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:  November 13, 1995
                    (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  (708) 952-4000


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




ITEM 5.         OTHER EVENTS.

    UAL Corporation (the "Company") is filing herewith a press
release dated November 13, 1995 as Exhibit 99.1 which is
incorporated herein by reference.


ITEM 7.         FINANCIAL STATEMENTS AND EXHIBITS.


Exhibit No.     Description

    99.1        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.



                                UAL CORPORATION



                                By:  /s/ Douglas A. Hacker

                                Name:  Douglas A. Hacker
                                Title: Senior Vice President - Finance






Dated:  November 13, 1995




                              EXHIBIT INDEX


Exhibit
Number          Description

 99.1           Press Release

                                            Exhibit 99.1




FOR IMMEDIATE RELEASE

           UAL CORPORATION CEASES ACQUISITION TALKS WITH USAIR

     CHICAGO, November 13, 1995 -- UAL Corporation today announced

it has ceased exploratory discussions with USAir about the

possibility of acquiring that carrier and folding its routes and

operations into those of United Airlines.

     "Although our confidentiality agreement with USAir prevents us

from disclosing the details of today's decision, I can say that

based on our assessment, we did not believe a transaction that met

our requirements was achievable," said Gerald Greenwald, chairman

and chief executive officer of UAL Corporation and its subsidiary,

United Airlines.  "While our study confirmed a transaction would

have significant revenue benefits from increased customer choice,

we were disappointed we were unable to satisfy all of the criteria

we set for a potential transaction," he added.

     The decision was made at UAL's board of directors meeting

today and followed a careful, month-and-a-half-long examination of

all factors, as well as consultations with United's employees and

USAir management and employees.

     Greenwald said UAL was guided by four basic principles in

deciding whether to pursue a transaction.  First, prospects for

UAL's stockholder value must be substantially higher than current

expectations.  Second, UAL must remain on course to earn an

"investment grade" credit rating.  Third, the acquisition and its

terms must be supported by United's employee owners.  And fourth,

the employee-ownership percentage must be maintained.

     Greenwald also said that in the months ahead, UAL will

continue to evaluate all strategic business initiatives to

accelerate progress towards achieving the company's goal

of becoming the global airline of choice.