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: March 25, 2004
(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 March 25, 2004, UAL Corporation filed its monthly operating report for the period February 1, 2004, through February 29, 2004, 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.

We have also attached as Exhibit 99.2 a press release issued in connection with the filing of the monthly operating report.
 
 
 
 

Item 7.             Financial Statements and Exhibits.
 

(c)	Exhibits	Description
	99.1	Monthly Operating Report of UAL Corporation for the period February 1, 2004, through February 29, 2004
	99.2	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.
 
 
 

 
 

Dated:  March 25, 2004

 
 

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
FEBRUARY 1, 2004 THROUGH FEBRUARY 29, 2004
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
FEBRUARY 1, 2004 THROUGH FEBRUARY 29, 2004
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. 6238064)
	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: 3/25/04	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 May 15, 2004)

C.

Statements of Consolidated Cash Flows (Form 10Q to be filed by May 15, 2004)

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 FEBRUARY 29, 2004
($ amounts in 000's)
				UAL
			CONSOLIDATING
Total operating revenues					1,276,876
Total operating expenses					1,388,737
Earnings (loss) from operations					(111,861)
Non-operating income (expenses):
Net interest expense					(37,547)
Other income (expenses), net:					9,006
Total non-operating income (expenses):					(28,541)
Net Earnings (loss) before Reorganization items					(140,402)
Reorganization items					(118,972)
Net earnings (loss)					(259,374)

 
 
 
 

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 FEBRUARY 29, 2004						(Amounts in US dollar $)
BEGINNING BALANCE (ending balance JANUARY 31, 2004)
Operating Accounts - DOM						$56,733,683
Operating Accounts - INT						$20,782,350
London Overnight Investment Balance						$1,366,125
Liquidity Pool						$1,505,613,888
Restricted Cash 2						$650,069,747
Subsidiaries:
a. Mileage Plus, Inc.						$888,207
b. Premier Meeting and Travel Services, Inc.						$580,221
c. MyPoints.com, Inc.						$6,223,732
d. Domicile Management Services, Inc.						$385,430
e. UAL Loyalty Services, Inc.						$1,300,753
f. United Aviation Fuel Corporation						$960,550
TOTAL BEGINNING BALANCE						$2,244,904,686
RECEIPTS (Summary of all domestic and international bank accounts):
1. Receipts from operations (net of Intercompany receipts)			$1,388,041,780
2. Other receipts			$20,971,090
TOTAL RECEIPTS	(A)		$1,409,012,870
DISBURSEMENTS (Summary of all accounts):
1. Net payroll 3
a. Officers			$815,095
b. Non-Officer			$176,389,136
2. Taxes paid or deposited:
a. Federal Income Tax and FICA withholdings			$71,043,216
b. State income tax w/held			$9,435,797
c. State sales or use tax			$136,486
d. Other 4			$112,364,066
3. Necessary Operational Disbursements 5
a. Operating Disbursements (net of Intercompany disbursements)			$833,420,620
b. Transferred to escrows / restricted cash			$0
c. Other necessary expenses			$0
TOTAL DISBURSEMENTS	(B)		$1,203,604,416
NET RECEIPTS (Line (A) less Line (B))				$205,408,454
ENDING BALANCE (BEGINNING BALANCE PLUS NET RECEIPTS)				$2,450,313,140
Bank One Overnight Investment Account (month over month change) 6				$322,585
TOTAL ENDING BALANCE 7				$2,450,635,725
Check
ENDING BALANCE (as of FEBRUARY 29, 2004)
Operating Accounts - DOM			$62,617,420
Operating Accounts - INT			$19,590,919
London Overnight Investment			$3,194,900
Liquidity Pool			$1,703,606,420
Restricted Cash 2			$654,245,701
Subsidiaries:
Mileage Plus, Inc.			$947,251
Premier Meeting and Travel Services, Inc.			$458,876
MyPoints.com, Inc.			$3,487,466
Domicile Management Services, Inc.			$506,797
UAL Loyalty Services, Inc.			$996,058
United Aviation Fuel Corporation			$983,917
TOTAL ENDING BALANCE			$2,450,635,725
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 February (2004). These payments are highlighted in Schedule D of this report.
6Account 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

1,448,176,131

Domestic Operational Receipts

NON BANK ONE / JP MORGAN CHASE ACTIVITY

2,200,000

International Operational Receipts 2

BEG BALANCE (LESS) ENDING BALANCE

81,328,436

PLUS NET REPATRIATION

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

1,531,704,568

( A )

Debtor-In-Possession Financing

0

( B )

Other Non-Operational Receipts 3

SEE FOOTNOTE BELOW

20,971,090

( B )

Less, Non-filing entities

NONE FOR THIS PERIOD

0

GROSS RECEIPTS (tie to bank statements)

1,552,675,658

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

143,662,788

( D )

NET RECEIPTS

$1,409,012,870

Forward to MOR Summary:

Receipts from operations (net of Intercompany receipts)

1,388,041,780

(A-D )

Other receipts

20,971,090

( B )

$1,409,012,870

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 $82,151,097.

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										1,292,077,417
Domestic Operational Receipts				NON BANK ONE / JP MORGAN CHASE ACTIVITY									-
-
-
-
Total Non-Bank One Receipts				-
International Operational Receipts			BEG BALANCE (LESS) ENDING BALANCE										$80,959,666
			PLUS NET REPATRIATION
Total Operational Receipts			TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY										1,373,037,083
Debtor-In-Possession Financing		-
Other Non-Operational Receipts 2			SEE FOOTNOTE BELOW										$20,938,195
Less, Non-filing entities			NONE FOR THIS PERIOD										-
					GROSS RECEIPTS					1,393,975,278
					UAL		-
					UAL Loyalty Services, Inc.							-
					UAL Company Services, Inc.							-
					Confetti Inc.							-
					MyPoints.com, Inc.							3,253,369
					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.								46,342
					United Aviation Fuels Corporation							34,800,000
					United Cogen, Inc.							-
					Mileage Plus, Inc.							-
					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														38,099,711
NET RECEIPTS								$1,355,875,568
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

2,411,249

Domestic Operational Receipts

NON BANK ONE / JP MORGAN CHASE ACTIVITY (see above for accounts)

-

-

-

Total Non-Bank One Receipts

-

International Operational Receipts

BEG BALANCE (LESS) ENDING BALANCE

-

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

2,411,249

Other Non-Operational Receipts

INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.

15,236

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

2,426,485

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

-

NET RECEIPTS

2,426,485

BANK STATEMENT RECONCILIATION:

Beginning Balance

$6,223,732

Receipts

2,426,485

Disbursements

(5,162,751)

Reconciled Ending Balance

$3,487,466

Reported Ending Balance

$3,487,466

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

242,248

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

242,248

Other Non-Operational Receipts

INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.

139

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

242,387

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

9,475

NET RECEIPTS

232,912

BANK STATEMENT RECONCILIATION:

Beginning Balance

$580,221

Receipts

$0

Disbursements

(363,732)

Reconciled Ending Balance

$458,876

Reported Ending Balance

$458,876

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

2,200,000

-

-

-

Total Non-Bank One Receipts

2,200,000

International Operational Receipts

BEG BALANCE (LESS) ENDING BALANCE

-

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

2,200,000

Other Non-Operational Receipts

INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.

12,743

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

2,212,743

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

2,200,000

NET RECEIPTS

12,743

BANK STATEMENT RECONCILIATION:

Beginning Balance

$888,207

Receipts

2,212,743

Disbursements

(2,153,699)

Reconciled Ending Balance

$947,251

Reported Ending Balance

$947,251

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

147,860,386

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

147,860,386

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)

147,860,386

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

97,400,000

(Provide detail above)

NET RECEIPTS

50,460,386

BANK STATEMENT RECONCILIATION:

Beginning Balance

960,550

Receipts

147,860,386

Disbursements

(147,837,019)

Reconciled Ending Balance

$983,917

Reported Ending Balance

$983,917

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

5,584,832

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

5,584,832

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)

5,584,832

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

5,584,832

NET RECEIPTS

-

BANK STATEMENT RECONCILIATION:

Beginning Balance

$1,300,753

Receipts

5,584,832

Disbursements

(5,889,527)

Reconciled Ending Balance

$996,058

Reported Ending Balance

$996,058

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

368,770

Total Operational Receipts

TOTAL DOMESTIC AND INTERNATIONAL ACTIVITY

368,770

Other Non-Operational Receipts

INCLUDES INTEREST INCOME, PROCEEDS OF ASSET SALES, etc.

4,776

Less, Non-filing entities

NONE FOR THIS PERIOD

-

GROSS RECEIPTS (tie to bank statement)

373,546

(MINUS) TRANSFERS FROM OTHER ACCOUNTS / ENTITIES

368,770

NET RECEIPTS

4,776

BANK STATEMENT RECONCILIATION:

Beginning Balance

385,430

Receipts

373,546

Disbursements

(252,179)

Reconciled Ending Balance

$506,797

Reported Ending Balance

$506,797

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

815,095

( A )

xxx PAYROLL NON-OFFICER

176,389,136

( B )

04

AVIATION FUEL 2

(SEE FUEL SUMMARY BELOW)

324,969,597

06

CATERING

26,171,733

03

RECURRING RENT

25,898,274

01

GENERAL PAYABLES

484,872,992

17

INSURANCE

42,941,175

18

LANDING FEES

17,696,227

xxx

OTHER

54,533,410

SUBTOTAL EXCLUDING PAYROLL

977,083,408

( C )

GROSS DISBURSEMENTS (tie to bank statement)

1,154,287,639

(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES

143,662,788

( D )

TAXES:

a. Federal Income Tax and FICA withholdings

71,043,216

b. State income tax w/held

9,435,797

c. State sales or use tax

136,486

d. Other 3

112,364,066

TOTAL TAXES

192,979,565

( E )

NET MONTHLY DISBURSEMENTS

$ 1,203,604,416

Forward to MOR Summary:

Officers Payroll

815,095

( A )

Non-Officer Payroll

176,389,136

( B )

Taxes

192,979,565

( E )

Necessary Operational Disbursements (less intercompany transfers)

833,420,620

(C-D)

$ 1,203,604,416

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

2 Fuel Summary:

UAFC Fuel Disbursements

147,837,019

United Fuel Disbursements

177,132,578

Total Fuel Disbursements

324,969,597

Less: Intercompany Transfers

(132,200,000)

Fuel Disbursements

$ 192,769,597

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											443,540
17	INSURANCE											-
18	LANDING FEES											-
xxx	OTHER
	SUBTOTAL EXCLUDING PAYROLL											443,540
					GROSS DISBURSEMENTS (tie to bank statement)							443,540
					(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							443,540
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														815,095
xxx	PAYROLL NON-OFFICER														174,768,325
04	AVIATION FUEL					(Includes intercompany transfer to UAFC, see below)										177,132,578
06	CATERING														26,171,733
03	RECURRING RENT														25,898,274
01	GENERAL PAYABLES														474,075,198
17	INSURANCE														42,941,175
18	LANDING FEES														17,696,227
xxx	OTHER 2														54,533,410
	SUBTOTAL EXCLUDING PAYROLL														818,448,594
					GROSS DISBURSEMENTS (tie to bank statement)										994,032,014
					(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES
					MyPoints.com, Inc.										-
					Premier Meeting and Travel Services, Inc.										9,475
					Mileage Plus, Inc.										2,200,000
					United Aviation Fuels Corporation										97,400,000
					UAL Loyalty Services, Inc.										5,584,832
					Domicile Management Services, Inc.										368,770
					TOTAL TRANSFERS TO OTHER ACCOUNTS / ENTITIES										105,563,077
					TAXES:
					a. Federal Income Tax and FICA withholdings										70,778,661
					b. State income tax w/held										9,392,205
					c. State sales or use tax										136,141
					d. Other (specify) 3										110,675,052
					TOTAL TAXES										190,982,059
					NET MONTHLY DISBURSEMENTS										$ 1,079,450,996
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											4,249,527
17	INSURANCE											-
18	LANDING FEES											-
xxx	OTHER											-
	SUBTOTAL EXCLUDING PAYROLL											4,249,527
					GROSS DISBURSEMENTS (tie to bank statement)							4,249,527
					(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							1,640,000
					TOTAL TAXES							1,640,000
					NET MONTHLY DISBURSEMENTS							$ 5,889,527
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)								-
													-
					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

560,729

04

AVIATION FUEL

-

06

CATERING

-

03

RECURRING RENT

-

01

GENERAL PAYABLES

4,602,022

17

INSURANCE

-

18

LANDING FEES

-

xxx

OTHER

-

SUBTOTAL EXCLUDING PAYROLL

4,602,022

GROSS DISBURSEMENTS (tie to bank statement)

5,162,751

(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES

3,253,369

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

$ 1,909,382

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 February 29th, 2004.
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					BANK
ENTITY:		SERVICES, INC.					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												363,732
17	INSURANCE												-
18	LANDING FEES												-
xxx	OTHER												-
	SUBTOTAL EXCLUDING PAYROLL												363,732
					GROSS DISBURSEMENTS (tie to bank statement)								363,732
					(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES								46,342
					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								$ 317,390
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												147,837,019
06	CATERING												-
03	RECURRING RENT												-
01	GENERAL PAYABLES												-
17	INSURANCE												-
18	LANDING FEES												-
xxx	OTHER												-
	SUBTOTAL EXCLUDING PAYROLL												147,837,019
				GROSS DISBURSEMENTS (tie to bank statement)									147,837,019
				(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES									34,800,000
				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									$ 113,037,019
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												150,683
17	INSURANCE												-
18	LANDING FEES												-
xxx	OTHER												-
	SUBTOTAL EXCLUDING PAYROLL												150,683
					GROSS DISBURSEMENTS (tie to bank statement)								150,683
					(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								150,683
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										1,052,968
04	AVIATION FUEL										-
06	CATERING										-
03	RECURRING RENT										-
01	GENERAL PAYABLES										743,517
17	INSURANCE										-
18	LANDING FEES										-
xxx	OTHER										-
	SUBTOTAL EXCLUDING PAYROLL										743,517
				GROSS DISBURSEMENTS (tie to bank statement)							1,796,485
				(MINUS )TRANSFERS TO OTHER ACCOUNTS / ENTITIES							-
				TAXES:
				a. Federal Income Tax and FICA withholdings							264,555
				b. State income tax w/held							43,592
				c. State sales or use tax							54
				d. Other 1							49,014
				TOTAL TAXES							357,214
				NET MONTHLY DISBURSEMENTS							$ 2,153,699
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 February 29th, 2004.
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 February 29th, 2004.
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)
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 February 29th, 2004.
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:		AIR WISCONSIN, INC. 1				ACCTS:	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:		AIR WISCONSIN 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 Air Wisconsin, 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.

 
 
 
 
 
 

ENTITY:							BANK
DOMICILE MGMT SERVICES, INC.							ACCTS:		Citibank #0-157487-016
BY APO DISBURSEMENT TYPE
(based on Cleared Check Date):						NOTES:						AMOUNT:
xxx	PAYROLL OFFICER											-
xxx	PAYROLL NON-OFFICER											7,114
04	AVIATION FUEL											-
06	CATERING											-
03	RECURRING RENT											-
01	GENERAL PAYABLES											244,774
17	INSURANCE											-
18	LANDING FEES											-
xxx	OTHER											-
	SUBTOTAL EXCLUDING PAYROLL											244,774
				GROSS DISBURSEMENTS (tie to bank statement)								251,888
				(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								291
				d. Other 1								-
				TOTAL TAXES								291
				NET MONTHLY DISBURSEMENTS								$ 252,179
1 Includes US Federal fuel tax, transportation tax, transportation security fees, personal property tax, excise tax, liquor tax, unemployment tax, state & city tax, quarterly payments made to the INS, and US Custom Fees and Department of Agriculture.

 
 
 
 

SCHEDULE A and B - Payments to Insiders and Insurance

Insurance

The undersigned verifies that, to the best of my knowledge, all insurance premiums for the policies held by all legal entities of UAL Corporation have been paid to the proper insurance company or broker when due, and that all insurance policies are in force as of February 29, 2004.

Signature

Print Name and Title

Date

Insider Payments

The undersigned verifies that, all payments made to insiders, as defined in 11 U.S.C. Section 101 of the U.S. Bankruptcy Code, during the reporting period have been made in the ordinary course of business or in accordance with the provisions of an Order entered by the U.S. Bankruptcy Court.

Signature

Print Name and Title

Date

 
 
 
 

SCHEDULE C - Description of Tax Trusts

Escrow Accounts

The Debtors have created an escrow account to ensure that adequate funds are available to pay outstanding fiduciary tax obligations owed to the federal government as well as state and local jurisdictions in the event that the Debtors cease operations. These trust funds are described below.

Escrow Fund

This escrow fund was established with LaSalle Bank on November 29, 2002 and funded on December 5, 2002 with an initial funding of $200 million to account for the estimated tax liability of UAL Corporation, UAL Loyalty Services, Inc., Confetti, Inc., Mileage Plus Holdings, Inc., Mileage Plus Marketing, Inc., MyPoints.com, Inc., Cybergold, Inc., itarget.com, Inc., MyPoints Offline Services, Inc., UAL Company Services, Inc., Four Star Leasing, Inc.,Air Wisconsin Services, Inc., Air Wisconsin, Inc., Domicile Management Services, Inc., UAL Benefits Management, Inc., United BizJet Holdings, Inc., BizJet Charter, Inc., BizJet Fractional, Inc., BizJet Services, Inc., United Air Lines, Inc., Kion Leasing, Inc., Premier Meeting and Travel Services, Inc., United Aviation Fuel Corporation, United Cogen, Inc., Mileage Plus, Inc., United GHS, Inc., United Worldwide Corporation, and United Vacations, Inc. No subsequent funding or payments are made from the escrow account.

The components of the Escrow fund:

w Federal payroll withholding taxes, FICA (employee portion), and Medicare;

w Federal air transportation excise taxes;

w Federal security charges;

w Federal Animal and Plan Health Inspection Service of the U.S. Department of Agriculture ("APHIS");

w Federal Immigration and Naturalization Service (INS) fees;

w Federal customs fees;

w State and local income tax withholding;

w Disability taxes;

w Passenger facility charges ("PFC");

w State sales and use taxes;

w Federal and state fuel taxes

 
 
 
 

SCHEDULE D - - Payments to Secured Creditors and Lessors
Name of Creditor or Lessor	Type	Date Regular Payment is Due	Amount of Regular Payment	Check # of Payments	Number of Payments Delinquent*	Amount of Payments * Delinquent
AIE VI	AIRCRAFT	2/2/04	2,420,000.00
CORPORATE TRUST SERVICES	AIRCRAFT	2/2/04	110,000.00
US BANK	AIRCRAFT	2/2/04	671,111.11
AIE VI	AIRCRAFT	2/3/04	51,923.04
CIT GROUP	AIRCRAFT	2/6/04	440,000.00
US BANK	AIRCRAFT	2/6/04	200,000.00
WILMINGTON TRUST COMPANY	AIRCRAFT	2/6/04	95,000.00
AIE VI	AIRCRAFT	2/9/04	3,630,000.00
IAE	AIRCRAFT	2/9/04	1,620,000.00
US BANK	AIRCRAFT	2/9/04	130,000.00
WELLS FARGO BANK NORTHWEST, N.A.	AIRCRAFT	2/9/04	80,000.00
WILMINGTON TRUST COMPANY	AIRCRAFT	2/9/04	830,000.00
US BANK	AIRCRAFT	2/11/04	170,000.00
WILMINGTON TRUST COMPANY	AIRCRAFT	2/11/04	400,000.00
WELLS FARGO BANK NORTHWEST, N.A.	AIRCRAFT	2/13/04	2,400,000.00
WELLS FARGO BANK NORTHWEST, N.A.	AIRCRAFT	2/17/04	11,200,000.00
WILMINGTON TRUST COMPANY	AIRCRAFT	2/17/04	85,000.00
WILMINGTON TRUST COMPANY	AIRCRAFT	2/19/04	475,000.00
US BANK	AIRCRAFT	2/23/04	425,000.00
WILMINGTON TRUST COMPANY	AIRCRAFT	2/23/04	381,555.56
PK AIR	AGENCY FEE	2/27/04	256,558.87
US BANK	AIRCRAFT	2/27/04	18,970,000.00
WELLS FARGO BANK NORTHWEST, N.A.	AIRCRAFT	2/27/04	5,050,351.18
WILMINGTON TRUST COMPANY	AIRCRAFT	2/27/04	395,000.00
SOCIETE GENERALE	AIRCRAFT	2/27/04	100,000.00
Mizuho Corporate Bank	AIRCRAFT	2/27/04	368,566.59
BAYERISCHE LAANDESBANK	AIRCRAFT	2/27/04	1,125,000.00
PHILIP MORRIS CAPITAL CORPORATION	AIRCRAFT	2/27/04	2,340,000.00
Cumberland Lease Corp	AIRCRAFT	2/27/04	95,000.00
UT FINANCE CORP	AIRCRAFT ENGINE	2/27/04	176,999.33
			54,692,065.68

 
 

SCHEDULE E - - Professional Payments 1
PROFESSIONAL GROUP	MONTH AMOUNT AUTHORIZED	MONTH AMOUNT PAID
Cognizant Associates	19,057.50	19,057.50
Gavin Anderson	65,729.13	65,729.13
Huron Consulting Group	1,580,753.74	1,580,753.74
KPMG	743,396.30	743,396.30
Kirkland & Ellis	1,432,754.36	1,432,754.36
Mercer Management Consulting	259,233.16	259,233.16
McKinsey & Co	3,797,500.00	3,797,500.00
Paul Hastings	12,257.93	12,257.93
Piper Rudnick	10,627.28	10,627.28
Poorman Douglas	717,159.09	717,159.09
Rothschild	424,010.58	424,010.58
Saybrook Capital	216,337.06	216,337.06
Sonnenschein	583,787.95	583,787.95
Vedder Price	603,812.14	603,812.14
Committee of Unsecured Creditors	4,213.64	4,213.64
Total		$ 10,470,629.86
1Professionals, for the purpose of this report, are defined as those who have filed a Professional Retention with the Federal Bankruptcy Court and whom are subject to the Interim Compensation Motion. All professional fees and expenses incurred in February have been accrued and reported on the Debtor's Balance Sheet. In instances in which fee applications have been received and the associated payments have been made, the accrual has been adjusted and the actual activity has been reflected in the Debtor's Accounts Payable.

 
 
 
 
 
 
 
 

SCHEDULE F - Accounts Receivable and Accounts Payable Schedule
STATEMENT OF AGED RECEIVABLES
							Tie -out			Consol A/R.			Filed Entities					Non-Filed
																		Entities
Beginning of month balance1			$1,051,765,191							$1,183,136,443			$1,173,003,563					$10,132,880
Add: sales on account			$1,514,806,424
Less: collections			($1,391,076,739)
Less: Write-offs and Clearing			($2,491,313)
End of month balance			$1,173,003,563
							0 - 30 Days2			31 - 60 Days2			61 - 90 Days2					Over 90 Days2			End of Month Total
							$1,050,370,002			$41,609,792			$24,445,165					$56,578,604			$1,173,003,563
1 Includes accruals for unprocessed sales for which the Debtor has not sent an invoice during the reporting period.
2 Accounts receivable aging based upon the previous month's aging percentage.
STATEMENT OF ACCOUNTS PAYABLE (POST PETITION)
Consolidated Filing Entities						Tie - -out			Consol.A/P			Filed Entities				Non-Filed Entities
Beginning of month balance 1				$353,576,000					$351,428,000			$348,412,000				$3,016,000
Add: credit extended				($1,086,107,075)
Less: payments on account				$1,080,943,075
End of month balance				$348,412,000
						0 - 30 Days			31 - 60 Days 2			61 - 90 Days 2				Over 90 Days 2				End of Month Total
						$347,646,727			$153,721			$611,552				$0				$348,412,000
1 Includes accruals for goods and services received for which the Debtor has not yet received an invoice during the reporting period.
2 All trade payables over 30 days old are available upon request.

 
 
 
 

SCHEDULE G - Bank Accounts and Financial Institution Relationships
The Debtors' businesses and financial affairs require the collection, disbursement and movement of funds through numerous bank accounts. In addition to the 178 domestic bank accounts, the Debtor operates 116 accounts in approximately 47 countries around the world. A list of the Debtor's bank accounts is detailed below:
(*denotes new account for this monthly operating report as compared to prior monthly operating report)
DOMESTIC BANK ACCOUNTS
Financial Institution		Account Location			Acct #
1ST SOURCE BANK		South Bend, IN			n/a
AMSOUTH BANK		Birmingham, AL			n/a
AMSOUTH BANK		Knoxville, TN			n/a
ASSOCIATED BANK -WI		Madison, WI			n/a
BANK OF AMERICA		North Charleston, SC			n/a
BANK OF AMERICA		Baltimore, MD			n/a
BANK OF AMERICA		Savannah, GA			n/a
BANK OF AMERICA		Greenville, SC			n/a
BANK OF AMERICA		Richmond, VA			n/a
BANK OF AMERICA		Greensboro, NC			n/a
BANK OF AMERICA		Wichita, KS			n/a
BANK OF AMERICA		Springfield, MO			n/a
BANK OF AMERICA		Kansas City, MO			n/a
BANK OF AMERICA		Portland, OR			n/a
BANK OF AMERICA		Austin, TX			n/a
BANK OF AMERICA		San Antonio, TX			n/a
BANK OF AMERICA		San Francisco, CA			n/a
BANK OF AMERICA		San Francisco, CA			n/a
BANK OF AMERICA		San Francisco, CA			n/a
BANK OF AMERICA		San Francisco, CA			n/a
BANK OF AMERICA CALIF PZ		San Francisco, CA			n/a
Bank of America PZ-CA		DeKalb, Ga			n/a
BANK OF AMERICA SFOTK		San Francisco, CA			n/a
BANK OF AMERICA -SILVER WINGS		San Francisco, CA			n/a
BANK OF AMERICA WASHINGTON		Seattle, WA			n/a
BANK OF HAWAII		Honolulu, HI			n/a
BANK OF ILLINOIS (Air Wisconsin)		Normal, IL			n/a
BANK OF NEW YORK		New York, NY			n/a
BANK OF NEW YORK		White Plains, NY			n/a
BANK OF OKLAHOMA		Tulsa, OK			n/a
BANK OF THE WEST		San Jose, Ca			n/a
BANK ONE		Chicago, IL (Miami Cluster)			n/a
BANK ONE		Grand Rapids, MI			n/a
BANK ONE (Tickets By Mail)		Detroit, MI			n/a
BANK ONE		Detroit, MI			n/a
BANK ONE		Lexington, KY			n/a
BANK ONE		Chicago, IL			n/a
BANK ONE (AirWisconsin)		Traverse City, MI			n/a
BANK ONE (CAFETERIA)		Chicago, IL			n/a
BANK ONE		Chicago, IL			n/a
BANK ONE		Chicago, IL			n/a
BANK ONE		Chicago, IL			n/a
BANK ONE		Chicago, IL			n/a
BANK ONE INDIANAPOLIS		Indianapolis, IN			n/a
BANK ONE OF OKLAHOMA		Oklahoma City, OK			n/a
CANADIAN IMPERIAL		Toronto, Ontario Canada			n/a
CANANDAIGUA NAT BANK & TRUST		Pittsford, NY			n/a
CAPITAL CITY BANK & TRUST CO		Atlanta, Ga			n/a
CAPITAL SAVINGS BANK		El Paso, TX			n/a
Charter One Bank		Binghamton, NY			n/a
CHASE BANK		New York, NY			n/a
CHASE MANHATTAN BANK (FirstBank)		St. Thomas, USVI			n/a
CHASE MANHATTAN BANK		New York, NY (LGA)			n/a
CHITTENDEN TRUST CO		Burlington, VT			n/a
CITIBANK		New York, NY			n/a
CITIBANK		New York, NY			n/a
CITIBANK (EMP WELFARE)		New York, NY			n/a
CITIBANK, N.A.		Jamaica, NY (JFK)			n/a
City National Bank		Charleston, WV			n/a
COMERICA		Detroit, MI			n/a
COMERICA (AirWisconsin)		Lansing, MI			n/a
COMMUNITY BANK OF COLORADO CO		Gunnison, CO			n/a
FIFTH THIRD BANK		Florence, KY			n/a
FIFTH THIRD BANK		Kalamazoo, MI			n/a
FIRST BANK OF AVON		Avon, CO			n/a
FIRST CITIZENS BANK		Raleigh, NC			n/a
FIRST CITIZENS BK-RALEIGH		Charlotte, NC			n/a
FIRST HAWAIIAN BANK		Honolulu, HI			n/a
FIRST MIDWEST BANK		Moline, IL			n/a
FIRST NATIONAL BANK OF ROCKIES		Hayden, CO			n/a
FIRST UNION		Philadelphia, PA			n/a
FIRST UNION BANK		Allentown, PA			n/a
FIRST UNION BANK		Roanoke, VA			n/a
FIRST UNION BANK		Newark, NJ			n/a
FIRST UNION BANK		Newark, NJ			n/a
FIRSTAR BANK		Cedar Rapids, IA			n/a
FIRSTAR BANK		St. Louis, MO			n/a
FIRSTAR, N.A.		Cleveland, OH			n/a
FLEET		Boston, MA			n/a
FLEET BANK		Manchester, NH			n/a
FLEET NATIONAL BANK		Providence, RI			n/a
FREELAND STATE BANK		Freeland, MI			n/a
FVB COLONIAL		Richmond, VA			n/a
HARRIS BANK		Chicago, IL			n/a
HSBC		Buffalo, NY			n/a
JACKSON STATE BANK-WY		Jackson Hole, WY			n/a
JP MORGAN CHASE		New York, NY			n/a
JP MORGAN CHASE		New York, NY			n/a
KEY BANK		Newburgh, NY			n/a
KEY BANK		Dayton, OH			n/a
KEY BANK OF CENTRAL N.Y.		Syracuse, NY			n/a
KEY BANK OF EASTERN N.Y.		Albany, NY			n/a
M & I BANK		Milwaukee, WI			n/a
M & I BANK FOX VALLEY		Appleton, WI			n/a
M & I BANK OF MOSINEE		Mosinee, WI			n/a
M & I MARSHALL & ILSLEY		Green Bay, WI			n/a
M & T BANK		Middletown, PA			n/a
MONTROSE BANK CO		Montrose, CO			n/a
NATIONAL CITY		Columbus, OH			n/a
NATIONAL CITY BANK		Pittsburgh, PA			n/a
NATIONAL CITY BANK OF INDIANA		Fort Wayne, IN			n/a
NATIONAL CITY BANK OF MI/IL		Peoria, IL			n/a
NATIONAL CITY BANK OF MI/IL (AW)		Springfield, IL			n/a
NORTHERN TRUST		Chicago, IL			n/a
NORTHERN TRUST		Chicago, IL			n/a
NORTHERN TRUST BANK (WHQ Deposits)		Chicago, IL			n/a
NORTHERN TRUST CO 15 & 16		Chicago, IL			n/a
NORTHERN TRUST CONTROL ACCT		Chicago, IL			n/a
NORTHERN TRUST FIELD REFUNDS		Chicago, IL			n/a
NORTHERN TRUST LOCAL DISB		Chicago, IL			n/a
PEOPLES HERITAGE		Portland, ME			n/a
PNC Bank		Avoca, PA			n/a
PNC Bank		State College, PA			n/a
RIGGS NATIONAL		Washington, DC			n/a
SUN TRUST		Washington, DC			n/a
SUN TRUST BANK		Nashville, TN			n/a
SUN TRUST BANK		Orlando, FL			n/a
THE NORTHERN TRUST		Chicago, IL			n/a
TIDEWATER BANK		Norfolk, VA			n/a
U.S. BANK OF MINNESOTA		Medford, OR			n/a
UNION BANK OF CALIFORNIA		San Diego, CA			n/a
UNIZAN BANK		North Canton, OH			n/a
US Bank		Fargo, ND			n/a
US BANK		Aspen, CO			n/a
US BANK		Rapid City, SD (Mileage Plus)			n/a
US BANK (HELENA, MONTANA)		Billings, MT			n/a
US BANK (MINNESOTA)		Lincoln, NE			n/a
US BANK (MINNESOTA)		Seattle, WA			n/a
WACHOVIA		Chicago, IL			n/a
Wachovia Bank & Trust		Charlottesville, VA			n/a
Wachovia Bank & Trust		Cayce, SC			n/a
WACHOVIA BK & TRST 230 OPER		Chicago, IL			n/a
WACHOVIA BK & TRST 231 PZ		Chicago, IL			n/a
WACHOVIA: "MPI"		Chicago, IL			n/a
WACHOVIA: "OFFICERS"		Chicago, IL			n/a
WACHOVIA: "PREMIER"		Chicago, IL			n/a
WACHOVIA: "Washington Dulles"		Washington, DC			n/a
WEBSTER BANK		Hartford, CT			n/a
WELLS FARGO		Portland, OR			n/a
WELLS FARGO		Los Angeles, CA			n/a
WELLS FARGO		Seattle, WA			n/a
WELLS FARGO		Grapevine, TX			n/a
WELLS FARGO		Anchorage, AK			n/a
WELLS FARGO BANK		Phoenix, AZ			n/a
WELLS FARGO BANK		Houston, TX			n/a
WELLS FARGO BANK IOWA		Des Moines, IA			n/a
WELLS FARGO BANK N. DAKOTA		Bismarck, ND			n/a
WELLS FARGO BANK S. DAKOTA		Rapid City, SD			n/a
WELLS FARGO BANK WEST		Denver, CO			n/a
WELLS FARGO BANK WEST		Ignacio, Colorado			n/a
WELLS FARGO BANK WEST		Colorado Springs, CO			n/a
WELLS FARGO BANK, N.A.		Boise, ID			n/a
WELLS FARGO BANK, NA		Las Vegas, NV			n/a
WELLS FARGO BANK-NE		Omaha, NE			n/a
WELLS FARGO-LAS VEGAS		Las Vegas, NV			n/a
WELLS FARGO-MINNESOTA		Minneapolis, MN			n/a
WELLS FARGO-NEW MEXICO		Albuquerque, NM			n/a
WESTAMERICA BANK		Suisun, CA			n/a
WHITNEY NATIONAL		New Orleans, LA			n/a
ZIONS BANK:AW		Salt Lake City, UT			n/a

 
 
 

SCHEDULE G - - Bank Accts and Financial Institution Relationships
EUROPEAN BANK ACCOUNTS
Financial Institution	Location	Bank Acct #
ABN AMRO	Switzerland	n/a
ABN AMRO	ENGLAND	n/a
ABN AMRO	ENGLAND	n/a
ABN AMRO	ENGLAND	n/a
KREDIETBANK	Belgium	n/a
CITIBANK	England	n/a
CITIBANK	England	n/a
CITIBANK	England	n/a
CITIBANK	Belgium	n/a
CITIBANK	Ireland	n/a
CITIBANK	France	n/a
CITIBANK	Netherlands	n/a
CITIBANK	Germany	n/a
COMMERZ BANK	Germany	n/a
COMMERZ BANK	Germany	n/a
COMMERZ BANK	Germany	n/a
BANQUE NATIONALE de PARIS	France	n/a
BANQUE NATIONALE de PARIS	France	n/a
BANQUE NATIONALE de PARIS	France	n/a
NATIONAL WESTMINSTER BANK (Royal Bank of Scotland)	England	n/a
NATIONAL WESTMINSTER BANK (Royal Bank of Scotland)	England	n/a
NATIONAL WESTMINSTER BANK (Royal Bank of Scotland)	England	n/a
NATIONAL WESTMINSTER BANK (Royal Bank of Scotland)	England	n/a
BANK OF IRELAND	Ireland	n/a
ABN AMRO BANK	Netherlands	n/a
ASIA-PACIFIC BANK ACCOUNTS
Financial Institution	Location	Bank Acct #
AUSTRALIA & NEW ZEALAND BANKING GROUP	Australia	n/a
CHINA CONSTRUCTION BANK	China	n/a
BANK OF CHINA	China	n/a
CHINA CONSTRUCTION BANK	China	n/a
BANK OF CHINA	China	n/a
BANK OF EAST ASIA	Hong Kong	n/a
CITIBANK	Hong Kong	n/a
CITIBANK	Hong Kong	n/a
HONGKONG & SHANGHAI BANK	Hong Kong	n/a
BANK OF EAST ASIA	Hong Kong	n/a
HONGKONG & SHANGHAI BANK	Hong Kong	n/a
CITIBANK	India	n/a
THE BANK OF TOKYO MITSUBISHI	Japan	n/a
THE BANK OF TOKYO MITSUBISHI	Japan	n/a
THE BANK OF TOKYO MITSUBISHI	Japan	n/a
THE BANK OF TOKYO MITSUBISHI	Japan	n/a
THE BANK OF TOKYO MITSUBISHI	Japan	n/a
CITIBANK	Japan	n/a
CITIBANK	Japan	n/a
BANK OF AMERICA	Korea	n/a
CITIBANK	Korea	n/a
KOREA EXCHANGE BANK	Korea	n/a
KOREA EXCHANGE BANK	Korea	n/a
KOREA EXCHANGE BANK	Korea	n/a
BANK OF AMERICA	Korea	n/a
BANK OF AMERICA	Korea	n/a
WESTPAC BANKING CORPORATION	New Zealand	n/a
CITIBANK	New Zealand	n/a
CITIBANK	Singapore	n/a
BANK OF AMERICA	Singapore	n/a
BANK OF AMERICA	Thailand	n/a
CITIBANK	Thailand	n/a
CITIBANK	Taiwan	n/a
CITIBANK	Taiwan	n/a
LATIN AMERICA BANK ACCOUNTS
Financial Institution	Location	Bank Acct #
CITIBANK	Argentina	n/a
BANCO DE BOSTON	Argentina	n/a
BANCO DE LA NACION	Argentina	n/a
BANCO RIO DE LA PLATA	Argentina	n/a
CARIBBEAN MERCANTILE BANK	Aruba	n/a
CARIBBEAN MERCANTILE BANK	Aruba	n/a
BANCO SAFRA	Brazil	n/a
BANCO SAFRA	Brazil	n/a
UNIBANCO	Brazil	n/a
BANCO DE BRASIL	Brazil	n/a
BANCO BOSTON	Brazil	n/a
BANCO SAFRA	Brazil	n/a
BANCO SAFRA	Brazil	n/a
BANCO DE CHILE	Chile	n/a
BANCO DE CHILE	Chile	n/a
BANCO DE COSTA RICA	Costa Rica	n/a
BANCO DE COSTA RICA	Costa Rica	n/a
BANCO DE SAN JOSE	Costa Rica	n/a
BANCO DE SAN JOSE	Costa Rica	n/a
BANCO DE OCCIDENTE	Guatemala	n/a
CITIBANK	Guatemala	n/a
BANCA SERFIN	Mexico	n/a
BANCA SERFIN	Mexico	n/a
BANCO CUSCATLAN	El Salvador	n/a
CITIBANK	El Salvador	n/a
SUDAMERIS BANK	Uruguay	n/a
SUDAMERIS BANK	Uruguay	n/a
BANCO MERCANTIL	Venezuela	n/a
BANCO PROVINCIAL	Venezuela	n/a
BANCO MERCANTIL	Venezuela	n/a
OFFLINE BANK ACCOUNTS
Financial Institution	Location	Bank Acct #
BANCO POPULAR	PUERTO RICO	n/a
CANADIAN INTERNATIONAL BANK OF COMMERCE	CANADA	n/a
CANADIAN INTERNATIONAL BANK OF COMMERCE	CANADA	n/a
CITIBANK	PANAMA	n/a
CITIBANK	PHILIPPINES	n/a
CITIBANK	PHILIPPINES	n/a
CITIBANK	HUNGARY	n/a
PRODUBANCO	ECUADOR	n/a
ISLANDSBANKI	ICELAND	n/a
MERITA BANK	FINLAND	n/a
BANCO POPULAR ESPANOL-ESP	SPAIN	n/a
SKANDINAVISKA	SWEDEN	n/a
National Bank of Kuwait	Kuwait	n/a
BANK AUSTRIA AG	AUSTRIA	n/a
DANSKE BANK	DENMARK	n/a
CHRISTIANA BANK (NORDEA BANK NORGE ASA)	NORWAY	n/a
CREDIT LYONNAIS	VIETNAM	n/a
CAYMAN NATIONAL BANK	BRITISH WI	n/a
NED BANK	SOUTH AFRICA	n/a
BANK HANDLOWY	POLAND	n/a
BANCO COMERCIAL PORTUGAL	PORTUGAL	n/a
BANCO COLPATRIA	COLOMBIA	n/a
BANCO COLPATRIA	COLOMBIA	n/a
CANADIAN INTERNATIONAL BANK OF COMMERCE	CANADA	n/a
SUBSIDIARY BANK ACCOUNTS
Financial Institution	Country	Bank Acct #
UNITED AVIATION FUELS CORP.
NOTHERN TRUST BANK	USA	n/a
UNITED WORLDWIDE CORP.
JP MORGAN CHASE	USA	n/a
MILEAGE PLUS, INC.
SHORE BANK	USA	n/a
PREMIER MEETING & TRAVEL SERVICES, INC.
BANK ONE	USA	n/a
BANK ONE	USA	n/a
MY POINTS.COM, INC.
SILICON VALLEY BANK	USA	n/a
SILICON VALLEY BANK	USA	n/a
SILICON VALLEY BANK	USA	n/a
FLEET BANK	USA	n/a
WELLS CAPITAL MANAGEMENT	USA	n/a
WELLS FARGO BANK	USA	n/a
UAL LOYALTY SERVICES
BANK ONE	USA	n/a
BANK ONE	USA	n/a
BANK ONE	USA	n/a
BANK ONE	USA	n/a
KION DE MEXICO
BANCA SERFIN, S.A.	MEXICO	n/a
BANCA SERFIN, S.A.	MEXICO	n/a
CITIBANK	USA	n/a

 
 
 
 

TAX		YES	NO	WHEN DUE
Federal income tax withholding		X
FICA withholding		X
Employer's share FICA		X
Federal Unemployment Taxes		X
State Income Tax Withholding		X
Sales Tax		X
Other Tax		X
If any taxes have not been paid when due complete these table:
TAX NOT PAID	AMOUNT NOT PAID			DATE OF LAST PAYMENT
Note: Tax related payments withheld from UAL and its subsidiaries' employee in the United States of America wages are paid to a third party payroll service, Deloitte & Touche LLP., with the exception of Mileage Plus who pays such tax related payments to Automatic Data Processing.

 
 
 
 
  UNITED                                                                                     News Release
 
 

Worldwide Communications:
Media Relations Office: 847.700.5538
Evenings/Weekends: 847.700.4088

For immediate release
 
 

UAL REPORTS FEBRUARY RESULTS

Unit Revenue Improves 12%, Company Continues to Meet DIP Covenants

Positive Cash Flow of $7 Million Per Day

CHICAGO, March 25, 2004 - UAL Corporation (OTCBB: UALAQ.OB), the holding company whose primary subsidiary is United Airlines, today filed its February Monthly Operating Report (MOR) with the United States Bankruptcy Court. The company reported a loss from operations of $112 million, which represents an improvement of approximately $195 million over February 2003. Mainline passenger unit revenue improved 12% year-over-year, well ahead of the industry average. The company reported a net loss of $259 million, including $119 million in reorganization expenses. The majority of reorganization expenses were non-cash items resulting from the rejection of aircraft as the company aligns its fleet with the market. UAL met the requirements of its debtor-in-possession (DIP) financing, including its trailing 12-month EBITDAR (earnings before interest, taxes, depreciation amortization and aircraft rent) covenants, for the thirteenth straight month.

"United continues to make steady progress in our restructuring," said Jake Brace, United's executive vice president and chief financial officer. "Our unit revenue was up 12%, our mainline unit costs for February improved 14% year-over-year, and we improved our cash position in February by more than $200 million, resulting in positive cash flow of $7 million a day."

UAL ended February with a cash balance of about $2.5 billion, which included $654 million in restricted cash (filing entities only). The cash balance increased $205 million during the month of February.

United, United Express and Ted operate more than 3,400 flights a day on a route network that spans the globe. News releases and other information about United may be found at the company's website at www.united.com.
 
 

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: Certain statements included in this press release are forward-looking and thus reflect the Company's current expectations and beliefs with respect to certain current and future events and financial performance. Such forward-looking statements are and will be, as the case may be, subject to many risks and uncertainties relating to the operations and business environments of the Company that may cause actual results to differ materially from any future results expressed or implied in such forward-looking statements. Factors that could significantly affect net earnings, revenues, expenses, unit costs and profit improvements include, without limitation, the following: the Company's ability to continue as a going concern; the Company's ability to operate pursuant to the terms of the DIP Financing; the Company's ability to obtain a federal loan guarantee from the ATSB; the Company's ability to obtain court approval with respect to motions in the Chapter 11 proceeding prosecuted by it from time to time; the Company's ability to develop, prosecute, confirm and consummate one or more plans of reorganization with respect to the Chapter 11 Cases; risks associated with third parties seeking and obtaining court approval to terminate or shorten the exclusive period for the Company to propose and confirm one or more plans of reorganization; the potential adverse impact of the Chapter 11 Cases on the Company's liquidity or results of operations; the appointment of a Chapter 11 trustee or conversion of the cases to Chapter 7; the costs and availability of financing; the Company's ability to execute its business plan; the Company's ability to attract, motivate and/or retain key employees; the Company's ability to attract and retain customers; demand for transportation in the markets in which the Company operates; general economic conditions; the effects of any hostilities or act of war or any terrorist attack; the ability of other air carriers with whom the Company has alliances or partnerships to provide the services contemplated by the respective arrangements with such carriers; the costs and availability of aircraft insurance; the costs of aviation fuel; the costs associated with security measures and practices; competitive pressures on pricing (particularly from lower-cost competitors); government legislation and regulation; and other risks and uncertainties set forth from time to time in UAL's reports to the United States Securities and Exchange Commission. Consequently, the forward-looking statements should not be regarded as representations or warranties by the Company that such matters will be realized. The Company disclaims any intent or obligation to update or revise any of the forward-looking statements, whether in response to new information, unforeseen events, changed circumstances or otherwise. ####