Frank Shea – EVP and Chief Risk and Administrative Officer Paul Stebbins – Chairman and CEO Ira Birns – EVP and CFO Michael Kasbar – President and COO

Jonathan Chappell – JP Morgan George Pickral – Stephens Steve Ferazani – Sidoti & Company

Good afternoon. My name is Marcello and I will be your conference operator today. At this time, I would like to welcome everyone to the World Fuel Services second quarter earnings conference call. (Operator instructions) I will now turn the call over to Mr. Frank Shea, Executive Vice President and Chief Risk and Administrative Officer for World Fuel Services Corporation. Mr. Shea, you may begin your conference.

Good evening, everyone, and welcome to the World Fuel Services second quarter conference call. I am Frank Shea, Executive Vice President and Chief Risk and Administrative Officer, and I am doing the introductions on this evening's call with as we did last quarter, a live slide presentation. This call is also available via webcast. To access this webcast or future webcasts, please visit our website, www.wfscorp.com and click on the webcast icon. With us on the call today are Paul Stebbins, Chairman and Chief Executive Officer; Michael Kasbar, President and Chief Operating Officer; Ira Birns, Executive Vice President and Chief Financial Officer; and Paul Nobel, Senior Vice President and Chief Accounting Officer. By now, you should have all received a copy of our earnings release. If not, you can access our release on our website. Before we get started, I would like to review World Fuel's Safe Harbor statement. Any statements made or discussed today that do not constitute or are not historical facts, particularly comments regarding World Fuel's future plans and expected performance, are forward-looking statements that are based on assumptions that management believes are reasonable, but are subject to a range of uncertainties and risks that could cause World Fuel's actual results to materially differ from the forward-looking information. The summary of some of the risk factors that could cause results to materially differ from our projections can be found in our Form 10-K for the year-ended December 31, 2008 and other reports filed with the Securities and Exchange Commission. We will begin with several minutes of prepared remarks, which will then be followed by a question-and-answer period. At this time, I would like to introduce our Chairman and Chief Executive Officer, Paul Stebbins.

Thank you, Frank. Good afternoon and we appreciate you joining us today. Today, we announced earnings of $28 million or $0.93 per diluted share for the second quarter of fiscal 2009. Our earnings increased 35% over Q1 of 2008 and 7% sequentially over Q1 2009, again demonstrating our ability to deliver strong financial results in a difficult operating environment. We were pleased to be able to grow gross profit by 5% sequentially and our efforts to drive efficiency throughout the company were reflected in our operating income, which was up 21% year-over-year and 9% sequentially. Throughout the quarter, we focused on four primary objectives. One, continuing to aggressively manage risk in an uncertain global economy. Two, defending our leading position in the market at a time when the shipping industry is challenged by a slump in global trade. Three, rebuilding commercial aviation volume while reducing risk and improving our cash position and further strengthening – and four, further strengthening the platform for growth in our land business. We were successful in accomplishing all four of these objectives while achieving a record 4.9 day net trade cycle, the achieving a 99% return on working capital, delivering a 17% return on equity, and generating 31 million in cash from operations. We continue to maintain a very strong balance sheet. Our debt to capital ratio was under 3%. We closed the quarter with $366 million in cash, cash equivalents and short-term investments, and our overall liquidity position remains substantial. Our solid financial performance in this quarter highlighted the adaptability and the resilience of our business model in challenging market conditions. It also demonstrated the inability of our global team to respond to fast changing market dynamics, which has become a hallmark of our continued success over time. In our marine segment, results were…

Thank you, Paul. Before we do our results, I would like to point out that our second quarter revenue was impacted by increasing fuel prices compared to the first quarter and a significant decline in fuel prices when compared to the second quarter of last year. For those of you participating by webcast, you see this reflected on the consolidated revenue slide. Consolidated revenue for the first quarter was $2.5 million, up 26% sequentially, but down 55% compared to the second quarter of last year. The aviation segment generated revenues of $832 million, up $122 million sequentially, but down $1.4 billion from last year's second quarter. Of this amount, approximately $900 million is the result of lower fuel prices and approximately $500 million was the result of reduced volume. Our marine segment revenues were $1.4 billion, up $279 million sequentially but down $1.7 billion year-over-year. Of this amount, approximately $1 billion is the result of lower fuel prices and approximately $700 million was the result of reduced year-over-year volume. And finally, the land segment generated revenues of $320 million, up $119 million sequentially but down $46 million from last year's second quarter. Of this amount, $112 million was the result of lower fuel prices which was partially offset by a $66 million increase in revenue which related to increased year-over-year volume, principally related to the Texor, Henty and TGS acquisitions. Our aviation segment stowed 459 million gallons of fuel during the second quarter, up 8% sequentially, the first sequential increase in volume since the first quarter of 2008, but year-over-year down 23%. As mentioned on last quarter's call, volumes began to increase in the second quarter, driven in part by increases in secured lower margin commercial business. Our marine segment's total business activity in the second quarter was 5.2 million…

(Operator instructions) Our first question is from the line of Jonathan Chappell with JP Morgan; please go ahead with your question. Jonathan Chappell – JP Morgan: Thank you. Good afternoon guys.

Hi, Jonathan. Jonathan Chappell – JP Morgan: Paul, in your first slide, you talked about defending the marine market, defending you position in the marine market, I was just wondering if you could expand a little bit on that. I haven't had a chance to run the volume information that Ira just gave us in the model, so curious about the margins and how you are defending margin versus volumes in what is a weak market?

Sure. Well, I think as you saw with – in Ira's comments, there was a $0.90 sequential decline quarter to quarter on the overall blended basis.. And when we talk about – so there was a little bit of pressure on margins but we saw some modest declines but again compared to historical levels we think we are doing pretty well. When we look at the overall sector trend in the shipping industry, certainly you follow transportation and you know what has been out there, it is certainly well publicized that shipping in general has been challenged on the back of a very difficult global operating environment. We have got a global economy that is stressed and global trade in general has been down. So there has been a lot of evidence in the press that the year-to-year demand destruction on the volume side is significant, so – and in some cases we've heard as much 30% drops year-over-year. So I think that is just the reality we have to deal with. So when we think about defending our position, we are the premier player in the state, we have got a superior offering, we have tried to use that strength to not only diversify our mix of business but also stay very focused on the best in class customers that we think have got the ability to sustain a viable business model throughout this period. Certainly global trade is not going to stop, 80% of the worlds good do travel by ship. So I think it is a reality that shipping is going to be with us. So from our point of view, you can see that the primary focus has been risk management. So as good stewards of this franchise and with our primary asset being receivables, our…

No, I think we actually do, and it is something that you know of course as you see from our discretion and the transcript of what we've said, we are obviously going to be optimizing the sort of combination of credit risk sensitivity and return. But if you think about what is going on with these large fleets and they are under a lot of scrutiny just to save costs, but there is some pretty high-profile problems out there on the liquidity side, on the credit side, on the banking side, so they're very focused on who their counterparties might be. And again, in a market that has you know to some extent been characterized by smaller, less well capitalized companies that could come in and just simply play the price game, there is much more security at a high level in the company by counterparty risk and who has got the liquidity, the balance sheet, and the transparency, and who should be their business partners. And I think that we feature pretty prominently in that calculus and I think it is going to be something that does have an impact on our ability to continue to be sort of a preferred status player. It isn't just going to I think revert to a total blood bath on price. Now obviously there may be some of that but I think our feeling is that as these customers, they need help, they're looking for counterparties they can rely on, transparency is very, very important because there is certainly evidence that if you don't have transparency, people can get in trouble. So you know I think we are going to do pretty well. Jonathan Chappell – JP Morgan: Okay. And then, just one last one and then I will turn it over, also on the competitive landscape, you mentioned you know not as well capitalized, people who might take too much risk. Clearly your business is an asset light business for the people really ultimately matter, forget – I mean we have talked about acquisitions in conference call past, but are there good people out there that have good regional relationship, you know that their overall firm is struggling who are coming to you proactively and wanting to get on board with somebody who has the balance sheet and the global scale?

Yes. Jonathan Chappell – JP Morgan: Okay. We will leave it at that. Thanks a lot.

Good. Thanks, Jonathan.

Our next question is from the line of George Pickral with Stephens. Please go ahead with your question. George Pickral – Stephens: Hi. Good afternoon, guys.

Good afternoon, George. George Pickral – Stephens: First question is on the aviation side, it looks like even if you strip out the 4 million from jet fuel gains, your margins still – your yield still increased sequentially. And on the last call you talked about doing more business on the prepaid basis and lower margins; can you maybe just talk about what you saw on the market and what you did to get the margins higher this quarter?

Sure, George. This is Paul. A couple of things going on here, you can recall that if you looked at the climate we were in a year ago, you had a rapidly accelerating price market, balance sheets were being stressed throughout the entire industry. You know Mike Clementi and his team and Frank and their team did a superb job of sort of shedding some of the more vulnerable, what we thought to be some of the more vulnerable customer base, customers, and really rationalizing and protecting the franchise by reducing our core volumes down to what we thought was sort of a bedrock. And they did an excellent job. As we look forward through Q1 gong to Q2, we began to take a fresh look at the landscape and decide so where do we have opportunities to both pivot and move with agility in the market to kind of respond to the change in the climate. And what we found is that our supply position was robust enough, but we could actually be competitive and go after new volumes, but we also felt that it was important to see business on a prepaid basis, because it allowed us to kind of diversify our mix, and it allowed us to generate cash and reduce some of our historical anxiety about credit risk. So I think that it actually you know did a pretty good job there. We also have government business in three. We have also got (inaudible) there are other things that help us drive the overall returns up. So we were driving profitability, we are changing about business model, and I think we have done an overall blended very good job of re-establishing some volume growth. I think we feel pretty good about that going forward as well and I think that the team has just done an excellent job of both simultaneously growing back our volume, showing opportunities to increase profitability, but also reduce risk at the same time. George Pickral – Stephens: Okay, great. And Paul, I will stick with you, your cost essentially has been flat three quarters in a row which is very impressive and then you made a comment in the press release about significant operating leverage assuming based on your ERP system. Could you maybe talk about or try to quantify how much revenue do you think you could add to the business without significantly increasing your cost and what sort of incremental margins you are looking at on this?

I think we're looking at a pretty scalable model. I don't know that I can give you the revenues and the positions because obviously that is the price of oil and that is very difficult and in terms of what it does to margin. George Pickral – Stephens: I guess net revenues is what I meant.

You know I'm not so sure that I can give you that with any precision. I think it is important to say that the efficiency drive that Mike Kasbar in terms of driving systems and organizational maturity and real sort of functional discipline throughout the entire organization have begun to yield tremendous results. What Ira has done coming in, sort of world-class CFO, helping us drive a level of sort of financial maturity and sophistication in the model has also driven efficiency. You have got a tremendous accounting department that is just done an amazing job with all the stuff that we have got going on with derivatives and mark to market and all that, you put all those things together and I think we have seen a real deal. And of course the underpinning of all this is something that Mike has been driving for the last several years which is persistent. So we now have a highly robust local system platform and this is getting to reveal to us that we can drive efficiency. I can't give you the metrics with precision, but I would say we have a lot of confidence that we have got operating leverage to exact it out of the model. Mike, do you want to…

I think the other point worth noting is particularly in the land space, there is a highly automated business activity and by virtue of Texor and TGS and Henty, we are now in the process of integrating all of those systems to come up a global platform and I am pretty confident that within a few months we will have that done and that is a highly automated business. A combination of getting a lot of automation in the aviation back office, getting a lot of scalability within our marine front office, which is heavier on the front office and our other businesses, we feel pretty confident that we have got significant efficiency that we never had before in the history of the company.

And I think also if you just look at it year-over-year, you start – if you back out some of the sort of straight line expenses on the added acquisitions, you know the underlying expense number has really done well, and I think that that is a tribute to the efficiency.

And we have got business aviation being integrated back office with our base ops business, which is also a very exciting opportunity for us to develop (inaudible) system in our global platform. George Pickral – Stephens: Great. Thanks for time, guys.

Good. I appreciate it. Thanks, George.

(Operator instructions) Our next question is from the line of Steve Ferazani with Sidoti & Company. Please go ahead with your question. Steve Ferazani – Sidoti & Company: Good evening. Want to circle back around on the aviation volumes again, you had talked about just how weak global aviation traffic is, it is obviously impressive you're able to pick up so much volume. I mean, one, if you're getting some stabilization or slower decline, can you guys continue the ramp up, and is there any particular spot where you're picking up volume?

Yes to the first question, and I would say that we definitely see that. If you talk about where, I would say it is actually a pretty diversified base, but probably I would say most evidently in the United States because it is the market where we have got very strong ability to work with the self supply model, which we talked about. So I would say that that is probably the single largest place that we have seen the pickup. But what is interesting to us is we're also seeing opportunities in other parts of the world, but I would say the US is primary at this point. Steve Ferazani – Sidoti & Company: Okay. And you do think you can start to continue to ramp up if the market remains sort of at a stable level here?

We're definitely seeing some stability and you know you see some probably – even today you know you see the Wall Street Journal talking about how you traffic from Asia starting to improve, Atlas Air Worldwide has done well. You know we think these are – the consumer electronics business is time sensitive and you know aircraft is what is going to drive that. So despite some of these doom and gloom numbers which look – we are realists. You have to be cautionary, you have to be practical, you have to understand that this has been a pretty significant blow to the entire industry. So we have to basically do two things, one be sensitive to watching carefully how it impacts our exposure, which I think we have done a superb job of managing. And we have also realized that we have got a robust enough offering that we can continue to be competitive and secure this on the prepaid basis. But we do think that the trend has shifted, we think that there has been some stabilization going forward, we think that the more responsible carriers have done a very good job of rationalizing their business model because you know they know what it is like to live this thing and some are doing a very good job of responding. So I think we are navigating a very good part, I feel pretty good about our ability to continue to grow some volume going forward and do it in a way that is easily – that we can manage the risk on very effectively. Steve Ferazani – Sidoti & Company: Just one more question just briefly on the land side, margin held up pretty very well there, we know the wholesale margins in some of the US regions were particularly weak, I mean do you owe that to your customer base, your geographic positioning; can you give a little color on that?

Well, I would say – you know, you sort of hit them all. So I would say a couple of different things are going on. I think we talk in my script a little bit about the rightsizing of the wholesale brand and that was something that as you know over the last couple of conference calls, we struggled a little bit to find our sweet spot in the supply chain and really tighten up that highly targeted effort. And yes, there has been a little bit of focus in certain regions. Clearly with the Texor and TGS bolt on, we are seeing a very strong concentration around the Midwest. And TGS, that was a perfect complement to what the Texor platform was. But we're also seeing opportunities to expand beyond that region. So what we like is that we have got a model that works, that has got very tight trade cycles, that is showing good returns on working capital, that shows opportunities to grow in a couple of reasons. So we like that model and we're going to continue to focus on it. We also had a little bit in the international space as well. As you know, we have also got a land presence in the UK and in Brazil. So I think we're committed to beginning to continue to probe these aftermarkets because we see some interesting synergies (inaudible) what we have learned and what we're going to achieve in the US market. So there is some parallel that we see as well. Steve Ferazani – Sidoti & Company: Great, thank you very much.

Thank you.

(Operator instructions) And gentlemen, at this time, there are no further questions. Would you like to make any further remarks?

Yes, thank you. Operator, I appreciate it. We thank all of you for joining us today and we appreciate your continued support. This has been a challenging market but we think we have done an excellent job and we appreciate your confidence and we feel very good about our ability to continue to execute going forward. Thanks very much and will talk to you next time.

Ladies and gentlemen, this does conclude today's conference call. We would like to thank you for your participation. You may now disconnect.