ever-changing market.

Ernst & Young

Financial Statements and Other Financial Information Antonio B. Won Pat International Airport Authority, Guam Years ended September 30, 2008 and 2007 with Report of Independent Auditors

Ernst & Young LLP 231 Ypao Road Suite 201, Ernst & Young Building Tamuning, Guam 96913 Tel: +1-671-649-3700 Fax: +1-671-649-3920 www.ey.com

A member firm of Ernst & Young Global Limited

1

Report of Independent Auditors The Board of Directors Antonio B. Won Pat International Airport Authority, Guam We have audited the accompanying statements of net assets of the Antonio B. Won Pat International Airport Authority, Guam (the Authority), a component unit of the Government of Guam, as of September 30, 2008 and 2007, and the related statements of revenues, expenses and changes in net assets and cash flows for the years then ended. These financial statements are the responsibility of the Authority’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Authority’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Authority’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Antonio B. Won Pat International Airport Authority, Guam as of September 30, 2008 and 2007, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information included in Schedules 1 through 9 are presented for purposes of additional analysis and are not a required part of the basic financial statements. This information is the responsibility of the Authority’s management. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.

2008 2007

AssetsCurrent assets:

Unrestricted assets:Cash (Note 2) $ 2,383,380 $ 1,995,312Passenger facility charge cash (Note 2) 92,984 75,679Accounts receivable, trade, net of allowance for doubtful accounts of $318,142 at September 30, 2008 ($209,987 at September 30, 2007) (Note 2) 4,514,685 5,888,866Passenger facility charge receivables (Note 2) 800,625 820,727Receivables from the United States Government 8,999,557 2,625,828Current portion of notes receivable, net of allowance for for doubtful accounts of $1,797,739 at September 30, 2008 ($1,354,474 at September 30, 2007) (Note 3) --- 515,775Inventory and other 46,584 55,835

Total unrestricted current assets 16,837,815 11,978,022

Restricted assets:Customs fees, cash 10,998 82,935Customs fees, receivables (Note 11) 1,156,631 1,500,006

Total restricted current assets 1,167,629 1,582,941

Total current assets 18,005,444 13,560,963

General Revenue Bonds (Note 6) :Investments and cash with trustees, unrestricted 28,994,473 31,506,976Investments and cash with trustees, restricted 31,519,267 32,519,532

60,513,740 64,026,508

Capital assets, at cost less accumulated depreciation (Notes 4 and 10) 395,819,817 375,898,559Deferred bond issue costs 8,061,495 8,958,183Notes receivable, net of current portion (Note 3) --- 3,005,592

Total assets $ 482,400,496 $ 465,449,805

Antonio B. Won Pat International Airport Authority, Guam

Statements of Net Assets

September 30,

See accompanying notes. 17

2008 2007

Liabilities and Net AssetsCurrent liabilities:

Payable from unrestricted assets:Accounts payable - trade $ 2,295,354 $ 3,079,077Accounts payable - construction 8,990,563 3,165,246Other liabilities (Note 13) 838,566 848,368Security deposits and deferred income 2,149,842 1,058,261Current portion of annual leave (Note 9) 205,990 260,705

Total payable from unrestricted assets 14,480,315 8,411,657

Payable from restricted assets:Customs fees payable to Treasurer of Guam (Note 11) 1,476,496 1,525,038General Revenue Bonds:

Current installments (Notes 5 and 9) 7,335,000 8,030,000Accrued interest 4,618,034 4,803,484

Total payable from restricted assets 13,429,530 14,358,522

Total current liabilities 27,909,845 22,770,179

Non-current liabilities:Payable from unrestricted assets:

Accrued unfunded liability to retirement fund (Notes 7 and 9) 5,297,378 4,708,147Long-term portion of annual leave (Note 9) 562,538 562,538

Payable from restricted assets:Long-term bonds payable, less current installments:

General Revenue Bonds (Notes 5 and 9) 182,140,551 189,612,434

Total non-current liabilities 188,000,467 194,883,119

Total liabilities 215,910,312 217,653,298

Commitments and contingencies (Notes 5 and 10)

Net assets:Invested in capital assets, net of related debt 214,405,762 187,214,310Restricted (Notes 4 and 10) 36,592,365 37,773,950Unrestricted 15,492,057 22,808,247

Total net assets 266,490,184 247,796,507

Total liabilities and net assets $ 482,400,496 $ 465,449,805

Antonio B. Won Pat International Airport Authority, Guam

Statements of Net Assets, continued

September 30,

See accompanying notes. 18

WWW.GUAMAIRPORT.COM