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:  October 30, 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 October 30, 2003, UAL Corporation filed its monthly operating report for the period September 1, 2003, through September 30, 2003, with the United States Bankruptcy Court for the Northern District of Illinois, Eastern Division 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. A copy of the monthly operating report is provided hereunder as Exhibit 99.1.
 
 
 
 

Item 7.             Financial Statements and Exhibits.

(c) Exhibits          Description

      99.1             Monthly Operating Report of UAL Corporation for the period September 1, 2003, through September 30, 2003
 
 

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:  October 30, 2003

        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
SEPTEMBER 1, 2003 THROUGH SEPTEMBER 30, 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
SEPTEMBER 1, 2003 THROUGH SEPTEMBER 30, 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: 10/30/03		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 SEPTEMBER 30, 2003
($ amounts in 000's)
		UAL
		CONSOLIDATING
Total operating revenues		$1,480,137
Total operating expenses		1,510,791
Earnings (loss) from operations excluding Special Charges		(30,654)
Special Charges:
Loss on sale of aircraft		(45,039)
Aircraft impairment		(26,384)
Total Special Charges:		(71,423)
Earnings (loss) from operations including Special Charges		(102,077)
Non-operating income (expenses):
Net interest expense		(32,871)
Non-Operating Special Charge		(24,975)
Other income (expenses), net:		(11,566)
Total non-operating income (expenses):		(69,412)
Net Earnings (loss) before Reorganization items		(171,489)
Reorganization items		(14,602)
Net earnings (loss)		($186,091)

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 SEPTEMBER 30, 2003

(Amounts in US dollar $)

BEGINNING BALANCE (ending balance AUGUST 31, 2003 )

Operating Accounts - DOM

$48,756,838

Operating Accounts - INT

$18,941,937

London Overnight Investment Balance

$2,202,620

Liquidity Pool

$1,613,984,054

Restricted Cash 2

$698,420,839

Subsidiaries:

a. Mileage Plus, Inc.

$723,500

b. Premier Meeting and Travel Services, Inc.

$967,414

c. MyPoints.com, Inc.

$20,389,868

d. Domicile Management Services, Inc.

$110,240

e. UAL Loyalty Services, Inc.

$445,358

f. United Aviation Fuel Corporation

$3,269,942

TOTAL BEGINNING BALANCE

$2,408,212,610

RECEIPTS (Summary of all domestic and international bank accounts):

1. Receipts from operations (net of Intercompany receipts)

$1,394,493,230

2. Other receipts

$20,166,910

TOTAL RECEIPTS

(A)

$1,414,660,140

DISBURSEMENTS (Summary of all accounts):

1. Net payroll 3

a. Officers

$915,905

b. Non-Officer

$194,163,146

2. Taxes paid or deposited:

a. Federal Income Tax and FICA withholdings

$72,459,835

b. State income tax w/held

$11,734,707

c. State sales or use tax

$186,031

d. Other 4

$154,556,137

3. Necessary Operational Disbursements 5

a. Operating Disbursements (net of Intercompany disbursements)

$992,610,520

b. Transferred to escrows / restricted cash

$4,032,665

b. Other necessary expenses

$0

TOTAL DISBURSEMENTS

(B)

$1,430,658,947

NET RECEIPTS (Line (A) less Line (B))

($15,998,807)

ENDING BALANCE (BEGINNING BALANCE PLUS NET RECEIPTS)

$2,392,213,804

Bank One Overnight Investment Account (month over month change) 6

($1,815,623)

TOTAL ENDING BALANCE 7

$2,390,398,180

Check

ENDING BALANCE (as of SEPTEMBER 30, 2003 )

Operating Accounts - DOM

$28,552,435

Operating Accounts - INT

$21,052,556

London Overnight Investment

$5,484,600

Liquidity Pool

$1,680,308,369

Restricted Cash 2

$629,799,919

Subsidiaries:

Mileage Plus, Inc.

$320,821

Premier Meeting and Travel Services, Inc.

$1,033,297

MyPoints.com, Inc.

$20,389,950

Domicile Management Services, Inc.

$82,689

UAL Loyalty Services, Inc.

$2,113,729

United Aviation Fuel Corporation

$1,259,814

TOTAL ENDING BALANCE

$2,390,398,180

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 information for domestic entities only.

4 Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax.

5 Includes certain aircraft financing payments for the month of September (2003). These payments are highlighted in Schedule D of this report.

6 Account used to invest excess funds on a daily basis that are not transferred to liquidity pool.

7 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

1,410,288,627

Domestic Operational Receipts

NON BANK ONE / JP MORGAN CHASE ACTIVITY

3,597,370

International Operational Receipts 2

BEG BALANCE (LESS) ENDING BALANCE

105,076,435

PLUS NET REPATRIATION

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

1,518,962,433

( A )

Other Non-Operational Receipts 3

SEE FOOTNOTE BELOW

20,166,910

( B )

Less, Non-filing entities

NONE FOR THIS PERIOD

0

GROSS RECEIPTS (tie to bank statements)

1,539,129,343

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

124,469,203

( D )

NET RECEIPTS

$1,414,660,140

Forward to MOR Summary:

Receipts from operations (net of Intercompany receipts)

1,394,493,230

(A-D )

Other receipts

20,166,910

( B )

$1,414,660,140

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 $102,715,889.

3 Includes net activity related to the London overnight investment account, interest income, aircraft and other asset sales, local station bank activity and transfers to restricted cash.

 
 
 
 
 
 
 
 

											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															1,251,239,337
Domestic Operational Receipts			NON BANK ONE / JP MORGAN CHASE ACTIVITY																-
																			-
																			-
																			-
Total Non-Bank One Receipts																			-
International Operational Receipts							BEG BALANCE (LESS) ENDING BALANCE												$104,826,508
		PLUS NET REPATRIATION
Total Operational Receipts		TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY																	1,356,065,845
Other Non-Operational Receipts 2					SEE FOOTNOTE BELOW														$20,136,890
Less, Non-filing entities		NONE FOR THIS PERIOD																	-
								GROSS RECEIPTS											1,376,202,736
								UAL											-
								UAL Loyalty Services, Inc.											-
								UAL Company Services, Inc.											-
								Confetti Inc.											-
								MyPoints.com, Inc.											438,615
								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.											82,134
								United Aviation Fuels Corporation											13,415,000
								United Cogen, Inc.											-
								Mileage Plus, Inc.											28,711
								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											13,964,460
								NET RECEIPTS											$1,362,238,276
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.
3 Includes net activity related to the London overnight investment account, interest income, aircraft and other asset sales, local station bank activity and transfers to restricted cash.

 
 
 
 
 
 
 
 

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)

1,997,370

-

-

-

Total Non-Bank One Receipts

1,997,370

International Operational Receipts

BEG BALANCE (LESS) ENDING BALANCE

-

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

1,997,370

Other Non-Operational Receipts

INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.

14,551

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

2,011,921

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

-

NET RECEIPTS

2,011,921

BANK STATEMENT RECONCILIATION:

Beginning Balance

$20,389,868

Receipts

2,011,921

Disbursments

(2,011,839)

Reconciled Ending Balance

$20,389,950

Reported Ending Balance

$20,389,950

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

361,985

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

361,985

Other Non-Operational Receipts

INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.

270

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

362,255

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

106,751

NET RECEIPTS

255,504

BANK STATEMENT RECONCILIATION:

Beginning Balance

$967,414

Receipts

362,255

Disbursments

(296,372)

Reconciled Ending Balance

$1,033,297

Reported Ending Balance

$1,033,297

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

1,600,000

-

-

-

Total Non-Bank One Receipts

1,600,000

International Operational Receipts

BEG BALANCE (LESS) ENDING BALANCE

-

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

1,600,000

Other Non-Operational Receipts

INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.

11,447

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

1,611,447

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

1,600,000

NET RECEIPTS

11,447

BANK STATEMENT RECONCILIATION:

Beginning Balance

$723,500

Receipts

1,611,447

Disbursments

(2,014,125)

Reconciled Ending Balance

$320,821

Reported Ending Balance

$320,821

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

148,882,890

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

148,882,890

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)

148,882,890

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

98,745,000

(Provide detail above)

NET RECEIPTS

50,137,890

BANK STATEMENT RECONCILIATION:

Beginning Balance

3,269,942

Receipts

148,882,890

Disbursments

(150,893,018)

Reconciled Ending Balance

$1,259,814

Reported Ending Balance

$1,259,814

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

9,804,415

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

9,804,415

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)

9,804,415

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

9,803,065

NET RECEIPTS

1,351

BANK STATEMENT RECONCILIATION:

Beginning Balance

$445,358

Receipts

9,804,415

Disbursments

(8,136,045)

Reconciled Ending Balance

$2,113,729

Reported Ending Balance

$2,113,729

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

249,927

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

249,927

Other Non-Operational Receipts

INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.

3,752

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

253,679

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

249,927

NET RECEIPTS

3,752

BANK STATEMENT RECONCILIATION:

Beginning Balance

110,240

Receipts

253,679

Disbursments

(281,230)

Reconciled Ending Balance

$82,689

Reported Ending Balance

$82,689

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

915,905

( A )

xxx

PAYROLL NON-OFFICER

194,163,146

( B )

04

AVIATION FUEL 2

(SEE FUEL SUMMARY BELOW)

310,082,331

06

CATERING

32,989,037

03

RECURRING RENT

48,772,390

01

GENERAL PAYABLES

610,170,825

17

INSURANCE

33,413,552

18

LANDING FEES

22,659,149

xxx

OTHER

58,992,440

SUBTOTAL EXCLUDING PAYROLL

1,117,079,723

( C )

GROSS DISBURSEMENTS (tie to bank statement)

1,312,158,774

(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES

124,469,203

( D )

TAXES:

a. Federal Income Tax and FICA withholdings

72,459,835

b. State income tax w/held

11,734,707

c. State sales or use tax

186,031

d. Other 3

154,556,137

TOTAL TAXES

238,936,710

( E )

NET MONTHLY DISBURSEMENTS

$ 1,426,626,282

Forward to MOR Summary:

Officers Payroll

915,905

( A )

Non-Officer Payroll

194,163,146

( B )

Taxes

238,936,710

( E )

Necessary Operational Disbursements (less intercompany transfers)

992,610,520

(C-D)

$ 1,426,626,282

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

2 Fuel Summary:

UAFC Fuel Disbursements

150,893,018

United Fuel Disbursements

159,189,313

Total Fuel Disbursements

310,082,331

Less: Intercompany Transfers

(112,160,000)

Fuel Disbursements

$ 197,922,331

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														4,660
17	INSURANCE														-
18	LANDING FEES														-
xxx	OTHER
	SUBTOTAL EXCLUDING PAYROLL														4,660
						GROSS DISBURSEMENTS (tie to bank statement)									4,660
						(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									4,660
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																		915,905
xxx	PAYROLL NON-OFFICER																		193,054,617
04	AVIATION FUEL										(Includes intercompany transfer to UAFC, see below)								159,189,313
06	CATERING																		32,989,037
03	RECURRING RENT																		48,772,390
01	GENERAL PAYABLES																		602,738,991
17	INSURANCE																		33,413,552
18	LANDING FEES																		22,659,149
xxx	OTHER 2																		58,992,440
	SUBTOTAL EXCLUDING PAYROLL																		958,754,872
								GROSS DISBURSEMENTS (tie to bank statement)											1,152,725,395
								(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES
								MyPoints.com, Inc.											-
								Premier Meeting and Travel Services, Inc.											106,751
								Mileage Plus, Inc.											1,600,000
								United Aviation Fuels Corporation											98,745,000
								UAL Loyalty Services, Inc.											9,803,065
								Domicile Management Services, Inc.											249,927
								TOTAL TRANSFERS TO OTHER ACCOUNTS / ENTITIES											110,504,743
								TAXES:
								a. Federal Income Tax and FICA withholdings											72,225,640
								b. State income tax w/held											11,714,831
								c. State sales or use tax											184,686
								d. Other (specify) 3											150,144,099
								TOTAL TAXES											234,269,255
								NET MONTHLY DISBURSEMENTS										$ 1,276,489,907
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															3,732,045
17	INSURANCE															-
18	LANDING FEES															-
xxx	OTHER															-
	SUBTOTAL EXCLUDING PAYROLL															3,732,045
						GROSS DISBURSEMENTS (tie to bank statement)										3,732,045
						(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										4,404,000
						TOTAL TAXES										4,404,000
						NET MONTHLY DISBURSEMENTS									$ 8,136,045
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

406,232

04

AVIATION FUEL

-

06

CATERING

-

03

RECURRING RENT

-

01

GENERAL PAYABLES

1,605,607

17

INSURANCE

-

18

LANDING FEES

-

xxx

OTHER

-

SUBTOTAL EXCLUDING PAYROLL

1,605,607

GROSS DISBURSEMENTS (tie to bank statement)

2,011,839

(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES

438,615

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

$ 1,573,224

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 September 30, 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 SERVICES, INC.								BANK
ENTITY:											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																295,302
17	INSURANCE																-
18	LANDING FEES																-
xxx	OTHER																-
	SUBTOTAL EXCLUDING PAYROLL																295,302
							GROSS DISBURSEMENTS (tie to bank statement)										295,302
							(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES										82,134
							TAXES:
							a. Federal Income Tax and FICA withholdings										-
							b. State income tax w/held										-
							c. State sales or use tax										1,070
							d. Other 1										-
							TOTAL TAXES										1,070
							NET MONTHLY DISBURSEMENTS							$ 214,238
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																		150,893,018
06	CATERING																			-
03	RECURRING RENT																			-
01	GENERAL PAYABLES																			-
17	INSURANCE																			-
18	LANDING FEES																			-
xxx	OTHER																			-
	SUBTOTAL EXCLUDING PAYROLL																150,893,018
							GROSS DISBURSEMENTS (tie to bank statement)											150,893,018
							(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES													13,415,000
							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									$ 137,478,018
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																		463,547
17	INSURANCE																		-
18	LANDING FEES																		-
xxx	OTHER																		-
	SUBTOTAL EXCLUDING PAYROLL																		463,547
								GROSS DISBURSEMENTS (tie to bank statement)											463,547
								(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											463,547
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																					695,926
04	AVIATION FUEL																					-
06	CATERING																					-
03	RECURRING RENT																					-
01	GENERAL PAYABLES																					1,056,058
17	INSURANCE																					-
18	LANDING FEES																					-
xxx	OTHER																					-
	SUBTOTAL EXCLUDING PAYROLL																					1,056,058
								GROSS DISBURSEMENTS (tie to bank statement)														1,751,984
								(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES														28,711
								TAXES:
								a. Federal Income Tax and FICA withholdings														234,195
								b. State income tax w/held														19,876
								c. State sales or use tax														32
								d. Other 1														8,039
								TOTAL TAXES														262,141
								NET MONTHLY DISBURSEMENTS														$ 1,985,414
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 September 30, 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 September 30, 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)