Schedule 13G for UAL Corporation

                      UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                                    Washington, DC 20549

                                        Schedule 13G
                         Under the Securities Exchange Act of 1934
                                     (Amendment No. )*

                                      UAL Corporation
                                      (Name of Issuer)

                                        Common Stock
                               (Title of Class of Securities)

                                         902549500
                                       (CUSIP Number)

                                        May 6, 1999
                  (Date of Event Which Requires Filing of This Statement)


*The  remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for any  subsequent  amendment  containing  information  which  would  alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).

(Continued on the following page(s))

Page 1 of 4 Pages



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Page 2 of 4 Pages

CUSIP NO. 902549500


(1) Names of Reporting Persons S.S. or I.R.S.
Identification Nos. of Above Persons:

Marsico Capital Management, LLC 84-1434992

(2) Check the Appropriate Box if a Member of a Group (See
Instructions)
(a)[ ]
(b)[ ]

(3) SEC Use Only

(4) Citizenship or Place of Organization:

Delaware

Number of Shares Beneficially Owned by Each Reporting
Person with:
(5)     Sole Voting Power                        2,710,726
(6)     Shared Voting Power                                0
(7)     Sole Dispositive Power             2,710,726
(8)     Shared Dispositive Power                          0

(9)Aggregate Amount Beneficially Owned by Each Reporting
Person

2,710,726

(10)Check if the Aggregate Amount in Row 9 Excludes
Certain Shares (See Instructions)

[ ]

(11)    Percent of Class Represented by Amount in Row 9

5.0645% (based on 53,524,000 shares outstanding on May 6, 1999)

(12)    Type of Reporting Person (See Instructions)

IA



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Page 3 of 4 Pages

Item 1(a) Name of Issuer:

UAL Corporation

Item 1(b) Address of Issuer's Principal Executive Offices:

1200 East Algonquin Road
Elk Grove Township, IL 60007

Item 2(a) Name of Person Filing:

Marsico Capital Management, LLC

Item 2(b) Address of Principal Business Office:

1200 17th Street
Suite 1300
Denver, CO  80202

Item 2(c) Citizenship:

Delaware

Item 2(d) Title of Class of Securities:

Common Stock

Item 2(e) CUSIP Number:

902549500

Item 3 If this  statement  is filed  pursuant to Rules  13d-1 (b), or  13d-2(b),
check whether the person filing is a:

(e)   [X]   An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E)

Item 4          Ownership.

(a)   Amount Beneficially Owned:  2,710,726
(b)   (b) Percent of Class:                5.0645%

Number of shares as to which such person has:

(i) sole power to vote or to direct the vote 2,710,726 (ii) shared power to vote
or to direct the vote 0 (iii)sole  power to dispose or to direct the disposition
of 2,710,726 (iv) shared power to dispose or to direct the disposition of 0



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Page 4 of 4 Pages

Item 5 Ownership of Five Percent or Less of a Class.

Item 6   Ownership of More Than Five Percent on Behalf of
Another Person.

Not applicable

Item 7 Identification  and  Classification  of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company.

Not applicable

Item 8 Identification and Classification of Members of the Group.

Not applicable

Item 9 Notice of Dissolution of Group.

Not applicable

Item 10 Certification.

By signing  below,  I certify that, to the best of my knowledge and belief,  the
securities  referred to above were  acquired in the ordinary  course of business
and were not  acquired for the purpose of and do not have the effect of changing
or  influencing  the  control  of the  issuer  of such  securities  and were not
acquired in connection with or as a participant in any  transaction  having such
purposes or effect.

Signature.

After  reasonable  inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.

MARSICO CAPITAL MANAGEMENT, LLC

February 14, 2000
Date

Signature

William J. Nelson, Compliance Officer
(303) 454-5659