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:  April 20, 1999
                   (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     (Commission      (I.R.S. Employer
     of incorporation)           File Number)    Identification No.)

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

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

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


    UAL Corporation (the "Company") is filing herewith a
cautionary statement for purposes of the "Safe Harbor for
Forward-Looking Statements" provision of the Private
Securities Litigation Reform Act of 1995 as Exhibit 99.1.


Exhibit No.     Description
- ----------      -----------

    99.1        Cautionary Statement


        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/ Douglas A. Hacker
                               Name:    Douglas A. Hacker
                               Title:   Senior Vice President &
                                        Chief Financial Officer

Dated:  April 20, 1999

                                                 Exhibit 99.1

                         Cautionary Statement
UAL Corporation ("UAL") and its representatives from time to
time participate in speeches and calls with market analysts,
conferences with investors and potential investors of UAL and
United Air Lines, Inc. securities, and other meetings and
conferences.  Some of the information presented in such
speeches, calls, meetings and conferences may be forward-
looking and involves risks and uncertainties that could result
in actual results differing materially from expected results.

It is not reasonably possible to itemize all of the many
factors and specific events that could affect the outlook of
an airline operating in the global economy.  Some factors that
could significantly impact expected capacity, traffic, load
factors, yields, revenues, unit revenues, expenses, costs,
unit costs, fully distributed unit costs, wage rates, capital
spending, cash flows, pre-tax margins, earnings, fully
distributed earnings, earnings per share, fully distributed
earnings per share and price to earnings ratios include the
airline pricing environment; industry capacity decisions; the
success of the Company's cost control efforts; Year 2000
readiness; wage rates of employee peer groups of competitors;
industry compensation levels; the status of the Company's
relationships with its unions; the outcome of negotiations on
new contracts with unionized employee groups; the cost of
crude oil and jet fuel; actions of the U.S., foreign and local
governments; willingness of customers to travel; foreign
currency exchange rate fluctuations; the Asian economic
environment and travel patterns; the stability of the U.S.
economy; the price of UAL common stock; inflation; the
economic environment of the airline industry and the economic
environment in general.