A flight experiment was conducted to investigate the lateral attenuation of high by pass ratio engined airplanes. A B-747 was flown at low altitudes over the ends of two microphone arrays. One array covering a lateral distance of 1600 m consisted of 14 microphones positioned over grass. The second array covered a lateral distance of 1200 m and consisted of 6 microphones positioned over a concrete runway. Sixteen runs were flown at altitudes ranging from 30 to 960 m. The acoustic information recorded in the field was reduced to one third octave band spectral time histories and synchronized with tracking and weather information. Lateral attenuation as a function of elevation angle was calculated in overall, A-weighted, tone-corrected perceived noise level, and effective perceived noise level units. The B-747 results are compared with similar results for a turbojet-powered T-38 airplane and the SAE recommended lateral attenuation prediction procedure. Less lateral attenuation was measured for the B-747 than for the T-38. The B-747 lateral attenuation values also fell below the SAE curve.