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:  August 25, 2003
(Date of earliest event reported)

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

 

Delaware	1-6033	36-2675207
(State or other jurisdiction                 of incorporation)	(Commission   File Number)	(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)

Item 5.            Other Events

On August 25, 2003, UAL Corporation filed its monthly operating report for the period July 1, 2003, through July 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.

We have also attached as Exhibit 99.2 a press release issued in connection with the filing of the monthly operating report.
 
 

Item 7.             Financial Statements and Exhibits.

(c)  Exhibits          Description

       99.1              Monthly Operating Report of UAL Corporation for the period July 1, 2003, through July 31, 2003

       99.2              Press Release
 
 

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.
 
 

 
 

Dated:  August 25, 2003

                                                                                                                                                                          &nb sp;                  Exhibit 99.1
 
 
 

IN RE:	CHAPTER 11
UAL CORPORATION, ET AL.		CASE NUMBERS : 02-48191 through 02-48218
DEBTORS	Jointly Administered
	Hon. Eugene R. Wedoff
MONTHLY OPERATING REPORT FOR THE PERIOD
JULY 1, 2003 THROUGH JULY 31, 2003
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 Securities and Exchange Commission. 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.

 
 
 
 

IN RE:	CHAPTER 11
UAL CORPORATION ET AL.		CASE NUMBERS : 02-48191 through 02-48218
DEBTORS	Jointly Administered
	Hon. Eugene R. Wedoff
MONTHLY OPERATING REPORT FOR THE PERIOD
JULY 1, 2003 THROUGH JULY 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)
	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: 8/25/03	DEBTOR-IN-POSSESSION
Print Name/Title:
Signature:
Address:	1200 East Algonquin Road
	Elk Grove Township, IL 60007
Phone:

 
 
 
 

I.

Table of Contents

II.

UAL Corporation, et al. Unaudited Financial Statements

A.

Condensed Consolidating Statement of Operations (Discloses only filing entities)

B.

Statements of Consolidated Financial Position (Form 10Q to be filed by November 15, 2003)

C.

Statements of Consolidated Cash Flows (Form 10Q to be filed by November 15, 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

 
 
 
 

	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.com, 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

 
 
 
 

UAL CORPORATION AND SUBSIDIARY COMPANIES (filing entities only)
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE MONTH ENDED JULY 31, 2003
($ amounts in 000's)
		UAL
		CONSOLIDATING
Total operating revenues		1,326,481
Total operating expenses		1,291,176
Earnings (loss) from operations		35,305
Non-operating income (expenses):
Net interest expense		(34,822)
Reorganization items		(105,435)
Other income (expenses), net:		(7,527)
Total non-operating income (expenses):		(147,784)
Earnings (loss) before income taxes		(112,479)
Total tax provision (credit)		-
Net earnings (loss)		(112,479)

 
 
 
 

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
For The Period Ending JULY 31, 2003			(Amounts in US dollar $)
BEGINNING BALANCE (ending balance JUNE 30, 2003 )
Operating Accounts - DOM			$32,738,323
Operating Accounts - INT			$27,576,585
London Overnight Investment Balance			$5,206,635
Liquidity Pool			$1,488,071,391
Restricted Cash 2			$673,846,142
Subsidiaries:
a. Mileage Plus, Inc.			$181,406
b. Premier Meeting and Travel Services, Inc.			$800,462
c. MyPoints.com, Inc.			$20,198,995
d. Domicile Management Services, Inc.			$210,884
e. UAL Loyalty Services, Inc.			$356,539
f. United Aviation Fuel Corporation			$2,686,795
TOTAL BEGINNING BALANCE			$2,251,874,157
RECEIPTS (Summary of all domestic and international bank accounts):
1. Receipts from operations (net of Intercompany receipts)		$1,367,580,272
2. Debtor -In- Possession Financing		$0
3. Other receipts 3		$59,339,099
TOTAL RECEIPTS	(A)	$1,426,919,371
DISBURSEMENTS (Summary of all accounts):
1. Net payroll 4
a. Officers		$1,029,231
b. Non-Officer		$234,493,294
2. Taxes paid or deposited:
a. Federal Income Tax and FICA withholdings		$100,467,903
b. State income tax w/held		$11,326,415
c. State sales or use tax		$91,691
d. Other 5		$98,858,657
3. Necessary Operational Disbursements 6
a. Operating Disbursements (net of Intercompany disbursements)		$926,304,717
b. Transferred to escrows / restricted cash		10,000,000
b. Other necessary expenses		$0
TOTAL DISBURSEMENTS	(B)	$1,382,571,909
NET RECEIPTS (Line (A) less Line (B))			$44,347,462
ENDING BALANCE (BEGINNING BALANCE PLUS NET RECEIPTS)			$2,296,221,619
Bank One Overnight Investment Account (month over month change) 7			$3,293,021
TOTAL ENDING BALANCE 8			$2,299,514,640
Check
ENDING BALANCE (as of JULY 31, 2003 )
Operating Accounts - DOM		$28,229,512
Operating Accounts - INT		$20,778,588
London Overnight Investment		$1,609,000
Liquidity Pool		$1,509,718,990
Restricted Cash 2		$714,332,210
Subsidiaries:
Mileage Plus, Inc.		$785,928
Premier Meeting and Travel Services, Inc.		$282,435
MyPoints.com, Inc.		$20,761,758
Domicile Management Services, Inc.		$136,706
UAL Loyalty Services, Inc.		$414,337
United Aviation Fuel Corporation		$2,465,177
TOTAL ENDING BALANCE		$2,299,514,640
1 See Page 4 for a list of the 28 filing entities.
2 Restricted cash does not include $200 million held in a Tax Trust Escrow nor restricted cash amounts associated with any
non-filing entities. See Schedule C of this report for a description of the Tax Trust Escrow.
3 Includes $9.6 million draw against GE Capital Corporation Short-Term Liquidity Facility.
4 Includes information for domestic entities only.
5 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.
6 Includes certain aircraft financing payments for the month of July (2003). These payments are highlighted in Schedule D of this report.
7 Account used to invest excess funds on a daily basis that are not transferred to liquidity pool.
8 Ending cash balance does not include $200 million held in a Tax Trust Escrow. See Schedule C of this report for a description of
the Tax Trust Escrow.

 
 

BANK

ENTITY:

RECEIPT SUMMARY 1

ACCTS:

See Schedule F for list of bank accounts

RECEIPT SOURCE

DESCRIPTION

AMOUNT

Domestic Operational Receipts

BANK ONE / JP MORGAN CHASE ACTIVITY

1,421,805,967

Domestic Operational Receipts

NON BANK ONE / JP MORGAN CHASE ACTIVITY

4,825,232

International Operational Receipts 2

BEG BALANCE (LESS) ENDING BALANCE

103,355,838

PLUS NET REPATRIATION

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

1,529,987,037

( A )

Other Non-Operational Receipts 3

SEE FOOTNOTE BELOW

59,339,099

( B )

Less, Non-filing entities

NONE FOR THIS PERIOD

0

GROSS RECEIPTS (tie to bank statements)

1,589,326,136

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

162,406,765

( D )

NET RECEIPTS

$1,426,919,371

Forward to MOR Summary:

Receipts from operations (net of Intercompany receipts)

1,367,580,272

(A-D )

Other receipts

59,339,099

( B )

$1,426,919,371

1 Includes receipt activity for United Airline's Liquidity Pool and the following subsidiaries: MyPoints.com, Inc., Premier Meeting & Travel

Services, Inc., Mileage Plus, Inc., United Aviation Fuels Corporation, UAL Loyalty Services, Inc. and Domicile Management Services, Inc.

2 Accounts for net repatriation to the liquidity pool in the amount of $109,954,007.

3 Includes net activity related to the London overnight investment account, interest income, aircraft and other asset sales, local station bank activity, transfers to restricted cash and a $9.6 million draw against GE Capital Corporation short-term liquidity facility.

 
 

													BANK
ENTITY:	LIQUIDITY POOL 1												ACCTS:						Bank One Acct. #51-67795
														(see schedule F for details)
RECEIPT SOURCE		DESCRIPTION																										AMOUNT
Domestic Operational Receipts					BANK ONE / JP MORGAN CHASE ACTIVITY																							1,242,222,372
Domestic Operational Receipts					NON BANK ONE / JP MORGAN CHASE ACTIVITY																							-
																														-
																														-
																														-
Total Non-Bank One Receipts																														-
International Operational Receipts					BEG BALANCE (LESS) ENDING BALANCE																							$103,156,009
					PLUS NET REPATRIATION
Total Operational Receipts					TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY																							1,345,378,380
Other Non-Operational Receipts 2					SEE FOOTNOTE BELOW																							$59,321,791
Less, Non-filing entities					NONE FOR THIS PERIOD																							-
							GROSS RECEIPTS																					1,404,700,172
							UAL																					-
							UAL Loyalty Services, Inc.																					-
							UAL Company Services, Inc.																					-
							Confetti Inc.																					-
							MyPoints.com, Inc.																					-
							Cybergold, Inc.																					-
							iTarget.com, Inc.																					-
							MyPoints Offline Services, Inc.																					-
							UAL Benefits Management, Inc.																					-
							United BizJet Holdings, Inc.																					-
							United BizJet Charter, Inc.																					-
							United BizJet Fractional, Inc.																					-
							United BizJet Services, Inc.																					-
							Kion Leasing, Inc.																					-
							Premier Meeting and Travel Services, Inc.																					169,018
							United Aviation Fuels Corporation																					25,215,000
							United Cogen, Inc.																					-
							Mileage Plus, Inc.																					37,870
							United GHS, Inc.																					-
							United Worldwide Corporation																					-
							United Vacations, Inc.																					-
							Four Star Leasing, Inc.																					-
							Air Wisconsin Services, Inc.																					-
							Air Wisconsin , Inc.																					-
							Domicile Management Services, Inc.																					-
							(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES																					25,421,888
							NET RECEIPTS																					$1,379,278,284
1 Includes receipt activity for all filing entities of UAL Corporation (refer to page 4) except those receipts collected by MyPoints.com, Inc., Premier Meeting & Travel Services, Inc. Mileage Plus, Inc., United Aviation Fuels Corporation, UAL Loyalty Services, Inc. and Domicile Management Services, Inc. in operating bank accounts outside of the Liquidity Pool.
2 Includes net activity related to the London overnight investment account, interest income, aircraft and other asset sales, local station bank activity, transfers to restricted cash and a $9.6 million draw against GE Capital Corporation short-term liquidity facility.

 
 

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

BANK ONE / JP MORGAN CHASE ACTIVITY

-

Domestic Operational Receipts

NON BANK ONE / JP MORGAN CHASE ACTIVITY  (see above for accounts)

2,325,232

-

-

-

Total Non-Bank One Receipts

2,325,232

International Operational Receipts

BEG BALANCE (LESS) ENDING BALANCE

-

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

2,325,232

Other Non-Operational Receipts

INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.

11,709

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

2,336,941

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

-

NET RECEIPTS

2,336,941

BANK STATEMENT RECONCILIATION:

Beginning Balance

$20,198,995

Receipts

2,336,941

Disbursments

(1,774,178)

Reconciled Ending Balance

$20,761,758

Reported Ending Balance

$20,761,758

Difference

$0

1 Includes receipt activity for Cybergold, Inc., iTarget.com, Inc., MyPoints Offline Services, Inc.

 
 

PREMIER MEETING & TRAVEL

BANK

ENTITY:

SERVICES, INC.

ACCTS:

Bank One 55-78531

(see schedule F for details)

RECEIPT SOURCE

DESCRIPTION

AMOUNT

Domestic Operational Receipts

BANK ONE / JP MORGAN CHASE ACTIVITY

17,222

Domestic Operational Receipts

NON BANK ONE / JP MORGAN CHASE ACTIVITY

-

-

-

-

Total Non-Bank One Receipts

-

International Operational Receipts

BEG BALANCE (LESS) ENDING BALANCE

-

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

17,222

Other Non-Operational Receipts

INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.

339

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

17,561

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

-

NET RECEIPTS

17,561

BANK STATEMENT RECONCILIATION:

Beginning Balance

$800,462

Receipts

17,561

Disbursments

(535,588)

Reconciled Ending Balance

$282,435

Reported Ending Balance

$282,435

Difference

$0

 
 

BANK

ENTITY:

MILEAGE PLUS, INC.

ACCTS:

SHORE BANK #17331100/17331200/17511000

(see schedule F for details)

RECEIPT SOURCE

DESCRIPTION

AMOUNT

Domestic Operational Receipts

BANK ONE / JP MORGAN CHASE ACTIVITY

-

Domestic Operational Receipts

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.

6,842

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

2,506,842

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

2,500,000

NET RECEIPTS

6,842

BANK STATEMENT RECONCILIATION:

Beginning Balance

$181,406

Receipts

2,506,842

Disbursments

(1,902,320)

Reconciled Ending Balance

$785,928

Reported Ending Balance

$785,928

Difference

$0

 
 
 
 

UNITED AVIATION FUELS

BANK

ENTITY:

CORPORATION

ACCTS:

NORTHERN TRUST ACCT. 792705

(see schedule F for details)

RECEIPT SOURCE

DESCRIPTION

AMOUNT

Domestic Operational Receipts

BANK ONE / JP MORGAN CHASE ACTIVITY

170,434,358

Domestic Operational Receipts

NORTHERN TRUST COMPANY

-

-

-

-

Total Non-Bank One Receipts

-

International Operational Receipts

BEG BALANCE (LESS) ENDING BALANCE

-

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

170,434,358

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)

170,434,358

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

125,155,000

(Provide detail above)

NET RECEIPTS

45,279,358

BANK STATEMENT RECONCILIATION:

Beginning Balance

2,686,795

Receipts

170,434,358

Disbursments

(170,655,976)

Reconciled Ending Balance

$2,465,177

Reported Ending Balance

$2,465,177

Difference

$0

 
 
 
 

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 / JP MORGAN CHASE ACTIVITY

9,132,015

Domestic Operational Receipts

NON BANK ONE / JP MORGAN CHASE ACTIVITY

-

-

-

-

Total Non-Bank One Receipts

-

International Operational Receipts

BEG BALANCE (LESS) ENDING BALANCE

-

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

9,132,015

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)

9,132,015

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

9,130,049

NET RECEIPTS

1,966

BANK STATEMENT RECONCILIATION:

Beginning Balance

$356,539

Receipts

9,132,015

Disbursments

(9,074,217)

Reconciled Ending Balance

$414,337

Reported Ending Balance

$414,337

Difference

$0

 
 
 
 

BANK

ENTITY:

DOMICILE MGMT SERVICES, INC.

ACCTS:

Citibank #0-157487-016

(see schedule F for details)

RECEIPT SOURCE

DESCRIPTION

AMOUNT

Domestic Operational Receipts

BANK ONE / JP MORGAN CHASE ACTIVITY

-

Domestic Operational Receipts

CITIBANK

-

-

-

-

Total Non-Bank One Receipts

-

International Operational Receipts

BEG BALANCE (LESS) ENDING BALANCE

199,829

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

199,829

Other Non-Operational Receipts

INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.

(1,582)

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

198,247

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

199,829

NET RECEIPTS

(1,582)

BANK STATEMENT RECONCILIATION:

Beginning Balance

210,884

Receipts

198,247

Disbursments

(272,425)

Reconciled Ending Balance

$136,706

Reported Ending Balance

$136,706

Difference

$0

 
 
 
 

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

1,029,231

( A )

xxx

PAYROLL NON-OFFICER

234,493,294

( B )

04

AVIATION FUEL 2

(SEE FUEL SUMMARY BELOW)

361,595,022

06

CATERING

27,039,968

03

RECURRING RENT

76,113,793

01

GENERAL PAYABLES

476,778,934

17

INSURANCE

66,419,211

18

LANDING FEES

20,785,461

xxx

OTHER

59,979,093

SUBTOTAL EXCLUDING PAYROLL

1,088,711,482

( C )

GROSS DISBURSEMENTS (tie to bank statement)

1,324,234,007

(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES

162,406,765

( D )

TAXES:

a. Federal Income Tax and FICA withholdings

100,467,903

b. State income tax w/held

11,326,415

c. State sales or use tax

91,691

d. Other 3

98,858,657

TOTAL TAXES

210,744,666

( E )

NET MONTHLY DISBURSEMENTS

$ 1,372,571,909

Forward to MOR Summary:

Officers Payroll

1,029,231

( A )

Non-Officer Payroll

234,493,294

( B )

Taxes

210,744,666

( E )

Necessary Operational Disbursements (less intercompany transfers)

926,304,717

(C-D)

$ 1,372,571,909

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

2 Fuel Summary:

UAFC Fuel Disbursements

170,655,976

United Fuel Disbursements

190,939,045

Total Fuel Disbursements

361,595,022

Less: Intercompany Transfers

(150,370,000)

Fuel Disbursements

$ 211,225,022

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.

 

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 PAYABLES1

217,602

17

INSURANCE

-

18

LANDING FEES

-

xxx

OTHER

SUBTOTAL EXCLUDING PAYROLL

217,602

GROSS DISBURSEMENTS (tie to bank statement)

217,602

(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

217,602

1 Includes expenses incurred by members of the Board of Directors.

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.

 
 
 
 

										BANK
ENTITY:		UNITED AIRLINES, INC. 1								ACCTS:		See Schedule F for list of bank accounts
BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):										NOTES:									AMOUNT:
xxx	PAYROLL OFFICER																		1,029,231
xxx	PAYROLL NON-OFFICER																		233,474,495
04	AVIATION FUEL									(Includes intercompany transfer to UAFC, see below)									190,939,045
06	CATERING																		27,039,968
03	RECURRING RENT																		76,113,793
01	GENERAL PAYABLES																		468,106,956
17	INSURANCE																		66,419,211
18	LANDING FEES																		20,785,461
xxx	OTHER 2																		59,979,093
	SUBTOTAL EXCLUDING PAYROLL																		909,383,528
				GROSS DISBURSEMENTS (tie to bank statement)															1,143,887,255
				(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES
				MyPoints.com, Inc.															-
				Premier Meeting and Travel Services, Inc.															-
				Mileage Plus, Inc.															2,500,000
				United Aviation Fuels Corporation															125,155,000
				UAL Loyalty Services, Inc.															9,130,049
				Domicile Management Services, Inc.															199,829
				TOTAL TRANSFERS TO OTHER ACCOUNTS / ENTITIES															136,984,878
				TAXES:
				a. Federal Income Tax and FICA withholdings															100,237,951
				b. State income tax w/held															11,295,507
				c. State sales or use tax															91,791
				d. Other (specify) 3															94,863,466
				TOTAL TAXES															206,488,715
				NET MONTHLY DISBURSEMENTS															$ 1,213,391,092
1 Includes activity for United Airlines, Inc., UAL Company Services, Inc., United GHS, Inc., UAL Benefits Management, Inc. and Air Wisconsin, Inc.
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 and interest, 401K, pilot directed account plan and sick leave trust payments.
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.

 
 
 
 

							BANK	BANK ONE ACCT. 11-01955, 11-02250, 10-61639,
ENTITY:		UAL LOYALTY SERVICES, INC 1					ACCTS:	11-33545
								(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											5,084,263
17	INSURANCE											-
18	LANDING FEES											-
xxx	OTHER											-
	SUBTOTAL EXCLUDING PAYROLL											5,084,263
					GROSS DISBURSEMENTS (tie to bank statement)							5,084,263
					(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							3,989,954
					TOTAL TAXES							3,989,954
					NET MONTHLY DISBURSEMENTS							$ 9,074,217
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.

 
 
 
 

							BANK
ENTITY:		MILEAGE PLUS HOLDINGS, INC 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 UAL 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.

 
 
 
 

										BANK
ENTITY:		MILEAGE PLUS MARKETING, INC 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 UAL 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.

 
 
 
 

									BANK
ENTITY:		CONFETTI, INC 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 UAL 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.

 
 
 
 

									BANK
ENTITY:		UAL COMPANY SERVICES, INC. 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 Airlines, 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.

 
 
 
 
 

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)

BY APO DISBURSEMENT TYPE

(based on Cleared Check Date):

NOTES:

AMOUNT:

xxx

PAYROLL OFFICER

-

xxx

PAYROLL NON-OFFICER

349,068

04

AVIATION FUEL

-

06

CATERING

-

03

RECURRING RENT

-

01

GENERAL PAYABLES

1,425,110

17

INSURANCE

-

18

LANDING FEES

-

xxx

OTHER

-

SUBTOTAL EXCLUDING PAYROLL

1,425,110

GROSS DISBURSEMENTS (tie to bank statement)

1,774,178

(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

$ 1,774,178

1 Includes disbursement activity for Cybergold, Inc., iTarget.com, Inc., MyPoints Offline 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.

 
 
 
 

Fleet Bank # 55157711

Wells Fargo #449-6837055, 10765100

BANK

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, 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.

 
 
 
 

Fleet Bank # 55157711

Wells Fargo #449-6837055, 10765100

BANK

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, 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.

 
 
 
 

Fleet Bank # 55157711

Wells Fargo #449-6837055, 10765100

BANK

Silicon Valley Bank #3300066117, 3300042163

ENTITY:

MYPOINTS OFFLINE SERVICES, 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, 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.

 
 
 
 

										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															-
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, 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.

 
 

								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													-
	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 Includes disbursement activity for BizJet Fractional, Inc., BizJet Charter, Inc., and BizJet 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.

 
 
 
 

								BANK
ENTITY:		BIZJET CHARTER, 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, 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.

 
 
 
 

								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, 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.

 
 
 
 

								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, 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.

 
 
 
 

								BANK
ENTITY:		KION 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							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 July 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.

 
 
 
 

		PREMIER MEETING AND TRAVEL								BANK
ENTITY:		SERVICES, INC.								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														535,588
17	INSURANCE														-
18	LANDING FEES														-
xxx	OTHER														-
	SUBTOTAL EXCLUDING PAYROLL														535,588
								GROSS DISBURSEMENTS (tie to bank statement)							535,588
								(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES							169,018
								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							$ 366,570
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.

 
 

		UNITED AVIATION FUELS						BANK
ENTITY:		CORPORATION						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													170,655,976
06	CATERING													-
03	RECURRING RENT													-
01	GENERAL PAYABLES													-
17	INSURANCE													-
18	LANDING FEES													-
xxx	OTHER													-
	SUBTOTAL EXCLUDING PAYROLL													170,655,976
						GROSS DISBURSEMENTS (tie to bank statement)								170,655,976
						(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES								25,215,000
						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								$ 145,440,976
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.

 
 
 
 

									BANK
ENTITY:		UNITED COGEN , INC.							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														170,095
17	INSURANCE														-
18	LANDING FEES														-
xxx	OTHER														-
	SUBTOTAL EXCLUDING PAYROLL														170,095
							GROSS DISBURSEMENTS (tie to bank statement)								170,095
							(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 1								-
							TOTAL TAXES								-
							NET MONTHLY DISBURSEMENTS								170,095
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.

 
 
 
 

									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														663,393
04	AVIATION FUEL														-
06	CATERING														-
03	RECURRING RENT														-
01	GENERAL PAYABLES														972,750
17	INSURANCE														-
18	LANDING FEES														-
xxx	OTHER														-
	SUBTOTAL EXCLUDING PAYROLL														972,750
							GROSS DISBURSEMENTS (tie to bank statement)								1,636,143
							(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES								37,870
							TAXES:
							a. Federal Income Tax and FICA withholdings								229,951
							b. State income tax w/held								30,908
							c. State sales or use tax								81
							d. Other 1								5,237
							TOTAL TAXES								266,177
							NET MONTHLY DISBURSEMENTS								$ 1,864,450
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.

 
 
 
 

									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, 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.

 
 
 
 

									BANK
ENTITY:		UNITED WORLDWIDE CORPORATION 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 July 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.

 
 
 
 

								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 July 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.

 
 

									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 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 July 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.

 
 
 
 

							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													302
17	INSURANCE													-
18	LANDING FEES													-
xxx	OTHER													-
	SUBTOTAL EXCLUDING PAYROLL													302
					GROSS DISBURSEMENTS (tie to bank statement)									302
					(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									302
1 Disbursement activity conducted through United Airlines, 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.

 
 
 
 

							BANK
ENTITY:		AIR WISCONSIN 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 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.

 
 
 
 

ENTITY:		DOMICILE MGMT SERVICES, INC.							BANK
									ACCTS:		Citibank #0-157487-016
BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):								NOTES:						AMOUNT:
xxx	PAYROLL OFFICER													-
xxx	PAYROLL NON-OFFICER													6,338
04	AVIATION FUEL													-
06	CATERING													-
03	RECURRING RENT													-
01	GENERAL PAYABLES													266,267
17	INSURANCE													-
18	LANDING FEES													-
xxx	OTHER													-
	SUBTOTAL EXCLUDING PAYROLL													266,267
						GROSS DISBURSEMENTS (tie to bank statement)								272,605
						(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								(180)
						d. Other 1								-
						TOTAL TAXES								(180)
						NET MONTHLY DISBURSEMENTS								$ 272,425
1 Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax,
state & city tax, quarterly payments made to the INS, and US Custom Fees and Department of Agriculture.

 
 
 
 

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 July 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

 
 
 

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:

w Federal payroll withholding taxes, FICA (employee portion), and Medicare;

w Federal air transportation excise taxes;

w Federal security charges;

w Federal Animal and Plan Health Inspection Service of the U.S. Department of Agriculture ("APHIS");

w Federal Immigration and Naturalization Service (INS) fees;

w Federal customs fees;

w State and local income tax withholding;

w Disability taxes;

w Passenger facility charges ("PFC");

w State sales and use taxes;

w Federal and state fuel taxes

 
 
 
 

SCHEDULE D - - Payments to Secured Creditors and Lessors
Name of Creditor or Lessor	Type	Date Regular Payment is Due	Amount of Regular Payment	Check # of Payments	Number of Payments Delinquent*	Amount of Payments * Delinquent
US BANK	AIRCRAFT	7/1/03	23,705,748.00
CORPORATE TRUST SERVICES	AIRCRAFT	7/1/03	80,666.67
WACHOVIA TRUST COMPANY	AIRCRAFT	7/1/03	65,000.00
WELLS FARGO BANK NORTHWEST, N.A.	AIRCRAFT	7/2/03	59,770.16
US BANK	AIRCRAFT	7/2/03	4,450,563.44
WELLS FARGO BANK NORTHWEST, N.A.	AIRCRAFT	7/2/03	500,000.00
SOCIETE GENERALE PARIS	AIRCRAFT	7/7/03	6,236,204.42
KREDITANSTALT FUR WIEDERAUFBAU	AIRCRAFT	7/7/03	1,764,545.63
BNP PARIBAS PARIS	AIRCRAFT	7/7/03	1,605,466.20
SOCIETE GENERALE PARIS	AIRCRAFT	7/7/03	844,143.29
KREDITANSTALT FUR WIEDERAUFBAU	AIRCRAFT	7/7/03	778,920.38
US BANK	AIRCRAFT	7/8/03	130,000.00
WILMINGTON TRUST COMPANY	AIRCRAFT	7/8/03	130,000.00
US BANK	AIRCRAFT	7/8/03	170,000.00
IAE	AIRCRAFT	7/8/03	1,620,000.00
WELLS FARGO BANK NORTHWEST, N.A.	AIRCRAFT	7/8/03	80,000.00
CREDIT LYONNAIS TOKYO	AIRCRAFT	7/11/03	253,811.44
JP MORGAN CHASE BANK	AIRCRAFT	7/11/03	440,000.00
WELLS FARGO BANK NORTHWEST, N.A.	AIRCRAFT	7/15/03	5,000,000.00
IAM RETRO PAYMENT (Secured Portion Only)	N/A	7/15/03	53,492,562.31
SMBC, NEW YORK	AIRCRAFT	7/17/03	7,409.80
US BANK	AIRCRAFT	7/18/03	300,000.00
WILMINGTON TRUST COMPANY	AIRCRAFT	7/23/03	700,000.00
US BANK	AIRCRAFT	7/25/03	300,000.00
CORPORATE TRUST SERVICES	AIRCRAFT	7/28/03	4,574,570.11
PK AIR	AGENCY FEE	7/28/03	245,423.21
WELLS FARGO BANK NORTHWEST, N.A.	AIRCRAFT	7/29/03	4,489,206.44
PK AIR	AGENCY FEE	7/29/03	267,678.50
PHILIP MORRIS CAPITAL CORPORATION	AIRCRAFT	7/30/03	2,340,000.00
EXPORT DEVELOPMENT CORPORATION	AIRCRAFT	7/30/03	742,594.68
US BANK	AIRCRAFT	7/31/03	480,000.00
WELLS FARGO BANK NORTHWEST, N.A.	AIRCRAFT	7/31/03	160,000.00
US BANK	AIRCRAFT	7/31/03	5,705,000.00
WILMINGTON TRUST COMPANY	AIRCRAFT	7/31/03	140,000.00
US BANK	AIRCRAFT	7/31/03	9,655,000.00
WELLS FARGO BANK NORTHWEST, N.A.	AIRCRAFT	7/31/03	1,200,000.00
US BANK	AIRCRAFT	7/31/03	435,000.00
UT FINANCE CORP	AIRCRAFT ENGINE	7/31/03	31,998.39
TOTAL			133,181,283.07

 
 
 
 

SCHEDULE E - Professional Payments 1
	PROFESSIONAL GROUP	MONTH AMOUNT AUTHORIZED	MONTH AMOUNT PAID
	Babcock	315,000.00	315,000.00
	Gavin Anderson	548,259.15	548,259.15
	Huron	442,731.81	442,731.81
	KPMG	1,229,436.10	1,229,436.10
	Kirkland & Ellis	2,241,496.63	2,241,496.63
	McKinsey & Co	3,445,904.49	3,445,904.49
	Paul Hastings	68,243.56	68,243.56
	Piper Rudnick	6,449.75	6,449.75
	Poorman Douglas	821,230.06	821,230.06
	Saybrook Capital	253,373.17	253,373.17
	Sonnenschein	1,986,948.87	1,986,948.87
	Vedder Price	505,000.29	505,000.29
	Wilmer, Cutler and Pickering	197,662.49	197,662.49
	Committee of Unsecured Creditors	23,389.36	23,389.36
1	Professionals, for the purpose of this report, are defined as those who have filed a Professional Retention with the Federal Bankruptcy
	Court and whom are subject to the Interim Compensation Motion. All professional fees and expenses incurred in July 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.

 
 

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 balance1

$1,030,477,340

#########

$1,073,792,556

$3,444,444

Add: sales on account

$1,584,266,809

Less: collections

($1,536,900,070)

Less: Write-offs and Clearing

($4,051,523)

End of month balance

$1,073,792,556

0 - 30 Days2

31 - 60 Days2

61 - 90 Days2

Over 90 Days2

End of Month Total

$907,354,710

$71,944,101

$31,139,984

$63,353,761

$1,073,792,556

1 Includes accruals for unprocessed sales for which the Debtor has not sent an invoice during the reporting period.

2 Accounts receivable aging based upon the previous month's aging 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

$220,791,587

$272,066,304

$270,603,826

$1,462,478

Add: credit extended

$1,275,936,042

Less: payments on account

($1,226,123,803)

End of month balance

$270,603,826

0 - 30 Days

31 - 60 Days 2

61 - 90 Days 2

Over 90 Days 2

End of Month Total

$269,561,779

$229,527

$812,520

$0

$270,603,826

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.

 
 

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 177 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
AMSOUTH BANK		Birmingham, AL			n/a
AMSOUTH BANK		Knoxville, TN			n/a
ASSOCIATED BANK -WI		Madison, WI			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 (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
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
JP MORGAN CHASE		New York, NY			n/a
JP MORGAN CHASE		New York, NY			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
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
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

 
 

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
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
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
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
SUBSIDIARY BANK ACCOUNTS
Financial Institution	Country	Bank Acct #
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

 
 
 
 
 
 

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
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 in the United States of America wages
are paid to a third party payroll service, Deloitte & Touche LLP., with the exception of Mileage Plus who pays
such tax related payments to Automatic Data Processing.

 
 
 
 
 
 

UNITED                                                                     News Release
 
 

Worldwide Communications:
Media Relations Office: 847.700.5538
Evenings/Weekends: 847.700.4088
 
 

For Immediate Release

UAL REPORTS JULY MONTHLY OPERATING RESULTS Reports $35 Million Earnings from Operations

July System Unit Revenue Improves 10%

Reports Positive Cash Flow and EBITDAR for July

Meets DIP Covenant for Sixth Consecutive Month

CHICAGO, August 25, 2003 - UAL Corporation (OTCBB: UALAQ.OB), the holding company whose primary subsidiary is United Airlines, today filed its July Monthly Operating Report (MOR) with the United States Bankruptcy Court, and reported that the Company earned $35 million from operations in July, continued to generate positive cash flow during the month and met the requirements of its debtor-in-possession (DIP) financing for the sixth straight month.

            United's executive vice president and chief financial officer, Jake Brace, said, "United is continuing to deliver major cost reductions and is now coupling that effort with significant unit revenue improvement. United's systemwide unit revenue improved 10% year-over-year, well ahead of the industry average for the month. All of us at United are very proud of the solid progress we are making. As we continue to successfully bring down cost and improve revenue, we are building the momentum to emerge from Chapter 11 as a much more focused, efficient and flexible business for the long term. We know there is still much work to be done, but United is moving steadily in the right direction."

            Brace added, "United's cash balance increased by an average of about $4 million a day in July, excluding a quarterly retroactive wage payment to IAM members, allowing us to maintain our strong cash position. We met the requirements of our DIP agreements for the sixth time, and expect to meet our DIP covenant for August as well."

            The Company reported earnings from operations of $35 million in July, a significant turnaround from July 2002. The Company also reported non-operating expenses of $148 million, which included $105 million in reorganization expenses. The majority of reorganization expenses were non-cash items resulting from the rejection of aircraft. Excluding reorganization expenses, United recorded a net loss of $7 million for July.

            UAL again improved its cash position for the month and reported an increase in cash of approximately $48 million for July, ending the month with a cash balance of approximately $2.3 billion, which included $714 million in restricted cash (filing entities only). UAL began July with a cash balance of approximately $2.3 billion, which included $674 million in restricted cash (filing entities only). Excluding a quarterly retroactive wage payment to IAM members of $63 million, the company's cash balance increased approximately $111 million for the month or approximately $4 million per day.

            United met the requirements of its covenants for DIP financing in July. As part of its DIP financing agreements, United's lenders required the Company to achieve a cumulative EBITDAR (earnings before interest, taxes, depreciation, amortization and aircraft rent) loss of no more than $448 million between December 1, 2002 and July 31, 2003.

United Continues to Deliver Strong Operational Performance
 

            Pete McDonald, United's executive vice president - Operations, said, "United employees throughout the organization continue to deliver the great service and superior product our customers want. Despite the challenges of bad travel weather across the Midwest and along much of the Eastern seaboard, United's departure completion rate for July was 98.7%, and 80.9% of United's flights arrived within 14 minutes of schedule. The Company is maintaining its lead in the industry for on-time performance for the last 12 months." United's passenger load factor for July of 82.9% is an all-time record for the Company, topping the 82% record load factor recorded for June.

Focus on Revenue Continues with Innovative, Aggressive Program

            United's executive vice president - Customer, John P. Tague said, "United is continuing with an innovative and aggressive program of sales and marketing. In July, we introduced our 'Fly the World for Free' offer for business travelers, with advertising in 22 countries in 11 languages. The enthusiastic response from customers has exceeded our expectations and we will continue with similar programs over the next several months to capitalize on United's core competitive strengths."

            United and United Express operate more than 3,300 flights a day on a route network that spans the globe. News releases and other information about United may be found at the company's website at www.united.com.

Safe Harbor Statement. Certain information contained in this press release should be considered "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements reflect UAL Corporation's current expectations and beliefs with respect to certain current and future events and financial performance. Such forward-looking statements are and will be, as the case may be, subject to many risks and uncertainties relating to the operations and business environments of UAL Corporation and its subsidiaries (collectively, the "company") that may cause the actual results of the company to differ materially from any future results expressed or implied in such forward-looking statements. Such factors include, but are not limited to, the following: the company's ability to continue as a going concern; the company's ability to operate pursuant to the terms of its debtor-in-possession facility; the company's ability to obtain court approval with respect to motions in the Chapter 11 proceeding prosecuted by it from time to time; the company's ability to develop, prosecute, confirm and consummate one or more plans of reorganization with respect to the Chapter 11 cases; risks associated with third parties seeking and obtaining court approval to terminate or shorten the exclusive period for the company to propose and confirm one or more plans of reorganization, for the appointment of a Chapter 11 trustee or to convert the cases to Chapter 7 cases; the company's ability to achieve necessary reductions in labor costs; the company's ability to obtain and maintain normal terms with vendors and service providers; the company's ability to maintain contracts that are critical to its operations; the potential adverse impact of the Chapter 11 cases on the company's liquidity or results of operations; the cost and availability of financing; the company's ability to execute its business plan; the company's ability to attract, motivate and/or retain key employees; the company's ability to attract and retain customers; demand for transportation in the markets in which the company operates; general economic conditions; the effects of any hostilities or act of war (in the Middle East or elsewhere) or any terrorist attack; the ability of other air carriers with whom the company has alliances or partnerships to provide the services contemplated by the respective arrangements with such carriers; the cost and availability of aircraft insurance; the cost of aviation fuel; the cost associated with existing or future security measures and practices; competitive pressures on pricing (particularly from lower-cost competitors); government legislation and regulation; consumer perceptions of the company's products; weather conditions; and other risks and uncertainties set forth from time to time in UAL Corporation's reports to the United States Securities and Exchange Commission. Consequently, the forward-looking statements should not be regarded as representations or warranties by the company that such matters will be realized. The company disclaims any intent or obligation to update or alter any of the forward-looking statements, whether in response to new information, unforeseen events, changed circumstances or otherwise.

####