UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549FORM 11-K< br>
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2006OR
[_] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from _________________ to ________________________Commission file number: 001-06033A. Full title of the plan and the address of the plan, if different from that of the issuer named below: United Airlines Management and Administrative 401(k) PlanBenefits Administration Department – WHQHRUnited Air Lines, Inc.P.O. Box 66100Chicago, IL 60666B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:UAL Corporation77 W. Wacker DriveChicago, Illinois 60601(312) 997-8000
|REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM||
Statements of Net Assets Available for Benefits as of December 31, 2006 and 2005
Statements of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2006
Notes to Financial Statements as of December 31, 2006 and 2005, and for the Year Ended December 31, 2006
Form 5500 - Schedule H, Part IV, Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2006
The following exhibit is filed herewith: Exhibit 23 Consent of Independent Registered Public Accounting Firm
NOTE: All other schedules required by Section 2520.103-10 of the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMTo the Trustees and Participants of the United Airlines Management and Administrative 401(k) Plan:
We have audited the accompanying statements of net assets available for benefits of the United Airlines Management and Administrative 401(k) Plan (the “Plan”) as of December 31, 2006 and 2005,and the related statement of changes in net assets available for benefits for the year ended December 31, 2006. These financial statements are the responsibility of the Plan's management. Our responsibilityis to express an opinion on these financial statements based on our audits.We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtainreasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control overfinancial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for thepurpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a testbasis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluatingthe overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2006 and 2005, and the changes in net assetsavailable for benefits for the year ended December 31, 2006 in conformity with accounting principles generally accepted in the United States of America.Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) as of December 31, 2006is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor's Rules and Regulationsfor Reporting and Disclosure under the Emplo yee Retirement Income Security Act of 1974. This schedule is the responsibility of the Plan's management. Such schedule has been subjected to the auditingprocedures applied in our audit of the basic 2006 financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.As further described in Note 2, the Plan has adopted FSP AAG INV-1 and SOP 94-4-1 for the years ended December 31, 2006 and 2005./s/ Deloitte & Touche LLPChicago, IllinoisJune 29, 20 07
UNITED AIRLINES MANAGEMENT AND ADMINISTRATIVE 401(k) PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 2006 AND 2005 (In thousands) 2006 2005 ASSETS: Plan interest in Master Trust, at fair value $ 1,013,323 $ 703,701 Participant contributions receivable - 55 Employer contributions receivable 10,006 16,948 Total assets 1,023,329 720,704 LIABILITIES: Accrued expenses (44) (30) Excess contributions payable (117) (417) Total liabilities (161) (447) Net assets available for benefits, at fair value 1,023,168 720,257 Adjustment from fair value to contract value for fully benefit-responsive investment contracts 1,606 1,721 NET ASSETS AVAILABLE FOR BENEFITS $ 1,024,774 $ 721,978 See notes to financial statements.
UNITED AIRLINES MANAGEMENT AND ADMINISTRATIVE 401(k) PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 2006 (In thousands) ADDITIONS: Participant contributions $ 43,934 Rollover contributions 2,686 Employer contributions 239,863 Net transfers from other plans 1,688 Total contributions 288,171 Plan's interest in Master Trust's investment income: Net appreciation in value of investments 52,340 Dividends 36,752 Interest 8,272 Net investment income 97,364 Total additions 385,535 DEDUCTIONS: Benefits paid to participants (82,836) Administrative expenses (202) Excess contributions payable 299 Total deductions (82,739) INCREASE IN NET ASSETS 302,796 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 721,978 End of year $ 1,024,774 See notes to financial statements.
UNITED AIRLINES MANAGEMENT AND ADMINISTRATIVE 401(k) PLANNOTES TO FINANCIAL STATEMENTSAS OF DECEMBER 31, 2006 AND 20 05, AND FOR THE YEAR ENDED DECEMBER 31, 2006
The following description of the United Airlines Management and Administrative 401(k) Plan (the “Plan”) is for general information purposes only. Participants should refer to the Plan document
1. DESCRIPTION OF PLANfor more complete information.General and Plan Participants—The Plan is a defined contribution plan covering all employees who are classified as Management Employees, Officers, Administrative (or Salaried) Employ ees,Meteorologists, Test Pilots, Maintenance Instructors, Engineers, and Flight Dispatchers. The Plan is sponsored by United Air Lines, Inc. (the “Company”) and has been adopted by certain affiliates:UAL Loyalty Services, Inc.; Premier Meeting and Travel Services, Inc.; Ameniti Travel Clubs, Inc. Employees are eligible to become participants on their date of hire. The Plan is subject to theprovisions of the Employee Retirement Income Securi ty Act of 1974 (“ERISA”).Trustee and Recordkeeper—Fidelity Management Trust Company (“Fidelity”) is the Plan trustee and Fidelity Investments Institutional Operations Company, Inc. ("FIIOC") is the transferagent and record keeper of the Plan.Bankruptcy of Plan Sponsor—On December 9, 2002, the Company filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States BankruptcyCourt for the Northern District of Illinois, Eastern Division. On February 1, 2006, the Company and its parent UAL Corporation (“UAL”) emerged from bankruptcy protection. Pursuant to thePlan of Reorganization, Company contributions of shares of UAL common stock and cash contributions resulting from the sale of UAL convertible notes were made to certain Plan participants,as discussed below.Equity Distribution—The Bankruptcy Court’s approval of the Plan of Reorganization provided certain employees with shares of new UAL stock upon exit from bankruptcy. These equitydistributions directly reflect the economic contributions that employees of United made during the restructuring. The distribution for employees is in direct proport ion to thelabor savings each employee group provided during the bankruptcy reorganization process.Only Management and Administrative employees employed by United as of December 31, 2005, excluding employees in job grades J and above who participate in the Management EmployeeIncentive Plan (MEIP), are eligible for the equity distribution. font>UAL shares were deposited directly into the Plan. Three equity distributions ocurred in 2006 for a value of $150,197,966. An additional equity distribution, related to the 2006 Plan year, was madeon April 27, 2007 for a value of $3,649,693, and is included within Employer contributions receivable in the Statement of Net Assets Available for Benefits at December 31, 2006. Contributions to the Planresulting from the equity distributions are included within Employer contributions in the Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 2006.UAL Convertible Notes Distribution—The Bankruptcy Court’s approval of the Plan of Reorganization provided that UAL convertible notes be issued to employees to partially offset the retirementbenefits that active employees lost when United’s defined benefit pension plans were terminated. United senior management, Professional Airline Flight Control Association (“PAFCA”), whichrepresents fl ight dispatchers, and Transport Workers Union (“TWU”), which represents meteorologists, on behalf of Management and Administrative employees, decided to sell the allotted notesto the general financial community and distribute the cash proceeds to eligible employees.El igible employees include those who were active Management and Administrative employees as of December 31, 2005, with at least four years of continuous service with United at that time.Specifically, this has been defined as employees who have a company seniority date of December 31, 2001 or earlier. Cash proceeds were deposited directly into the Plan on August 14, 2006 for$44,377,401. The second and final distribution proceeds of $6,356,654 from the sale of UAL convertible notes as part of the bankruptcy reorganization occurred on March 8, 2007, and are includedwithin employer contributions receivable in the Statement of Net Assets Available for Benefits at December 31, 2006. Contributions to the Plan resulting from the notes distributions are includedwithin Employer contributions in the Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 2006. The remainder of the net proceeds were paid directly tocertain groups of current and former Management and Administrative employees who were eligible for a distribution, but were not eligible for 401(k) plan participation.4
1. DESCRIPTION OF PLAN (Continued)Contributions— There are several types of contributions that may be made to the Plan on participants’ behalf:
· Voluntary pre-tax contributions: Eligible employees may elect to make voluntary pre-tax contributions to the Plan in any whole percentage from 1% to 30% of eligible earnings for each payperiod. Eligible employees may also make a supplemental election to contribute additional pre-tax contributions of 1% to 90% of their net pre-tax pay. Section 402(g) of the Internal RevenueCode limits the amount of pretax 401(k) contributions to a maximum of $15,000 in 2006. Lower limits may apply to certain highly compensated participants if the Plan does not pass certainnondiscriminatio n tests required by law. Section 415(c) of the Internal Revenue Code limits the total amount of contributions from all qualified defined contribution retirement plans to thelesser of 100% of annual compensation or $44,000.
· Company contributions: The Company makes matching and/or direct contributions by employee category.
– Salaried and Management Employees (Including Engineers represented by the International Federation of Professional and Technical Engineers)—Beginning January 1, 2006,the Plan provides a Company matching contribution equal to 100% of the participant’s contributions that do not exceed 4% of the eligible earnings for the Plan year. In 2006,total Company matching contributions were $28,709,325. In addition, the Company contributes an equal percentage of the employee’ s eligible earnings for the Plan year. Thepercentage amounts range from 2% to 4% based on the sum of the participant’s age and Credited Service on January 1 of each Plan year. The participant is not required tocontribute to the Plan to receive this direct company contribution. In 2006,total Company direct contributions were $22,338,086.
– PAFCA - Beginning June 30, 2005, the Company contributed 4% of the Flight Dispatchers’-who are eligible to participatein the Plan-eligible earnings for the period from June 30, 2005 through February 1, 2006 and 6% of participant’s eligible earnings after February 1, 2006. In 2006, total Companydirect contributions were $1,182,376.
· Voluntary pre-tax catch-up contributions: Participants age 50 or older, at any time during the Plan year, can make additional pre-tax catch-up contributions to the Plan. This catch-upcontribution is available only to the extent the participant has contributed the maximum amount of 401(k) contributions permitted under the Plan and the participant has not exceededthe annual catch-up contribution limit. For calendar year 2006, the maximum catch-up amount is $5,000. This amount is scheduled to be adjusted for cost o f living increases(in multiples of $500) as set forth in Internal Revenue Code Section 414 (v)(2)(C).
· Rollover contributions: Participants may elect to roll over money into the Plan from certain other qualified employer plans or qualified Individual Retirement Account (IRA). The Plan willnot accept a rollover of after-tax contributions. For the year ended December 31, 2006, $ 2,686,000 were transferred from other qualified plans as rollovers under the Internal Revenue CodeSections 402(c) and 408(d).The Plan is required to return contributions received during the year in excess of Internal Revenue Code limits. Such amounts have been recorded as Excess contributions payable in theStatement of Net Assets Available for Benefits at December 31, 2006 and in the Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 2006.Participant Accounts—Individual accounts are maintained for each Plan participant. Each participant’s account is credited with contributions and Plan earnings, and charged with withdrawals,an allocation of Plan losses and administrative expenses. Allocations are based on account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided fromthe participant’s vested account.5
1. DESCRIPTION OF PLAN (Continued)Investments—Participants elect to invest in one or a combination of the investment funds offered by the Plan. Additionally, they may subsequently change their contribution rate, re-designatethe allocation of contributions or transfer existing balances among investment funds, subject to the limits set forth in the Plan. Investment options offered by the Plan during the year were:
· Fidelity Magellan Fund
· Fidelity Equity-Income Fund
· Fidelity Growth Company Fund
· Fidelity Government Income Fund
· Fidelity OTC Portfolio
· Fidelity Overseas Fund
· Fidelity Balanced Fund
· Fidelity Asset Manager
· Fidelity Asset Manager: Growth
· Fidelity Asset Manager: Income
· Fidelity Retirement Money Market Portfolio
· Fidelity U.S. Bond Index Fund
· U.S. Equity Index Commingled Pool
· Blended Income Fund
· Stated Return Fund (closed to new investments in 1992)
· Spartan International Index Fund
· Vanguard Target Retirement Income
· Vanguard Target Retirement 2005
· Vanguard Target Retirement 2015
· Vanguard Target Retirement 2025
· Vanguard Target Retirement 2035
· Vanguard Target Retirement 2045
· Individual Brokerage Account (Fidelity BrokerageLink)
· UAL Stock Fund (started March 1, 2006)Vesting—Participants are vested immediately in their pre-tax contributions, catch-up contributions, rollover contributions, and their related earnings thereon. Salaried and Management Employeesincluding Engineers are 100% vested in the Company’s matching contributions. Employees will be 100% vested in direct Company contributions upon death or attainment of age 65 while employedby the Company or an affiliate; otherwise, there is a three-year vesting schedule for direct Compa ny contributions beginning with 33% vested after the first year of service and increasing in 33%increments each year thereafter. Dispatchers who were employed on January 1, 2005 are 100% vested in the Company contributions and related earnings. Otherwise, they will be subject to a vestingschedule (starting at 20% after one year of service until 100% after five years of service). Dispatchers will be 100% vested in company’s contributions upon death or attainment of age 65 while stillemployed by the Company or an affiliate.Forfeitures— Upon termination of employment, participants will forfeit the nonvested portion of their account balance and such balance will be held in a separate subaccount until the participantincurs a break in service of five full years, at which time the subaccount balance will be forfeited. If the participant resumes employment with the Company or an Affiliate prior to incurring a break inservice of five full years, such subaccount will be disregarded and the balance will be included in the participant’s account. Forfeitures occurring in a plan year will first be applied to restore theaccounts of participants and any remaining forfeitures will be used to reduce the Company’s contributions for the plan year in which the forfeiture occurs. Forfeited nonvested accounts totaled$116,600 and $7,594 at December 31, 2006 and 2005, respectively. For the year ended December 31, 2006, no forfeitures were applied to reduce the Company’s contributions under the Plan.Participant Loans— Active employees who are receiving regular pay from the Company may borrow from their Plan accounts. A loan may not exceed $50,000 minus the participant’s highestoutstanding loan balance over the last 12 months or one-half of the total vested Plan account balance, whichever is less. The minimum that may be borrowed is $1,000. Loans are funded from theparticipant’s account by a pro rata transfer from each investment fund in which the account is invested. Amounts invested in the UAL Stock Fund or Fidelity BrokerageLink must be transferred toanother investment fund to be available to fund a loan. The loan is repaid through payroll deductions on an after-tax basis for the term of the loan, a maximum of 60 months and is subject to an annualinterest rate at one percent above the prime rate listed in the Wall Street Journal on the business day preceding the effective date of the participant request (interest rates ranged from 6% to 9.25% atDecember 31, 2006). If the participant takes out a loan for the purchase of the participant’s primary residence, the maximum term of the loan is 15 years. The amount repaid is reinvested in theparticipant’s account based on the investment allocations at the time of repayment. Participants may have up to two loans outstanding at one time. Upon the employee’s termination of employment,a loan not paid in full within 60 days becomes a taxable distribution. Loans not paid on the last day of the calendar quarter following the calendar quarter in which the loan installment payment wasdue, the loan will be in default and the outstanding balance of the defaulted loan plus accrued interest will be considered a taxable distribution. An initial fee of $35 is deducted from loan proceeds.In addition, a quarterly maintenance fee of $2.50 is deducted from the participant’s account.6
1. DESCRIPTION OF PLAN (Continued)Payment of Benefits—Withdrawals from the Plan may be made as follows, as applicable to the participant’s eligibility, amount requested and existing balances:
· Participants who have separated from service (for reasons other than death) may elect payment in the form of a lump sum, periodic installments, or in the form of an immediate fixed or variableannuity. All or a portion of the amount of the distribution may be deferred from the participants' current taxable income by a direct roll over into an IRA, qualified plan, an annuity contract orannuity plan under Section 403, and certain governmental plans under Section 457. Participants with account balances exceeding $1 ,000 may elect to defer receipt of their benefits until minimumdistributions are required to start no later than April 1st of the year following the year in which they reach age 70 ½.
· Distributions of accounts due to the death of a participant may be taken by the participant’s beneficiary in the form of a lump-sum payment or through the purchase of an annuity, subject to thelimitations of the Internal Revenue Code 401(a)(9).
· In-service withdrawals for participants who are actively employed or are absent due to reasons of illness, or approved leave of absence that maintain an employer-employee relationship withUnited are permitted as follows:
– Hardship withdrawals from 401(k) account, subject to restrictions described in the plan and trust agreements.
– After reaching age 59-1/2, participant’s contributions, catch-up contributions, rollover contributions, the special Company contributions of proceeds of convertible notes and UAL stock,and Company contributions made prior to January 1, 2005 (as adjusted for earnings) may be withdrawn at any time.
– Active participants that have reached age 70-1/2 may choose to defer distribution until termination of employment.Generally, withdrawals are allocated pro rata to the balances of each of the investment funds in the participant’s account.
2. SIGNIFICANT ACCOUNTING POLICIESBasis of Accounting—The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.Use of Estimates—The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimatesand assumptions that affect the reported amounts of net assets available for benefits and changes therein. Actual results could differ from those estimates. The Plan utilizes various investmentinstruments, including mutual funds and investment contracts. Investment securities, in general, are exposed to various risks, such as interest rate, credit and overall market volatility. Due to thelevel of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and such changes could materiallyaffect the amounts reported in the financial statements.New Accounting Pronouncement—As described in Financial Accounting Standar ds Board Staff Position, FSP AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive InvestmentContracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans (the "FSP"), investmentcontracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available forbenefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permittedtransactions under the terms of the Plan. As required by the FSP, the Statement of Net Assets Available for Benefits reconciles from fair value to contract value for these investment contracts. Prioryear balances have been reclassified accordingly. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis.Investment Valuation and Income Recognition—The Plan’s investments are held in the United Air Lines, Inc. 401(k) Plans Master Trust (the “Trust”), which was established for the investment ofassets of the Plan and several other plans sponsored by United and administered by the Trustee. Except for the investment contracts discussed in Note 4, the Trustee determines fair valueof the underlying Trust assets using quoted market prices on U.S. securities exchanges or other reliable sources. Shares of mutual funds are valued at the net asset value of shares held by the Trust atyear-end.Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.Net Appreciation (Depreciation) in Value of Investments—Net appreciation (depreciation) in value of investments includes realized and unrealized gains and losses. Realized and unrealized gainsand losses are calculated as the difference between fair value at January 1, or date of purchase if subsequent to January 1, and fair value at date of sale or the current year-end.Administrative Expen ses—Administrative expenses, which are paid by the Plan, represent administrative and investment manager fees charged by Fidelity, accountant fees, and recordkeeping feescharged by FIIOC. Brokerage and other investment fees are included as a reduction of investment return for such investments. United performs certain reporting and supervisory functions for thePlan without charge.Payment of Benefits—Benefit payments to participants are recorded upon distribution. There were no amounts allocated to accounts of persons who had elected to withdraw from the Plan but havenot yet been paid at December 31, 2006 and 2005.Transfers Between Plan s—Transfers between plans reflect the change in employee coverage and transfer of any related balances between this Plan and other defined contribution plans sponsoredby United, including the United Airlines Ground Employee 401(k) Plan and the United Airlines Flight Attendant 401(k) Plan.7
3. INVESTMENT IN MASTER TRUSTAssets of the Plan are commingled with the assets of the other participating United plans consisting of the Ground Employee 401(k) Plan, the Flight Attendant 401(k) Plan, and the Mileage Plus Inc.Investment Plus Plan (for the Blended Income Fund). Although assets of the plans are commingled in the Trust, the Trustee maintains separate records for each of the plans. Assets of the Trust arereported at fair value and are allocated to the following plans as of December 31, 2006 and 2005, as follows (in thousands):
December 31, 2006 December 31, 2005 Amount Percent Amount Percent Ground Employee 401(k) Plan $ 1,597,050 40.25 % $ 1,059,430 37.43 % Management and Administrative 401(k) Plan 1,013,323 25.54 703,701 24.87 Flight Attendant 401(k) Plan 1,356,221 34.18 1,065,524 37.65 Mileage Plus, Inc. Investment Plus Plan 1,272 0.03 1,409 0.05 Total $ 3,967,866 100.00 % $ 2,830,064 100.00 %Investments of the Trust at December 31, 2006 and 2005 are as follows (in thousands):8
2006 2005 Fidelity Mutual Funds: Magellan Fund $ 223,701 * $ 211,915 * Equity-Income Fund 181,009 128,141 Growth Company Fund 611,851 * 567,703 * Government Income Fund 27,777 31,449 OTC Portfolio 153,858 146,599 * Overseas Fund 309,001 * 187,690 * Balanced Fund 346,152 * 265,535 * Asset Manager 50% 34,677 33,833 Asset Manager 70% 52,993 50,800 Asset Manager 20% 17,033 14,809 Spartan International Growth 67,533 2,206 Retirement Money Market Portfolio 100,018 77,868 U.S. Bond Index Fund 44,578 43,737 U.S. EQ Index Class 2 365,754 * 353,137 * Other Receivables 886 - BrokerageLink 24,711 - Stated Return Fund 96,983 103,720 Blended Income Fund 556,228 * 549,074 * UAL Stock Fund 384,655 * - UAL Stock Purchase Acct 6 - Vanguard Target Retirement Income 2,201 276 Vanguard Target Retirement 2005 15,900 1,010 Vanguard Target Retirement 2015 102,941 1,858 Vanguard Target Retirement 2025 84,747 1,396 Vanguard Target Retirement 2035 42,556 713 Vanguard Target Retirement 2045 14,668 967 Participant Loan Fund 105,449 55,628 Total Investments, at fair value $ 3,967,866 $ 2,830,064 Adjustment from fair value to contract value for fully benefit-responsive investment contracts 6,773 6,729 Total Investments $ 3,974,639 $ 2,836,793 *Represents an investment greater than 5% of Trust net assets.
Growth Company Fund
Government Income Fund
Asset Manager 50%
Asset Manager 70%
Asset Manager 20%
Spartan International Growth
U.S. Bond Index Fund
U.S. EQ Index Class 2
UAL Stock Fund
Vanguard Target Retirement Income
Vanguard Target Retirement 2005
Vanguard Target Retirement 2015
Vanguard Target Retirement 2025
Vanguard Target Retirement 2035
Vanguard Target Retirement 2045
Trust investment gain
EXEMPT PARTY-IN-INTEREST TRANSACTIONS
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FEDERAL INCOME TAX STATUS
RECONCILIATION TO FORM 5500
Net assets available for plan benefits per financial statements
Adjustment from contract value to fair value for fully benefit-responsive investment contracts
Net assets available for plan benefits per Form 5500
December 31, 2006
Net investment income per financial statements
Net change in adjustment from contract value to fair value for fully benefit-responsive investment contracts
Net investment income per Form 5500
SUPPLEMENTAL SCHEDULE UNITED AIRLINES MANAGEMENT AND ADMINISTRATIVE 401(k) PLAN FORM 5500—SCHEDULE H, PART IV, LINE 4i— SCHEDULE OF ASSETS (HELD AT END OF YEAR) AS OF DECEMBER 31, 2006 (In thousands) Identity of Issue, Borrower, or Similar Party Description of Investment Current Value (A) Investments Held in the Trust $ 995,771 (A) Participants’ Loan Balance Participant loans earning interest from 6% to 9.25% maturing from 2006 through 2022. 17,552 Adjustment from fair value to contract value for fully benefit-responsive investment contracts 1,606 TOTAL $ 1,014,929 (A) Denotes party-in-interest investment.
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
United Airlines Management and Administrative 401(k) Plan Date: June 29, 2007 /s/ M. Lynn HughittM. Lynn HughittMemberRetirement and Welfare Administration Committee, the Plan Administrator
Exhibit No. Description 23 Consent of Independent Registered Public Accounting Firm