Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Powers Mark D
2. Date of Event Requiring Statement (Month/Day/Year)
10/18/2011
3. Issuer Name and Ticker or Trading Symbol
JETBLUE AIRWAYS CORP [JBLU]
(Last)
(First)
(Middle)
C/O JETBLUE AIRWAYS CORPORATION, 27-01 QUEENS PLAZA NORTH
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LONG ISLAND CITY, NY 11101
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 77,429
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Purchase) 08/16/2007(1) 08/16/2016 Common Stock 9,000 $ 10.365 D  
Stock Option (Right to Purchase) 08/15/2008(2) 08/15/2017 Common Stock 9,000 $ 9.025 D  
Stock Option (Right to Purchase) 11/14/2008(3) 11/14/2017 Common Stock 13,500 $ 7.79 D  
Restricted Stock Units   (5)   (5) Common Stock 13,797 $ (4) D  
Restricted Stock Units   (6)   (6) Common Stock 23,764 $ (4) D  
Restricted Stock Units   (6)   (6) Common Stock 3,961 $ (4) D  
Restricted Stock Units   (7)   (7) Common Stock 41,459 $ (4) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Powers Mark D
C/O JETBLUE AIRWAYS CORPORATION
27-01 QUEENS PLAZA NORTH
LONG ISLAND CITY, NY 11101
      Chief Financial Officer  

Signatures

/s/ Mark D. Powers 03/08/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The option vests in equal annual installments over a three year period measured from the vesting commencement date of August 16, 2006.
(2) The option vests in equal annual installments over a three year period measured from the vesting commencement date of August 15, 2007.
(3) The option vests in equal annual installments over a three year period measured from the vesting commencement date of November 14, 2007.
(4) Upon vesting, Reporting Person is entitled to receive one share of common stock for each restricted stock unit.
(5) The restricted stock units vest in equal installments over a three year period measured from the vesting commencement date of February 19, 2009.
(6) The restricted stock units vest in equal installments over a three year period measured from the vesting commencement date of February 18, 2010.
(7) The restricted stock units vest in equal installments over a three year period measured from the vesting commencement date of February 16, 2011.

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