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 17, 2000
                (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)

ITEM 5.                 OTHER EVENTS.

      UAL Corporation (the "Company") is filing herewith a press
release issued by the Company as Exhibit 99.1 which is incorporated
herein by reference.


Exhibit No.     Description

    99.1        Press Release


        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: Executive Vice President
                                    and Chief Financial Officer
                                   (principal financial officer and
                                    principal accounting officer)

 Dated:  August 16, 2000


  The company expects third quarter 2000 earnings per share to be
         below the previously announced $2.60 to $3.20 range.

     CHICAGO, Aug. 17, 2000 -- UAL Corporation (NYSE: UAL), the
holding company whose primary subsidiary is United Airlines, today
announced that it expects third-quarter earnings per share to be lower
than the $2.60 to $3.20 range it announced on July 19, 2000.
     Speaking to the situation, Chairman and Chief Executive Officer
James E. Goodwin said, "Although booking patterns remained strong
through early August despite poor operating performance, booking
levels have since fallen on the adverse publicity surrounding the
cancellations that occurred in early August.  While our operating
performance has improved somewhat, the reduced booking levels
continue, and as a result, revenues are not as strong as we had
previously anticipated.  Furthermore, the uncertainty surrounding the
variable nature of factors affecting the situation, such as labor
relations, crew-related issues and weather, preclude us from
confidently projecting results at this point for the quarter or the
full year."
     "We are focused and committed to resolving the causes of this
difficult operating situation that has not only greatly inconvenienced
our customers but many of our employees as well."

Safe Harbor Statement under the Private Securities Litigation Reform
Act of 1995: The information contained in this press release is
forward-looking and involves risks and uncertainties that could result
in actual results differing materially from expected results. Forward-looking
statements represent the company's expectations and beliefs
concerning future events, based on information available to the
company as of the date of this press release.
     Some factors that could significantly impact revenues and
earnings per share include, without limitation: the results of union
contract negotiations and their impact on labor costs and operations;
operational disruptions as a result of bad weather, air traffic
control-related difficulties and the impact of labor issues; the
willingness of passengers to fly; the airline pricing environment;
competitors' route decisions; the implementation and success of
customer service improvement strategies; actions of the U.S., foreign
and local governments; the stability of the U.S. economy; the economic
environment of the airline industry and the economic environment in


 The web page address for UAL Corp. and United Airlines is