UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report: March 4, 2003
(Date of earliest event reported)

UAL CORPORATION
(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)		1-6033 (Commission File Number)		36-2675207 (I.R.S. Employer Identification No.)

1200 East Algonquin Road, Elk Grove Township, Illinois 60007
(Address of principal executive offices)

(847) 700-4000
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

 

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Item 5.      Other Events.

UAL Corporation filed its monthly operating report for the period January 1, 2003 through January 31, 2003 with the United States Bankruptcy Court for the Northern District of Illinois, Eastern Division, a copy of which is attached hereto as Exhibit 99.1, in connection with its voluntary petitions for reorganization under Chapter 11 of Title 11 of the United States Bankruptcy Code in Case Nos. 02-48191 through 02-48218.

Item 7.      Financial Statements and Exhibits.

(c)	Exhibits	Description
	99.1	Monthly Operating Report of UAL Corporation for the period January 1, 2003 through January 31, 2003

 

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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						UAL CORPORATION
				By:		/s/ Francesca M. Maher
				Name: Title:		Francesca M. Maher Senior Vice President, General Counsel and Secretary
Dated:		March 4, 2003

 

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

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IN RE:		CHAPTER 11
UAL CORPORATION, ET AL.		CASE NUMBERS : 02-48191 through 02-48218
DEBTORS		Jointly Administered
		Hon. Eugene R. Wedoff

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MONTHLY OPERATING REPORT FOR THE PERIOD
JANUARY 1, 2003 THROUGH JANUARY 31, 2003 ¹

 

 

 

 

¹ The information contained in the Debtors’ monthly operating report (the “MOR”) is unaudited, is limited to the Debtors and their filing subsidiaries, is limited to the time period indicated and is presented in a format prescribed by the bankruptcy court. The MOR does not purport to represent financial statements prepared in accordance with GAAP nor is it intended to fully reconcile to the financial statements filed by UAL Corporation or United Air Lines, Inc. with the SEC. Additionally, while every effort has been made to assure its accuracy and completeness, errors or omissions may have inadvertently occurred and the Debtors reserve the right to amend their MOR as necessary.

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

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IN RE:		CHAPTER 11
UAL CORPORATION ET AL.		CASE NUMBERS : 02-48191 through 02-48218
DEBTORS		Jointly Administered
		Hon. Eugene R. Wedoff

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MONTHLY OPERATING REPORT FOR THE PERIOD
JANUARY 1, 2003 THROUGH JANUARY 31, 2003

DEBTOR’S ADDRESS:		UAL Corporation
		1200 East Algonquin Road
		Elk Grove Township, IL 60007
DEBTOR’S ATTORNEYS:		James H. M. Sprayregen, P.C. (ARDC No. 6190206)
		Marc Kieselstein (ARDC No. 6199255)
		David R. Seligman (ARDC No. 0238064)
		Steven R. Kotarba (ARDC No. 6245278)
		KIRKLAND & ELLIS
		200 East Randolph Street
		Chicago, IL 60601
		(312) 861-2000 (telephone)
		(312) 861-2200 (facsimile)
		Counsel for the Debtors and Debtors In Possession
REPORT PREPARER:		UAL Corporation et al

I declare under penalty of perjury that the information contained in this monthly operating report (including attached schedules) is true and correct to the best of my knowledge, information and belief.

Dated: 2/28/03		DEBTOR-IN-POSSESSION
Print Name/Title:
Signature:
Address:		1200 East Algonquin Road
		Elk Grove Township, IL 60007
Phone:

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

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I.		Table of Contents
II.		UAL Corp. Unaudited Consolidating Financial Statements
		A.		Condensed Consolidating Statement of Operations (Discloses only filing entities)
		B.		Condensed Consolidating Balance Sheet (Form 10_K to be filed by March 31, 2003)
		C.		Condensed Consolidated Statement of Cash Flows (Form 10_K to be filed by March 31, 2003)
III.		Summary of Cash Receipts and Cash Disbursements
		A.		Unaudited Consolidated Receipt Summary
		B.		Unaudited Disbursements by Legal Filing Entity and Summary
IV.		Additional Schedules
		A.		Insurance — Certifications
		B.		Payments to Insiders — Certification
		C.		Description of Tax Trusts / Escrows
		D.		Payments to Secured Creditors and Lessors
		E.		Professional Fee Payments
		F.		Accounts Receivable Schedule and Accounts Payable Schedule
		G.		Bank Accounts and Financial Institution Relationships
V.		Tax Questionnaire

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

UAL Corporation, et al -Filing Entities

		Legal Filing Entity		Reporting Structure
1		UAL Corporation		X-1
2		United Air Lines, Inc.		X-1
3		UAL Company Services, Inc.		X-1
4		UAL Loyalty Services, Inc.		X-1
5		Confetti Inc.		X-4
6		Mileage Plus Holdings, Inc.		X-4
7		Mileage Plus Marketing, Inc.		X-6
8		MyPoints.com, Inc.		X-4
9		Cybergold, Inc.		X-8
10		iTarget, Inc.		X-8
11		MyPoints Offline Services, Inc.		X-8
12		UAL Benefits Management Inc.		X-1
13		United BizJet Holdings, Inc.		X-1
14		BizJet Charter, Inc.		X-13
15		BizJet Fractional, Inc.		X-13
16		BizJet Services, Inc.		X-13
17		Kion Leasing, Inc.		X-2
18		Premier Meeting and Travel Services, Inc.		X-2
19		United Aviation Fuels Corporation		X-2
20		United Cogen, Inc.		X-2
21		Mileage Plus, Inc.		X-2
22		United GHS Inc.		X-2
23		United Worldwide Corporation		X-2
24		United Vacations, Inc.		X-2
25		Four Star Leasing, Inc.		X-1
26		Air Wis Services, Inc.		X-1
27		Air Wisconsin, Inc.		X-26
28		Domicile Management Services, Inc.		X-26

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

UAL CORPORATION AND SUBSIDIARY COMPANIES (filing entities only)
SUMMARY OF CONSOLIDATING STATEMENT OF EARNINGS
FOR THE ONE MONTH ENDED JANUARY 31, 2003
($ amounts in 000’s)

		UAL
		CONSOLIDATING
Total operating revenues			1,179,899
Total operating expenses			1,511,366
Earnings (loss) from operations			(331,467	)
Non-operating income (expenses):
Net Interest Expense			(43,383	)
Reorganization Items			(9,655	)
Other income (expenses), net:			2,377
Special Charges			—
Total non-operating income (expenses):			(50,660	)
Earnings (loss) before income taxes			(382,127	)
Total tax provision (credit)			—
Net earnings (loss)			(382,126	)

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

CASE NAME: UAL Corporation et al.		CASE NUMBERS : 02-48191 through 02-48218

Filed Entities of UAL Corporation ¹

SUMMARY OF CASH RECEIPTS AND CASH DISBURSEMENTS ²

For The Period Ending JANUARY 31, 2003														(Amounts in US dollar $)
BEGINNING BALANCE (ending balance December 31st 2002)
Operating Accounts — DOM 3														$	58,175,889
Operating Accounts — INT														$	22,735,904
London Overnight Investment Balance														$	4,331,880
Liquidity Pool														$	1,123,901,012
Restricted Cash 4														$	568,070,661
Subsidiaries:
	a. Mileage Plus													$	479,857
	b. Premier Meeting and Travel Services													$	1,280,296
	c. MyPoints.com													$	21,162,990
	d. Domicile Management Services													$	287,935
	e. UAL Loyalty Services, Inc.													$	2,951,607
	f. United Aviation Fuel Corporation													$	1,472,823
	g. BizJet													$	5,307,614
TOTAL BEGINNING BALANCE 5														$	1,810,158,468
RECEIPTS (Summary of all domestic and international bank accounts):
		1. Receipts from operations (net of Intercompany receipts)								$	1,278,809,257
		2. Debtor -In-Possession Financing								$	0
		3. Other receipts								$	13,198,030
				TOTAL RECEIPTS			(A	)		$	1,292,007,286
DISBURSEMENTS (Summary of all accounts):
		1. Net payroll 6
			a. Officers							$	666,391
			b. Non-Officer							$	276,516,944
		2. Taxes paid or deposited:
				a. Federal Income Tax and FICA withholdings						$	87,184,903
				b. State income tax w/held						$	15,987,323
				c. State sales or use tax						$	345,473
				d. Other 7						$	106,500,209
		3. Necessary Operational Disbursements
			a. Operating Disbursements (net of Intercompany disbursements)							$	790,861,821
			b. Transferred to escrows / restricted cash								1,500,000
			c. Other necessary expenses							$	0
				TOTAL DISBURSEMENTS			(B	)		$	1,279,563,064
NET RECEIPTS (Line (A) less Line (B))														$	12,444,222
ENDING BALANCE (BEGINNING BALANCE PLUS NET RECEIPTS)														$	1,822,602,690
Bank One Overnight Investment Account (month over month change) 8															($44,599,990	)
TOTAL ENDING BALANCE														$	1,778,002,700

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

Check
ENDING BALANCE (as of January 31st)
Operating Accounts — DOM			$	14,447,484
Operating Accounts — INT			$	18,088,513
London Overnight Investment			$	1,769,570
Liquidity Pool			$	1,143,281,520
Restricted Cash 4			$	571,899,208
Subsidiaries:
	Mileage Plus		$	514,928
	Premier Meeting and Travel Services		$	1,164,476
	MyPoints.com		$	21,824,020
	Domicile Management Services		$	256,065
	UAL Loyalty Services, Inc.		$	1,935,031
	United Aviation Fuel Corporation		$	2,821,885
	BizJet		$	0
TOTAL ENDING BALANCE			$	1,778,002,700

1		See Page 4 for a list of the 28 filing entities.
2		Pursuant to the applicable provisions of the U.S. Bankruptcy Code, the Company suspended payments under certain aircraft leases and mortgages upon the filing of its petition on December 9, 2002. That suspension continued through the period reported in the MOR. In February 2003, the Company made payments in respect of certain of these overdue obligations. A portion of such payments that relate to the Company’s January usage of the subject aircraft are not included in this MOR for the month of January.
3		Majority of balance due to funding of tax liability at year end 2002 for payment on 1/2/2003.
4		Restricted cash does not include $200 million held in a Tax Trust Escrow (see Schedule C) nor restricted cash amounts associated with any non-filing entities.
5		Reconciliation to Ending Balances reported in December MOR:

December 31st Consolidated Balances:			$	1,903,958,032
	Less: Balance associated with non-filing entity		$	81,904,824
	Less: Restricted cash associated with non-filing entity		$	10,614,335
	Less: Adjustment to United Aviation Fuel Corporation		$	1,280,405
January 1st Beginning Balance reported in January MOR			$	1,810,158,468

6		Includes information for domestic entities only.
7		Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.
8		Account used to invest excess funds on a daily basis that are not transferred to liquidity pool.

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		RECEIPT SUMMARY 1		ACCTS:		See Schedule F for list of bank accounts

RECEIPT SOURCE		DESCRIPTION				AMOUNT
Domestic Operational Receipts		BANK ONE ACTIVITY					1,208,314,201
Domestic Operational Receipts		NON BANK ONE ACTIVITY					201,224,285
International Operational Receipts 2		BEG BALANCE (LESS) ENDING BALANCE					40,807,969
		PLUS NET REPATRIATION
Total Operational Receipts		TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY					1,450,346,455				( A	)
Debtor-In-Possession Financing							0				( B	)
Other Non-Operational Receipts 3			SEE FOOTNOTE BELOW				13,198,030				( C	)
Less, Non-filing entities			NONE FOR THIS PERIOD				0
			GROSS RECEIPTS (tie to bank statements)				1,463,544,484
			(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES				171,537,198				( D	)
			NET RECEIPTS			$	1,292,007,286
Forward to MOR Summary:
Receipts from operations (net of Intercompany receipts)							1,278,809,257				(A-D	)
Debtor -In-Possession Financing							0				( B	)
Other receipts							13,198,030				( C	)
						$	1,292,007,286

1		Includes receipt activity for United Airlines’ Liquidity Pool and the following subsidiaries: MyPoints.com, Premier Meeting & Travel Services, Mileage Plus, Inc, United Aviation Fuels Corporation, UAL Loyalty Services, Inc. and Domicile Management Services.
2		Accounts for net repatriation to the liquidity pool of $45,112,822 .
3		Includes net activity related to the London overnight investment account, interest income (including stiff interest), aircraft sales, return of BizJet Funds, local station bank activity and transfers to restricted cash.

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		LIQUIDITY POOL		ACCTS:		Bank One Acct. #51-67795
						(see schedule F for details)

RECEIPT SOURCE		DESCRIPTION				AMOUNT
Domestic Operational Receipts		BANK ONE ACTIVITY					1,201,112,628
Domestic Operational Receipts		NON BANK ONE ACTIVITY					—
							—
							—
							—
							—
Total Non-Bank One Receipts							—
International Operational Receipts 1		BEG BALANCE (LESS) ENDING BALANCE				$	40,465,431
		PLUS NET REPATRIATION
Total Operational Receipts		TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY					1,241,578,058
Debtor-In-Possession Financing							—
Other Non-Operational Receipts 2		SEE FOOTNOTE BELOW				$	13,166,315
Less, Non-filing entities		NONE FOR THIS PERIOD					—
				GROSS RECEIPTS			1,254,744,374
				UAL			—
				UAL Loyalty Services, Inc.			—
				UAL Company Services			—
				Confetti			—
				MyPoints			—
				Cybergold			—
				Itarget			—
				MyPoints Offline			—
				UAL Benefits			—
				United BizJet Holdings			5,307,614
				United BizJet Charter			—
				United BizJet Fractional			—
				United BizJet Services			—
				Kion Leasing			—
				Premier Meeting and Travel Services			105,166
				United Aviation Fuels Corporation			37,640,000
				Cogen			—
				Mileage Plus			45
				Ground Handling Services			—
				United Worldwide			—
				United Vacations			—
				Four Star Leasing			—
				Air Wisconsin Services			—
				Air Wisconsin			—
				Domicile Management Services			—
				(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES			43,052,825
				NET RECEIPTS		$	1,211,691,549

1		Includes receipt activity for all filing entities of UAL Corporation (refer to page 4) except those receipts collected by MyPoints.com, Premier Meeting & Travel Services, Mileage Plus, Inc., United Aviation Fuels Corporation, UAL Loyalty Services, Inc. and Domicile Management Services in operating bank accounts outside of the Liquidity Pool.
2		Includes net activity related to the London overnight investment account, interest income (including stiff interest), aircraft sales, return of BizJet Funds, local station bank activity and transfers to restricted cash.

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

						Fleet Bank # 55157711
						Wells Fargo #449-6837055, 10765100
		MYPOINTS.COM, INC.		BANK		Silicon Valley Bank #3300066117, 3300042163
ENTITY:		AND SUBSIDIARIES 1		ACCTS:		Silicon Valley Bank #3700276606
						(see schedule F for details)

RECEIPT SOURCE		DESCRIPTION				AMOUNT
Domestic Operational Receipts		TOTAL BANK ONE ACTIVITY					—
Domestic Operational Receipts		NON BANK ONE ACTIVITY (SEE ABOVE FOR ACCOUNTS)					2,601,154
							—
							—
							—
							—
Total Non-Bank One Receipts							2,601,154
International Operational Receipts		BEG BALANCE (LESS) ENDING BALANCE					—
Total Operational Receipts		TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY					2,601,154
Other Non-Operational Receipts		INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc					17,152
Less, Non-filing entities		NONE FOR THIS PERIOD					—
		GROSS RECEIPTS (tie to bank statement)					2,618,306
		(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES					—
		NET RECEIPTS				$	2,618,306

BANK STATEMENT RECONCILIATION:
Beginning Balance			21,162,990
Receipts			2,618,306
Disbursments			(1,957,276	)
Reconciled Ending Balance		$	21,824,020
Reported Ending Balance		$	21,824,020
Difference		$	0

1

Includes receipt activity for Cybergold, Inc., !Target.com, Inc., MyPoints Offline Services.

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

		PREMIER MEETING & TRAVEL		BANK
ENTITY:		SERVICES		ACCTS:		Bank One 55-78531
						(see schedule F for details)

RECEIPT SOURCE		DESCRIPTION				AMOUNT
Domestic Operational Receipts		TOTAL BANK ONE ACTIVITY					220,214
Domestic Operational Receipts		NON BANK ONE ACTIVITY					—
							—
							—
							—
Total Non-Bank One Receipts							—
International Operational Receipts		BEG BALANCE (LESS) ENDING BALANCE					—
Total Operational Receipts		TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY					220,214
Other Non-Operational Receipts		INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc					(769	)
Less, Non-filing entities		NONE FOR THIS PERIOD					—
		GROSS RECEIPTS (tie to bank statement)					219,445
		(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES					25,480
		NET RECEIPTS				$	193,965

BANK STATEMENT RECONCILIATION:
Beginning Balance			1,280,296
Receipts			219,445
Disbursments			(335,266	)
Reconciled Ending Balance		$	1,164,476
Reported Ending Balance		$	1,164,476
Difference		$	0

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		MILEAGE PLUS, INC.		ACCTS:		SHORE BANK #17331100/17331200/17511000
						(see schedule F for details)

RECEIPT SOURCE		DESCRIPTION				AMOUNT
Domestic Operational Receipts		TOTAL BANK ONE ACTIVITY					—
Domestic Operational Receipts 1		SHORE BANK					2,500,000
							—
							—
							—
Total Non-Bank One Receipts							2,500,000
International Operational Receipts		BEG BALANCE (LESS) ENDING BALANCE					—
Total Operational Receipts		TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY					2,500,000
Other Non-Operational Receipts		INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.					15,331
Less, Non-filing entities		NONE FOR THIS PERIOD					—
		GROSS RECEIPTS (tie to bank statement)					2,515,331
		(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES					2,500,000
		NET RECEIPTS				$	15,331

BANK STATEMENT RECONCILIATION:
Beginning Balance			479,857
Receipts			2,515,331
Disbursments			(2,480,260	)
Reconciled Ending Balance		$	514,928
Reported Ending Balance		$	514,928
Difference		$	0

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

		UNITED AVIATION FUELS		BANK
ENTITY:		CORPORATION		ACCTS:		NORTHERN TRUST ACCT. 792705
						(see schedule F for details)

RECEIPT SOURCE		DESCRIPTION				AMOUNT
Domestic Operational Receipts		TOTAL BANK ONE ACTIVITY					—
Domestic Operational Receipts		NORTHERN TRUST COMPANY					196,123,131
							—
							—
							—
Total Non-Bank One Receipts							196,123,131
International Operational Receipts		BEG BALANCE (LESS) ENDING BALANCE					—
Total Operational Receipts		TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY					196,123,131
Other Non-Operational Receipts		INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.					—
Less, Non-filing entities		NONE FOR THIS PERIOD					—
		GROSS RECEIPTS (tie to bank statement)					196,123,131
		(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES					118,735,000
		(Provide detail above)
		NET RECEIPTS				$	77,388,131

BANK STATEMENT RECONCILIATION:
Beginning Balance			1,472,823
Receipts			196,123,131
Disbursments			(194,774,069	)
Reconciled Ending Balance		$	2,821,885
Reported Ending Balance		$	2,821,885
Difference		$	0

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK		BANK ONE ACCT. 11-01955, 11-02250,
ENTITY:		UAL Loyalty Services, Inc.		ACCTS:		10-61639, 11-33545
						(see schedule F for details)

RECEIPT SOURCE		DESCRIPTION				AMOUNT
Domestic Operational Receipts		BANK ONE ACTIVITY					6,981,359
Domestic Operational Receipts		NON BANK ONE ACTIVITY					—
							—
							—
							—
Total Non-Bank One Receipts							—
International Operational Receipts		BEG BALANCE (LESS) ENDING BALANCE					—
Total Operational Receipts		TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY					6,981,359
Other Non-Operational Receipts		INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.					—
Less, Non-filing entities		NONE FOR THIS PERIOD					—
		GROSS RECEIPTS (tie to bank statement)					6,981,359
		(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES					6,888,396
		NET RECEIPTS				$	92,964

BANK STATEMENT RECONCILIATION:
Beginning Balance			2,951,607
Receipts			6,981,359
Disbursments			(7,997,935	)
Reconciled Ending Balance		$	1,935,031
Reported Ending Balance		$	1,935,031
Difference		$	0

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		DOMICILE MGMT SERVICES, INC		ACCTS:		Citibank #0-157487-016
						(see schedule F for details)

RECEIPT SOURCE		DESCRIPTION				AMOUNT
Domestic Operational Receipts		TOTAL BANK ONE ACTIVITY					—
Domestic Operational Receipts		CITIBANK					—
							—
							—
							—
Total Non-Bank One Receipts							—
International Operational Receipts		BEG BALANCE (LESS) ENDING BALANCE					342,538
Total Operational Receipts		TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY					342,538
Other Non-Operational Receipts		INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.					—
Less, Non-filing entities		NONE FOR THIS PERIOD					—
		GROSS RECEIPTS (tie to bank statement)					342,538
		(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES					335,497
		NET RECEIPTS				$	7,041

BANK STATEMENT RECONCILIATION:
Beginning Balance			287,935
Receipts			342,538
Disbursments			(374,408	)
Reconciled Ending Balance		$	256,065
Reported Ending Balance		$	256,065
Difference		$	0

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		DISBURSEMENT SUMMARY 1		ACCTS:		See Schedule F for list of bank accounts

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):					NOTES:					AMOUNT:
xxx	PAYROLL OFFICER										666,391	( A	)
xxx	PAYROLL NON-OFFICER										276,516,944	( B	)
04	AVIATION FUEL 2				(SEE FUEL SUMMARY BELOW)						379,116,995
06	CATERING										28,791,635
03	RECURRING RENT										25,156,982
01	GENERAL PAYABLES										333,980,238
17	INSURANCE										67,954,400
18	LANDING FEES										17,585,103
xxx	OTHER										109,813,666
	SUBTOTAL EXCLUDING PAYROLL										962,399,019	( C	)
			GROSS DISBURSEMENTS (tie to bank statement)								1,239,582,354
			(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								171,537,198	( D	)
			TAXES:
			a. Federal Income Tax and FICA withholdings								87,184,903
			b. State income tax w/held								15,987,323
			c. State sales or use tax								345,473
			d. Other 3								106,500,209
			TOTAL TAXES								210,017,908	( E	)
			NET MONTHLY DISBURSEMENTS							$	1,278,063,064
Forward to MOR Summary:
Officers Payroll											666,391	( A	)
Non-Officer Payroll											276,516,944	( B	)
Taxes											210,017,908	( E	)
Necessary Operational Disbursements (less intercompany transfers)											790,861,821	(C-D	)
										$	1,278,063,064

1

Includes disbursement activity for all filing entities of UAL Corporation (refer to page 4).

2 Fuel Summary:
UAFC Fuel Disbursements			194,774,069
United Fuel Disbursements			184,342,926
Total Fuel Disbursements			379,116,995
Less: Intercompany Transfers			(156,375,000	)
Fuel Disbursements		$	222,741,995

3

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		UAL CORPORATION 1		ACCTS:		See Schedule F for list of bank accounts

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):					NOTES:					AMOUNT:
xxx	PAYROLL OFFICER				Payroll disbursed through United Airlines						—
xxx	PAYROLL NON-OFFICER										—
04	AVIATION FUEL										—
06	CATERING										—
03	RECURRING RENT										—
01	GENERAL PAYABLES										699,000
17	INSURANCE										—
18	LANDING FEES										—
xxx	OTHER
	SUBTOTAL EXCLUDING PAYROLL										699,000
			GROSS DISBURSEMENTS (tie to bank statement)								699,000
			(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								—
			TAXES:
			a. Federal Income Tax and FICA withholdings								—
			b. State income tax w/held								—
			c. State sales or use tax								—
			d. Other 2								—
			TOTAL TAXES								—
			NET MONTHLY DISBURSEMENTS							$	699,000

1

Approximated from Income Statement for the month ended January 31, 2003.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		UNITED AIRLINES 1		ACCTS:		See Schedule F for list of bank accounts

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):				NOTES:						AMOUNT:
xxx	PAYROLL OFFICER										666,391
xxx	PAYROLL NON-OFFICER										274,921,972
04	AVIATION FUEL			(Includes intercompany transfer to UAFC, see below)							184,342,926
06	CATERING										28,791,635
03	RECURRING RENT										25,156,982
01	GENERAL PAYABLES										318,147,999
17	INSURANCE										67,954,400
18	LANDING FEES										17,585,103
xxx	OTHER2										104,506,052
	SUBTOTAL EXCLUDING PAYROLL										746,485,097
			GROSS DISBURSEMENTS (tie to bank statement)								1,022,073,460
			(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES
			MyPoints.com								—
			Premier Meeting and Travel Services								25,480
			Mileage Plus, Inc.								2,500,000
			United Aviation Fuels Corporation								118,735,000
			UAL Loyalty Services, Inc., Inc.								6,888,396
			DMS, Inc								335,497
			TOTAL TRANSFERS TO OTHER ACCOUNTS / ENTITIES
											128,484,373
			TAXES:
			a. Federal Income Tax and FICA withholdings								86,990,565
			b. State income tax w/held								15,949,136
			c. State sales or use tax								345,473
			d. Other (specify) 3								106,500,209
			TOTAL TAXES								209,785,383
			NET MONTHLY DISBURSEMENTS							$	1,103,374,470

1

Includes disbursement activity for United Airlines, UAL Company Services and United Ground Handling Services.

2

Includes corporate volume agreements (APO8), maintenance (APO 9), crew housing (APO 11), damaged bags (APO 12), GSA’s (APO14), group deposits (APO 15), tour payables (APO 16), lost baggage claims (APO 19), ORD JJ (APO 21), passenger facility charges (APO 22), cargo claims (APO 23), property work orders (APO 24), travel agency incentives (APO 25), back end commissions (APO 26), cargo correspondence (APO 29), employee travel expenses (APO 45), DIP fees ($15.3 million), 401K, pilot directed account plan and sick leave trust payments.

3

Includes US Federal fuel tax, transportation tax, transportation security fess, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		UAL LOYALTY SERVICES 1		ACCTS:		BANK ONE ACCT. 11-01955, 11-02250, 10-61639, 11-33545
						See Schedule F for list of bank accounts

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):					NOTES:					AMOUNT:
xxx	PAYROLL OFFICER				Payroll disbursed through United Airlines						—
xxx	PAYROLL NON-OFFICER										—
04	AVIATION FUEL										—
06	CATERING										—
03	RECURRING RENT										—
01	GENERAL PAYABLES										7,997,935
17	INSURANCE										—
18	LANDING FEES										—
xxx	OTHER										—
	SUBTOTAL EXCLUDING PAYROLL										7,997,935
			GROSS DISBURSEMENTS (tie to bank statement)								7,997,935
			(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								—
			TAXES:
			a. Federal Income Tax and FICA withholdings
			b. State income tax w/held
			c. State sales or use tax
			d. Other 2								—
			TOTAL TAXES								—
			NET MONTHLY DISBURSEMENTS							$	7,997,935

1

Includes disbursement activity for Confetti, Inc, Mileage Plus Holdings, Inc and Mileage Plus Marketing, Inc.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		UAL COMPANY SERVICES 1		ACCTS:		See Schedule F for list of bank accounts

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx     OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

—

1

Disbursement activity conducted through United Loyalty Services, Inc.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		CONFETTI, INC1		ACCTS:		See Schedule F for list of bank accounts

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx     OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

—

1

Disbursement activity conducted through United Loyalty Services, Inc.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

		MY POINTS.COM, INC.		BANK		Fleet Bank # 55157711 Wells Fargo #449-6837055, 10765100 Silicon Valley Bank #3300066117, 3300042163
ENTITY:		AND SUBSIDIARIES 1		ACCTS:		Silicon Valley Bank #3700276606
						(see schedule F for details)

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):				NOTES:					AMOUNT:
xxx      PAYROLL OFFICER										—
xxx      PAYROLL NON-OFFICER										367,800
04       AVIATION FUEL										—
06       CATERING										—
03       RECURRING RENT										—
01       GENERAL PAYABLES										1,356,951
17       INSURANCE										—
18       LANDING FEES										—
xxx      OTHER										—
SUBTOTAL EXCLUDING PAYROLL										1,356,951
		GROSS DISBURSEMENTS (tie to bank statement)								1,724,751
		(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								—
		TAXES:
		a. Federal Income Tax and FICA withholdings								194,338
		b. State income tax w/held								38,187
		c. State sales or use tax								—
		d. Other 2								—
		TOTAL TAXES								232,525
		NET MONTHLY DISBURSEMENTS							$	1,957,276

1

Includes disbursement activity for Cybergold, Inc., !Target.com, Inc., MyPoints Offline Services.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK		Fleet Bank # 55157711 Wells Fargo #449-6837055, 10765100 Silicon Valley Bank #3300066117, 3300042163
ENTITY:		CYBERGOLD, INC. 1		ACCTS:		Silicon Valley Bank #3700276606
						(see schedule F for details)

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx     OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

$

—

1

Disbursement activity conducted through MyPoints.com.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK		Fleet Bank # 55157711 Wells Fargo #449-6837055, 10765100 Silicon Valley Bank #3300066117, 3300042163
ENTITY:		iTARGET.COM, INC. 1		ACCTS:		Silicon Valley Bank #3700276606
						(see schedule F for details)

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx      OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

$

—

1

Disbursement activity conducted through MyPoints.com.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK		Fleet Bank # 55157711 Wells Fargo #449-6837055, 10765100 Silicon Valley Bank #3300066117, 3300042163
ENTITY:		MYPOINTS OFFLINE SERVICES 1		ACCTS:		Silicon Valley Bank #3700276606
						(see schedule F for details)

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx      OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

$

—

1

Disbursement activity conducted through MyPoints.com.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		UAL BENEFITS MANAGEMENT, INC. 1		ACCTS:		List Accounts per attached list
						(see schedule F for details)

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):				NOTES:					AMOUNT:
xxx      PAYROLL OFFICER										—
xxx      PAYROLL NON-OFFICER										—
04       AVIATION FUEL										—
06       CATERING										—
03       RECURRING RENT										—
01       GENERAL PAYABLES										1,371,000
17       INSURANCE										—
18       LANDING FEES										—
xxx      OTHER										—
SUBTOTAL EXCLUDING PAYROLL										1,371,000
		GROSS DISBURSEMENTS (tie to bank statement)								1,371,000
		(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								—
		TAXES:
		a. Federal Income Tax and FICA withholdings								—
		b. State income tax w/held								—
		c. State sales or use tax								—
		d. Other 2								—
		TOTAL TAXES								—
		NET MONTHLY DISBURSEMENTS							$	1,371,000

1

Approximated from Income Statement for the month ended January 31, 2003.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		UNITED BIZJET HOLDINGS, INC. 1		ACCTS:		Bank One #10-96072
						(see schedule F for details)

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):				NOTES:					AMOUNT:
xxx      PAYROLL OFFICER										—
xxx      PAYROLL NON-OFFICER										—
04       AVIATION FUEL										—
06       CATERING										—
03       RECURRING RENT										—
01       GENERAL PAYABLES										—
17       INSURANCE										—
18       LANDING FEES										—
xxx      OTHER										5,307,614
SUBTOTAL EXCLUDING PAYROLL										5,307,614
		GROSS DISBURSEMENTS (tie to bank statement)								5,307,614
		(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								5,307,614
		TAXES:
		a. Federal Income Tax and FICA withholdings								—
		b. State income tax w/held								—
		c. State sales or use tax								—
		d. Other 2								—
		TOTAL TAXES								—
		NET MONTHLY DISBURSEMENTS							$	—

1

Includes disbursement activity for BizJet Fractional, BizJet Charter, and BizJet Services.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		BIZJET CHARTER1		ACCTS:		List Accounts per attached list
						(see schedule F for details)

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx      OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

$

—

1

Disbursement activity conducted through United BizJet Holdings.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		BIZJET FRACTIONAL, INC.1		ACCTS:		List Accounts per attached list
						(see schedule F for details)

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx      OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

$

—

1

Disbursement activity conducted through United BizJet Holdings.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		BIZJET SERVICES, INC.1		ACCTS:		List Accounts per attached list
						(see schedule F for details)

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx      OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

$

—

1

Disbursement activity conducted through United BizJet Holdings.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		KION LEASING1		ACCTS:		List Accounts per attached list
						(see schedule F for details)

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

Payroll disbursed through United Airlines

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx     OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

—

1

Approximated from Income Statement for the month ended January 31, 2003.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		PREMIER MEETING AND TRAVEL SERVICES		ACCTS:		Bank One 5578531
						(see schedule F for details)

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):				NOTES:					AMOUNT:
xxx      PAYROLL OFFICER				Payroll disbursed through United Airlines						—
xxx      PAYROLL NON-OFFICER										—
04       AVIATION FUEL										—
06       CATERING										—
03       RECURRING RENT										—
01       GENERAL PAYABLES										335,266
17       INSURANCE										—
18       LANDING FEES										—
xxx      OTHER										—
SUBTOTAL EXCLUDING PAYROLL										335,266
		GROSS DISBURSEMENTS (tie to bank statement)								335,266
		(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								105,166
		TAXES:
		a. Federal Income Tax and FICA withholdings								—
		b. State income tax w/held								—
		c. State sales or use tax								—
		d. Other 1								—
		TOTAL TAXES								—
		NET MONTHLY DISBURSEMENTS							$	230,100

1

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		UNITED AVIATION FUELS CORP		ACCTS:		NORTHERN TRUST ACCT. 792705
						(see schedule F for details)

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):				NOTES:					AMOUNT:
xxx      PAYROLL OFFICER				Payroll disbursed through United Airlines						—
xxx      PAYROLL NON-OFFICER										—
04       AVIATION FUEL										19,774,069
06       CATERING										—
03       RECURRING RENT										—
01       GENERAL PAYABLES										—
17       INSURANCE										—
18       LANDING FEES										—
xxx     OTHER										—
SUBTOTAL EXCLUDING PAYROLL										19,774,069
		GROSS DISBURSEMENTS (tie to bank statement)								335,266
		(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								37,640,000
		TAXES:
		a. Federal Income Tax and FICA withholdings								—
		b. State income tax w/held								—
		c. State sales or use tax								—
		d. Other 1								—
		TOTAL TAXES								—
		NET MONTHLY DISBURSEMENTS							$	157,134,069

1

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		UNITED COGEN 1		ACCTS:		List Accounts per attached list
						(see schedule F for details)

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):				NOTES:					AMOUNT:
xxx      PAYROLL OFFICER				Payroll disbursed through United Airlines						—
xxx      PAYROLL NON-OFFICER										—
04       AVIATION FUEL										—
06       CATERING										—
03       RECURRING RENT										—
01       GENERAL PAYABLES										1,603,000
17       INSURANCE										—
18       LANDING FEES										—
xxx      OTHER										—
SUBTOTAL EXCLUDING PAYROLL										1,603,000
		GROSS DISBURSEMENTS (tie to bank statement)								1,603,000
		(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								—
		TAXES:
		a. Federal Income Tax and FICA withholdings								—
		b. State income tax w/held								—
		c. State sales or use tax								—
		d. Other 2								—
		TOTAL TAXES								—
		NET MONTHLY DISBURSEMENTS								1,603,000

1

Approximated from Income Statement for the month ended January 31, 2003.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		MILEAGE PLUS, INC.		ACCTS:		SHORE BANK #17331100/17331200/17511000
						(see schedule F for details)

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):				NOTES:					AMOUNT:
xxx      PAYROLL OFFICER										—
xxx      PAYROLL NON-OFFICER										1,210,625
04       AVIATION FUEL										—
06       CATERING										—
03       RECURRING RENT										—
01       GENERAL PAYABLES1										1,269,635
17       INSURANCE										—
18       LANDING FEES										—
xxx      OTHER										—
SUBTOTAL EXCLUDING PAYROLL										1,269,635
		GROSS DISBURSEMENTS (tie to bank statement)								2,480,260
		(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								45
		TAXES:
		a. Federal Income Tax and FICA withholdings								—
		b. State income tax w/held								—
		c. State sales or use tax								—
		d. Other 2								—
		TOTAL TAXES								—
		NET MONTHLY DISBURSEMENTS							$	2,480,214

1

Primary drivers of the general payables are the following:

	Payroll tax deposit		$	325,017
	Health Insurance		$	677,153
			$	1,002,169

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		UNITED GHS, INC.1		ACCTS:		List Accounts per attached list
						(see schedule F for details)

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx     OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

—

1

Disbursement activity conducted through United Airlines.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		UNITED WORLDWIDE CORPORATION1		ACCTS:		List Accounts per attached list
						(see schedule F for details)

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx     OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

—

1

Approximated from Income Statement for the month ended January 31, 2003.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		UNITED VACATIONS, INC.1		ACCTS:		List Accounts per attached list
						(see schedule F for details)

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx      PAYROLL OFFICER

—

xxx      PAYROLL NON-OFFICER

—

04       AVIATION FUEL

—

06       CATERING

—

03       RECURRING RENT

—

01       GENERAL PAYABLES

—

17       INSURANCE

—

18       LANDING FEES

—

xxx     OTHER

—

SUBTOTAL EXCLUDING PAYROLL

—

GROSS DISBURSEMENTS (tie to bank statement)

—

(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES

—

TAXES:

a. Federal Income Tax and FICA withholdings

—

b. State income tax w/held

—

c. State sales or use tax

—

d. Other 2

—

TOTAL TAXES

—

NET MONTHLY DISBURSEMENTS

—

1

Approximated from Income Statement for the month ended January 31, 2003.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		FOUR STAR LEASING, INC.1		ACCTS:		List Accounts per attached list
						(see schedule F for details)

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):					NOTES:					AMOUNT:
xxx	PAYROLL OFFICER										—
xxx	PAYROLL OFFICER										—
04	AVIATION FUEL										—
06	CATERING										—
03	RECURRING RENT										—
01	GENERAL PAYABLES										—
17	INSURANCE										—
18	LANDING FEES										—
xxx	OTHER										—
	SUBTOTAL EXCLUDING PAYROLL										—
			GROSS DISBURSEMENTS (tie to bank statement)								—
			(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								—
			TAXES:
			a. Federal Income Tax and FICA withholdings								—
			b. State income tax w/held								—
			c. State sales or use tax								—
			d. Other 2								—
			TOTAL TAXES								—
			NET MONTHLY DISBURSEMENTS								—

1

Approximated from Income Statement for the month ended January 31, 2003.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		AIR WISCONSIN, INC. 1		ACCTS:		See Schedule F for Details

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):					NOTES:					AMOUNT:
xxx	PAYROLL OFFICER										—
xxx	PAYROLL NON-OFFICER										—
04	AVIATION FUEL										—
06	CATERING										—
03	RECURRING RENT										—
01	GENERAL PAYABLES										841,592
17	INSURANCE										—
18	LANDING FEES										—
xxx	OTHER										—
	SUBTOTAL EXCLUDING PAYROLL										841,592
			GROSS DISBURSEMENTS (tie to bank statement)								841,592
			(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								—
			TAXES:
			a. Federal Income Tax and FICA withholdings								—
			b. State income tax w/held								—
			c. State sales or use tax								—
			d. Other 2								—
			TOTAL TAXES								—
			NET MONTHLY DISBURSEMENTS								841,592

1

Approximated from Income Statement for the month ended January 31, 2003 and include disbursements for Air Wisconsin Services, Inc.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		AIR WISCONSIN SERVICES, INC1		ACCTS:		List Accounts per attached list
						see schedule F for details

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):					NOTES:					AMOUNT:
xxx	PAYROLL OFFICER										—
xxx	PAYROLL NON-OFFICER										—
04	AVIATION FUEL										—
06	CATERING										—
03	RECURRING RENT										—
01	GENERAL PAYABLES										—
17	INSURANCE										—
18	LANDING FEES										—
xxx	OTHER										—
SUBTOTAL EXCLUDING PAYROLL											—
			GROSS DISBURSEMENTS (tie to bank statement)								—
			(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								—
			TAXES:
			a. Federal Income Tax and FICA withholdings								—
			b. State income tax w/held								—
			c. State sales or use tax								—
			d. Other 2								—
			TOTAL TAXES								—
			NET MONTHLY DISBURSEMENTS								—

1

Disbursement activity conducted through Air Wisconsin, Inc.

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

				BANK
ENTITY:		DOMICILE MGMT SERVICES, INC.		ACCTS:		Citibank #0-157487-016

BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):					NOTES:					AMOUNT:
xxx	PAYROLL OFFICER										—
xxx	PAYROLL NON-OFFICER										16,548
04	AVIATION FUEL										—
06	CATERING										—
03	RECURRING RENT										—
01	GENERAL PAYABLES										357,860
17	INSURANCE										—
18	LANDING FEES										—
xxx	OTHER										—
SUBTOTAL EXCLUDING PAYROLL											357,840
			GROSS DISBURSEMENTS (tie to bank statement)								374,408
			(MINUS) TRANSFERS TO OTHER ACCOUNTS / ENTITIES								—
			TAXES:
			a. Federal Income Tax and FICA withholdings								—
			b. State income tax w/held								—
			c. State sales or use tax								—
			d. Other 2								—
			TOTAL TAXES								—
			NET MONTHLY DISBURSEMENTS							$	374,408

1

Primary drivers of the general payables are the following:

	Narita Excel Hotel Tokyu		$	224,317
	Ryoso Grand Transportation		$	35,858
			$	260,175

2

Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax and quarterly payments made to the INS, US Custom Fees and Department of Agriculture.

---

 

IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE A and B — Payments to Insiders and Insurance

Insurance

The undersigned verifies that, to the best of my knowledge, all insurance premiums for the policies held by all legal entities of UAL Corporation have been paid to the proper insurance company or broker when due, and that all insurance policies are in force as of January 31, 2003

 

---

Signature

 

---

Print Name and Title

 

---

Date

Insider Payments

The undersigned verifies that, all payments made to insiders, as defined in 11 U.S.C. Section 101 of the U.S. Bankruptcy Code, during the reporting period have been made in the ordinary course of business or in accordance with the provisions of an Order entered by the U.S. Bankruptcy Court.

 

---

Signature

 

---

Print Name and Title

 

---

Date

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE C — Description of Tax Trusts

Escrow Accounts

The Debtors have created an escrow account to ensure that adequate funds are available to pay outstanding fiduciary tax obligations owed to the federal government as well as state and local jurisdictions in the event that the Debtors cease operations. These trust funds are described below.

Escrow Fund

This escrow fund was established with LaSalle Bank on November 29, 2002 and funded on December 5, 2002 with an initial funding of $200 million to account for the estimated tax liability of UAL Corporation, UAL Loyalty Services, Inc., Confetti, Inc., Mileage Plus Holdings, Inc., Mileage Plus Marketing, Inc., MyPoints.com, Inc., Cybergold, Inc., itarget.com, Inc., MyPoints Offline Services, Inc., UAL Company Services, Inc., Four Star Leasing, Inc.,Air Wisconsin Services, Inc., Air Wisconsin, Inc., Domicile Management Services, Inc., UAL Benefits Management, Inc., United BizJet Holdings, Inc., BizJet Charter, Inc., BizJet Fractional, Inc., BizJet Services, Inc., United Air Lines, Inc., Kion Leasing, Inc., Premier Meeting and Travel Services, Inc., United Aviation Fuel Corporation, United Cogen, Inc., Mileage Plus, Inc., United GHS, Inc., United Worldwide Corporation, and United Vacations, Inc. No subsequent funding or payments are made from the escrow account.

The components of the Escrow fund:

	•		Federal payroll withholding taxes, FICA (employee portion), and Medicare;
	•		Federal air transportation excise taxes;
	•		Federal security charges;
	•		Federal Animal and Plan Health Inspection Service of the U.S. Department of Agriculture (“APHIS”);
	•		Federal Immigration and Naturalization Service (INS) fees;
	•		Federal customs fees;
	•		State and local income tax withholding;
	•		Disability taxes;
	•		Passenger facility charges (“PFC”);
	•		State sales and use taxes;
	•		Federal and state fuel taxes

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE D — Payments to Secured Creditors and Lessors

Date Regular

Number of

Amount of

Payment is

Amount of Regular

Check # of

Payments

Payments *

Name of Creditor or Lessor

Type

Due

Payment

Payments

Delinquent*

Delinquent

There were no secured payments made during the period January 1, 2003 through January 31, 2003

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE E — Professional Payments ^{1 2}

		DATE OF COURT ORDER			MONTH AMOUNT						TOTAL PAID TO
PROFESSIONAL GROUP		AUTHORIZING PAYMENT			AUTHORIZED			MONTH AMOUNT PAID			DATE
Gavin Anderson & Co 3			n/a			290,794.76			290,794.76			290,794.76
									0.00			0.00
									0.00			0.00
									0.00			0.00
									0.00			0.00

---

1		Professionals, for the purpose of this report, are defined as those who have filed a Professional Retention with the Federal Bankruptcy Court.
2		All professional fees and expenses incurred in January have been accrued and reported on the Debtor’s Balance Sheet. In instances in which fee applications have been received and the associated payments have been made, the accrual has been adjusted and the actual activity has been reflected in the Debtor’s Accounts Payable.
3		Gavin Anderson & Company (“Gavin”) is a retained professional in the Debtors’ cases and, as such, pursuant to the Order Pursuant To Sections 105(A) And 331 of The Bankruptcy Code Establishing Procedures For interim Compensation And Reimbursement Of Expenses For Professionals And Committee Members (the “Interim Compensation Order”), Gavin files monthly fee applications in these cases. On January 3, 2003 the Debtors inadvertently made a payment (the “Funds”) of $290,794.76 to Gavin representing payment to Gavin for fees and expenses for the [December 9, 2002 through and including December 31, 2002] (the “December period”). This payment was premature as Gavin has not yet filed its fee application for the December Period. Gavin will segregate the Funds and will apply the Funds to the December Period in compliance with the Interim Compensation Order. Any amount of Funds that remain after such application shall remain segregated and will be applied to fees and expenses permitted to be paid to Gavin for future periods in accordance with the Interim Compensation Order.

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE F — Accounts Receivable and Accounts Payable Schedule

STATEMENT OF AGED RECEIVABLES

						Tie -out				Consol.				Filed				Non-Filed
										A/R				Entities				Entities
Beginning of month balance		$	817,366,701							$	863,287,941			$	860,782,951				2,504,990
Add: sales on account		$	1,433,342,367
Less: collections			($1,383,914,080	)
Less: Write-offs and Clearing			($6,012,037	)
End of month balance		$	860,782,951
						0 - 30 Days				31 - 60 Days				61 - 90 Days				Over 90 Days				End of Month Total
						$	772,983,090			$	46,482,279			$	13,772,527			$	27,545,054			$	860,782,951

---

1 Accounts Payable aging based upon a 1-month historical percentage

STATEMENT OF ACCOUNTS PAYABLE (POST PETITION)

Consolidated Filing Entities						Tie -out				Consol.				Filed				Non-Filed
										A/P				Entities				Entities
Beginning of month balance 1		$	89,944,353							$	129,611,674			$	127,464,936			$	2,146,738
Add: credit extended		$	827,808,083
Less: payments on account		$	790,287,500
End of month balance		$	127,464,936
						0 - 30 Days				31 - 60 Days2				61 - 90 Days2				Over 90 Days2				End of Month Total
						$	124,645,448			$	2,819,488			$	0			$	0			$	127,464,936

---

		1 Includes accruals for goods and services received for which the Debtor has not yet received an invoice during the reporting period
		2 All trade payables over 30 days old are available upon request

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE G — Bank Accounts and Financial Institution Relationships

The Debtors’ businesses and financial affairs require the collection, disbursement and movement of funds through numerous bank accounts. In addition to the 178 domestic bank accounts, the Debtor operates 107 accounts in approximately 47 countries around the world. A list of the Debtor’s bank accounts is detailed below:

(*denotes new account or closed account for this monthly operating report as compared to prior monthly operating report)

DOMESTIC BANK ACCOUNTS

Financial Institution		Account Location		Acct #
1ST SOURCE BANK		South Bend, IN		n/a
ALPINE BANK CO		Grand Junction, CO		n/a
AMSOUTH BANK		Birmingham, AL		n/a
AMSOUTH BANK		Knoxville, TN		n/a
ASSOCIATED BANK -WI		Madison, WI		n/a
BANK OF AMERICA		Chicago, IL		n/a
BANK OF AMERICA		North Charleston, SC		n/a
BANK OF AMERICA		Baltimore, MD		n/a
BANK OF AMERICA		Savannah, GA		n/a
BANK OF AMERICA		Greenville, SC		n/a
BANK OF AMERICA		Richmond, VA		n/a
BANK OF AMERICA		Greensboro, NC		n/a
BANK OF AMERICA		Wichita, KS		n/a
BANK OF AMERICA		Springfield, MO		n/a
BANK OF AMERICA		Kansas City, MO		n/a
BANK OF AMERICA		Portland, OR		n/a
BANK OF AMERICA		Austin, TX		n/a
BANK OF AMERICA		San Antonio, TX		n/a
BANK OF AMERICA		San Francisco, CA		n/a
BANK OF AMERICA		San Francisco, CA		n/a
BANK OF AMERICA		San Francisco, CA		n/a
BANK OF AMERICA		San Francisco, CA		n/a
BANK OF AMERICA CALIF PZ		San Francisco, CA		n/a
Bank of America PZ-CA		DeKalb, Ga		n/a
BANK OF AMERICA SFOTK		San Francisco, CA		n/a
BANK OF AMERICA -SILVER WINGS		San Francisco, CA		n/a
BANK OF AMERICA WASHINGTON		Seattle, WA		n/a
BANK OF HAWAII		Honolulu, HI		n/a
BANK OF ILLINOIS (Air Wisconsin)		Normal, IL		n/a
BANK OF NEW YORK		New York, NY		n/a
BANK OF NEW YORK		White Plains, NY		n/a
BANK OF OKLAHOMA		Tulsa, OK		n/a
BANK OF THE WEST		San Jose, Ca		n/a
BANK ONE		Chicago, IL (Miami Cluster)		n/a
BANK ONE		Grand Rapids, MI		n/a
BANK ONE (Tickets By Mail)		Detroit, MI		n/a
BANK ONE		Detroit, MI		n/a
BANK ONE		Lexington, KY		n/a
BANK ONE		Chicago, IL		n/a
BANK ONE		Chicago, IL		n/a
BANK ONE (AirWisconsin)		Traverse City, MI		n/a
BANK ONE (CAFETERIA)		Chicago, IL		n/a
BANK ONE		Chicago, IL		n/a
BANK ONE		Chicago, IL		n/a
BANK ONE		Chicago, IL		n/a
BANK ONE		Chicago, IL		n/a
BANK ONE INDIANAPOLIS		Indianapolis, IN		n/a

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE G — Bank Accounts and Financial Institution Relationships

BANK ONE OF OKLAHOMA		Oklahoma City, OK		n/a
CANADIAN IMPERIAL		Toronto, Ontario Canada		n/a
CANANDAIGUA NAT BANK & TRUST		Pittsford, NY		n/a
CAPITAL CITY BANK & TRUST CO		Atlanta, Ga		n/a
CAPITAL SAVINGS BANK		El Paso, TX		n/a
Charter One Bank		Binghamton, NY		n/a
CHASE BANK		New York, NY		n/a
CHASE MANHATTAN BANK (FirstBank)		St. Thomas, USVI		n/a
CHASE MANHATTAN BANK		New York, NY (LGA)		n/a
CHITTENDEN TRUST CO		Burlington, VT		n/a
CITIBANK		New York, NY		n/a
CITIBANK		New York, NY		n/a
CITIBANK (EMP WELFARE)		New York, NY		n/a
CITIBANK, N.A.		Jamaica, NY (JFK)		n/a
City National Bank		Charleston, WV		n/a
COMERICA		Detroit, MI		n/a
COMERICA (AirWisconsin)		Lansing, MI		n/a
COMMUNITY BANK OF COLORADO CO		Gunnison, CO		n/a
FIFTH THIRD BANK		Florence, KY		n/a
FIFTH THIRD BANK		Kalamazoo, MI		n/a
FIRST BANK OF AVON		Avon, CO		n/a
FIRST CITIZENS BANK		Raleigh, NC		n/a
FIRST CITIZENS BK-RALEIGH		Charlotte, NC		n/a
FIRST HAWAIIAN BANK		Honolulu, HI		n/a
FIRST MIDWEST BANK		Moline, IL		n/a
FIRST NATIONAL BANK OF ROCKIES		Hayden, CO		n/a
FIRST UNION		Philadelphia, PA		n/a
FIRST UNION BANK		Allentown, PA		n/a
FIRST UNION BANK		Roanoke, VA		n/a
FIRST UNION BANK		Newark, NJ		n/a
FIRST UNION BANK		Newark, NJ		n/a
FIRSTAR BANK		Cedar Rapids, IA		n/a
FIRSTAR BANK		St. Louis, MO		n/a
FIRSTAR, N.A.		Cleveland, OH		n/a
FLEET		Boston, MA		n/a
FLEET BANK		Manchester, NH		n/a
FLEET NATIONAL BANK		Providence, RI		n/a
FREELAND STATE BANK		Freeland, MI		n/a
FVB COLONIAL		Richmond, VA		n/a
HARRIS BANK		Chicago, IL		n/a
HSBC		Buffalo, NY		n/a
JACKSON STATE BANK-WY		Jackson Hole, WY		n/a
KEY BANK		Newburgh, NY		n/a
KEY BANK		Dayton, OH		n/a
KEY BANK OF CENTRAL N.Y.		Syracuse, NY		n/a
KEY BANK OF EASTERN N.Y.		Albany, NY		n/a
M & I BANK		Milwaukee, WI		n/a
M & I BANK FOX VALLEY		Appleton, WI		n/a
M & I BANK OF MOSINEE		Mosinee, WI		n/a
M & I MARSHALL & ILSLEY		Green Bay, WI		n/a
M & T BANK		Middletown, PA		n/a
MERCANTILE TRUST & SAVINGS		Quincy, IL		n/a
MONTROSE BANK CO		Montrose, CO		n/a
NATIONAL CITY		Columbus, OH		n/a
NATIONAL CITY BANK		Pittsburgh, PA		n/a
NATIONAL CITY BANK OF INDIANA		Fort Wayne, IN		n/a
NATIONAL CITY BANK OF MI/IL		Peoria, IL		n/a
NATIONAL CITY BANK OF MI/IL (AW)		Springfield, IL		n/a
NORTHERN TRUST		Chicago, IL		n/a
NORTHERN TRUST		Chicago, IL		n/a
NORTHERN TRUST BANK (WHQ Deposits)		Chicago, IL		n/a

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE G — Bank Accounts and Financial Institution Relationships

NORTHERN TRUST CO 15 & 16		Chicago, IL		n/a
NORTHERN TRUST CONTROL ACCT		Chicago, IL		n/a
NORTHERN TRUST FIELD REFUNDS		Chicago, IL		n/a
NORTHERN TRUST LOCAL DISB		Chicago, IL		n/a
PEOPLES HERITAGE		Portland, ME		n/a
PNC Bank		Avoca, PA		n/a
PNC Bank		State College, PA		n/a
RIGGS NATIONAL		Washington, DC		n/a
SUN TRUST		Washington, DC		n/a
SUN TRUST BANK		Nashville, TN		n/a
SUN TRUST BANK		Orlando, FL		n/a
THE NORTHERN TRUST		Chicago, IL		n/a
TIDEWATER BANK		Norfolk, VA		n/a
U.S. BANK OF MINNESOTA		Medford, OR		n/a
UNION BANK OF CALIFORNIA		San Diego, CA		n/a
UNIZAN BANK		North Canton, OH		n/a
US Bank		Fargo, ND		n/a
US BANK		Aspen, CO		n/a
US BANK		Rapid City, SD (Mileage Plus)		n/a
US BANK (HELENA, MONTANA)		Billings, MT		n/a
US BANK (MINNESOTA)		Lincoln, NE		n/a
US BANK (MINNESOTA)		Seattle, WA		n/a
WACHOVIA		Chicago, IL		n/a
Wachovia Bank & Trust		Charlottesville, VA		n/a
Wachovia Bank & Trust		Cayce, SC		n/a
WACHOVIA BK & TRST 230 OPER		Chicago, IL		n/a
WACHOVIA BK & TRST 231 PZ		Chicago, IL		n/a
WACHOVIA: “MPI”		Chicago, IL		n/a
WACHOVIA: “OFFICERS”		Chicago, IL		n/a
WACHOVIA: “PREMIER”		Chicago, IL		n/a
WEBSTER BANK		Hartford, CT		n/a
WELLS FARGO		Portland, OR		n/a
WELLS FARGO		Los Angeles, CA		n/a
WELLS FARGO		Seattle, WA		n/a
WELLS FARGO		Grapevine, TX		n/a
WELLS FARGO		Anchorage, AK		n/a
WELLS FARGO BANK		Phoenix, AZ		n/a
WELLS FARGO BANK		Houston, TX		n/a
WELLS FARGO BANK IOWA		Des Moines, IA		n/a
WELLS FARGO BANK N. DAKOTA		Bismarck, ND		n/a
WELLS FARGO BANK S. DAKOTA		Rapid City, SD		n/a
WELLS FARGO BANK WEST		Denver, CO		n/a
WELLS FARGO BANK WEST		Ignacio, Colorado		n/a
WELLS FARGO BANK WEST		Colorado Springs, CO		n/a
WELLS FARGO BANK, N.A.		Boise, ID		n/a
WELLS FARGO BANK, NA		Las Vegas, NV		n/a
WELLS FARGO BANK-NE		Omaha, NE		n/a
WELLS FARGO-LAS VEGAS		Las Vegas, NV		n/a
WELLS FARGO-MINNESOTA		Minneapolis, MN		n/a
WELLS FARGO-NEW MEXICO		Albuquerque, NM		n/a
WELLS FARGO-SOUTH DAKOTA		Sioux Falls, SD		n/a
WESTAMERICA BANK		Suisun, CA		n/a
WHITNEY NATIONAL		New Orleans, LA		n/a
ZIONS BANK:AW		Salt Lake City, UT		n/a

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE G — Bank Accts and Financial Institution Relationships

EUROPEAN BANK ACCOUNTS

Financial Institution		Location		Bank Acct #
ABN AMRO		Switzerland		n/a
ABN AMRO		ENGLAND		n/a
ABN AMRO		ENGLAND		n/a
ABN AMRO		ENGLAND		n/a
KREDIETBANK		Belgium		n/a
COMMERZ BANK		Germany		n/a
COMMERZ BANK		Germany		n/a
COMMERZ BANK		Germany		n/a
BANQUE NATIONALE de PARIS		France		n/a
BANQUE NATIONALE de PARIS		France		n/a
BANQUE NATIONALE de PARIS		France		n/a
NATIONAL WESTMINSTER BANK (Royal Bank of Scotland)		England		n/a
NATIONAL WESTMINSTER BANK (Royal Bank of Scotland)		England		n/a
NATIONAL WESTMINSTER BANK (Royal Bank of Scotland)		England		n/a
NATIONAL WESTMINSTER BANK (Royal Bank of Scotland)		England		n/a
BANK OF IRELAND		Ireland		n/a
MONTE DE PASCHI		Italy		n/a
ABN AMRO BANK		Netherlands		n/a

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE G — Bank Accts and Financial Institution Relationships

ASIA-PACIFIC BANK ACCOUNTS

Financial Institution		Location		Bank Acct #
AUSTRALIA & NEW ZEALAND BANKING GROUP		Australia		n/a
CHINA CONSTRUCTION BANK		China		n/a
BANK OF CHINA		China		n/a
CHINA CONSTRUCTION BANK		China		n/a
BANK OF CHINA		China		n/a
BANK OF EAST ASIA		Hong Kong		n/a
HONGKONG & SHANGHAI BANK		Hong Kong		n/a
BANK OF EAST ASIA		Hong Kong		n/a
HONGKONG & SHANGHAI BANK		Hong Kong		n/a
CITIBANK		India		n/a
THE BANK OF TOKYO MITSUBISHI		Japan		n/a
THE BANK OF TOKYO MITSUBISHI		Japan		n/a
THE BANK OF TOKYO MITSUBISHI		Japan		n/a
THE BANK OF TOKYO MITSUBISHI		Japan		n/a
THE BANK OF TOKYO MITSUBISHI		Japan		n/a
BANK OF AMERICA		Korea		n/a
KOREA EXCHANGE BANK		Korea		n/a
KOREA EXCHANGE BANK		Korea		n/a
KOREA EXCHANGE BANK		Korea		n/a
BANK OF AMERICA		Korea		n/a
BANK OF AMERICA		Korea		n/a
WESTPAC BANKING CORPORATION		New Zealand		n/a
WESTPAC BANKING CORPORATION		New Zealand		n/a
BANK OF AMERICA		Singapore		n/a
BANK OF AMERICA		Thailand		n/a
CITIBANK		Taiwan		n/a
CITIBANK		Taiwan		n/a
BANK OF AMERICA HONG KONG		Hong Kong		n/a
BANK OF AMERICA HONG KONG		Hong Kong		n/a
BANK OF AMERICA HONG KONG		Hong Kong		n/a
BANK OF AMERICA HONG KONG		Hong Kong		n/a
BANK OF AMERICA HONG KONG		Hong Kong		n/a

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE G — Bank Accts and Financial Institution Relationships

LATIN AMERICA BANK ACCOUNTS

Financial Institution		Location		Bank Acct #
CITIBANK		Argentina		n/a
BANCO DE BOSTON		Argentina		n/a
BANCO DE LA NACION		Argentina		n/a
BANCO RIO DE LA PLATA		Argentina		n/a
CARIBBEAN MERCANTILE BANK		Aruba		n/a
CARIBBEAN MERCANTILE BANK		Aruba		n/a
BANCO SAFRA		Brazil		n/a
BANCO SAFRA		Brazil		n/a
UNIBANCO		Brazil		n/a
BANCO DE BRASIL		Brazil		n/a
BANCO BOSTON		Brazil		n/a
BANCO SAFRA		Brazil		n/a
BANCO SAFRA		Brazil		n/a
BANCO DE CHILE		Chile		n/a
BANCO DE CHILE		Chile		n/a
BANCO DE COSTA RICA		Costa Rica		n/a
BANCO DE COSTA RICA		Costa Rica		n/a
BANCO DE SAN JOSE		Costa Rica		n/a
BANCO DE SAN JOSE		Costa Rica		n/a
BANCO DE OCCIDENTE		Guatemala		n/a
CITIBANK		Guatemala		n/a
BANCA SERFIN		Mexico		n/a
BANCA SERFIN		Mexico		n/a
BANCO CUSCATLAN		El Salvador		n/a
CITIBANK		El Salvador		n/a
SUDAMERIS BANK		Uruguay		n/a
SUDAMERIS BANK		Uruguay		n/a
BANCO MERCANTIL		Venezuela		n/a
BANCO PROVINCIAL		Venezuela		n/a
BANCO MERCANTIL		Venezuela		n/a

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE G — Bank Accts and Financial Institution Relationships

OFFLINE BANK ACCOUNTS

Financial Institution		Location		Bank Acct #
BANCO POPULAR		PUERTO RICO		n/a
CANADIAN INTERNATIONAL BANK OF COMMERCE		CANADA		n/a
CANADIAN INTERNATIONAL BANK OF COMMERCE		CANADA		n/a
CITIBANK		PANAMA		n/a
CITIBANK		PHILIPPINES		n/a
CITIBANK		PHILIPPINES		n/a
CITIBANK		HUNGARY		n/a
PRODUBANCO		ECUADOR		n/a
ISLANDSBANKI		ICELAND		n/a
MERITA BANK		FINLAND		n/a
BANCO POPULAR ESPANOL-ESP		SPAIN		n/a
SKANDINAVISKA		SWEDEN		n/a
SWISS BANK CORP		SWITZERLAND		n/a
BANK AUSTRIA AG		AUSTRIA		n/a
DANSKE BANK		DENMARK		n/a
CHRISTIANA BANK (NORDEA BANK NORGE ASA)		NORWAY		n/a
CREDIT LYONNAIS		VIETNAM		n/a
CAYMAN NATIONAL BANK		BRITISH WI		n/a
NED BANK		SOUTH AFRICA		n/a
BANK HANDLOWY		POLAND		n/a
BANCO COMERCIAL PORTUGAL		PORTUGAL		n/a
BANCO COLPATRIA		COLOMBIA		n/a
BANCO COLPATRIA		COLOMBIA		n/a
CANADIAN INTERNATIONAL BANK OF COMMERCE		CANADA		n/a
BANK OF MONTREAL		CANADA		n/a

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

SCHEDULE G — Bank Accts and Financial Institution Relationships

SUBSIDIARY BANK ACCOUNTS

Financial Institution		Country		Bank Acct #
UNITED BIZJET HOLDINGS, INC.
BANK ONE		USA		n/a		* CLOSED
UNITED AVIATION FUELS CORP.
NOTHERN TRUST BANK		USA		n/a
UNITED WORLDWIDE CORP.
JP MORGAN CHASE		USA		n/a
MILEAGE PLUS, INC.
SHORE BANK		USA		n/a
PREMIER MEETING & TRAVEL SERVICES, INC.
BANK ONE		USA		n/a
BANK ONE		USA		n/a
MY POINTS.COM, INC.
SILICON VALLEY BANK		USA		n/a
SILICON VALLEY BANK		USA		n/a
SILICON VALLEY BANK		USA		n/a
FLEET BANK		USA		n/a
WELLS CAPITAL MANAGEMENT		USA		n/a
WELLS FARGO BANK		USA		n/a
UAL LOYALTY SERVICES
BANK ONE		USA		n/a
BANK ONE		USA		n/a
BANK ONE		USA		n/a
BANK ONE		USA		n/a
KION DE MEXICO
BANCA SERFIN, S.A.		MEXICO		n/a
BANCA SERFIN, S.A.		MEXICO		n/a
CITIBANK		USA		n/a

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

TAX QUESTIONNAIRE

Debtors in possession and trustees are required to pay all taxes incurred after the filing of their Chapter 11 petition as the taxes come due. Please indicate whether the following post-petition taxes have been paid or deposited as they came due.

( ) Check here if no employees

TAX		YES		NO		NOT REQUIRED		WHEN DUE
Federal income tax withholding		X
FICA withholding		X
Employer’s share FICA		X
Federal Unemployment Taxes		X
State Income Tax Withholding		X
Sales Tax		X
Other Tax		X

 

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IN THE UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION

If any taxes have not been paid when due complete this table:

TAX NOT PAID

AMOUNT NOT PAID

DATE OF LAST PAYMENT

Note: Tax related payments withheld from UAL and its subsidiaries’ employee wages are paid to a third party payroll service, Ernst & Young, LLP., with the exception of Mileage Plus who pays such tax related payments to Automatic Data Processing.