<PAGE>
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
----------------
Date of Report (Date of earliest event reported): June 2, 1994
UNITED AIR LINES, INC
(Exact name of registrant as specified in its charter)
Delaware 33-21220 36-2675206
(State or other (Commission File Number) (IRS Employer
jurisdiction of incorporation) Identification No.)
1200 East Algonquin Road
Elk Grove Township, Illinois 60007
(Address of principal executive offices)
P.O. Box 66919
Chicago, Illinois 60666
(Mailing Address)
Registrant's telephone number, including area code: (312) 952-4000
================================================================================
<PAGE>
Item 5. Other Events
------------
On June 2, 1994, the Registrant's parent company, UAL Corporation
(the "Company"), entered into an amendment to the Agreement and Plan of
Recapitalization, dated as of March 25, 1994 (the "Amendment to the
Recapitalization Agreement"), with the Air Line Pilots Association,
International UAL-MEC and the International Association of Machinists and
Aerospace Workers, amending the Recapitalization Agreement initially executed
on March 25, 1994 (the "Initial Recapitalization Agreement") and certain
Schedules and Exhibits thereto. Capitalized terms used but not defined herein
shall have the meaning ascribed to such terms in the Amended and Restated
Agreement and Plan of Recapitalization, dated as of March 25, 1994, a copy of
which is attached hereto as Exhibit A to the Amendment to the Recapitalization
Agreement and incorporated herein by reference. The Initial Recapitalization
Agreement was filed as part of the Company's Current Report on Form 8-K dated
March 28, 1994. A copy of the Amendment to the Recapitalization Agreement and
all the Exhibits thereto were attached as Exhibit 10.1 to the Company's
Current Report on Form 8-K dated June 3, 1994 and are incorporated herein as
an Exhibit.
<PAGE>
Item 7. Financial Statements and Exhibits
---------------------------------
(c) Exhibits
Exhibit No. Description
----------- -----------
10.1 Amendment (the "Amendment") dated as of June 2,
1994 to the Agreement and Plan of
Recapitalization, dated as of March 25, 1994,
among UAL Corporation, Air Line Pilots
Association, International UAL-MEC and the
International Association of Machinists and
Aerospace Workers. The Amendment including all
Exhibits thereto was filed as Exhibit 10.1 to
UAL's Corporation's (File No. 1-6033) Current
Report on Form 8-K, dated June 3, 1994 and is
incorporated herein by reference. The documents
listed below are attached as Exhibits A through
S to the Amendment:
Exhibit A - The Plan of Recapitalization
Exhibit B - The Restated Certificate
Exhibit C - The Deposit Agreement
Exhibit D - Officers' Certificate
Exhibit E - The ESOP Trust
Exhibit F - The ESOP
Exhibit G - The Supplemental ESOP
Exhibit H - The Supplemental ESOP Trust
Exhibit I - The ESOP Stock Purchase Agreement
<PAGE>
Exhibit J - The Class Pilot MEC Junior
Preferred Stock Subscription
Agreement
Exhibit K - The Class IAM Junior Preferred
Stock Subscription Agreement
Exhibit L - The Class SAM Preferred Stock
Subscription Agreement
Exhibit M - Adjusted Percentage Table
Exhibit N - The Amendment to the 1988
Restricted Stock Plan
Exhibit O - The Amendment to the Incentive
Compensation Plan
Exhibit P - Restatement of the ALPA Labor
Agreement
Exhibit Q - The Class I Preferred Stock
Shareholders' Agreement
Exhibit R - The Class SAM Preferred
Stockholders' Agreement
Exhibit S - The First Refusal Agreement
<PAGE>
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 thereunto duly authorized.
UNITED AIR LINES, INC.
By: /s/John C. Pope
--------------------------
Name: John C. Pope
Title: President and Chief
Operating Officer
Dated: June 2, 1994
<PAGE>
INDEX TO EXHIBITS
-----------------
Exhibit Number Description
- - -------------- -----------
10.1 Amendment(the "Amendment") dated as of June 2,
1994 to the Agreement and Plan of
Recapitalization, dated as of March 25, 1994,
among UAL Corporation, Air Line Pilots
Association, International UAL-MEC and the
International Association of Machinists and
Aerospace Workers. The Amendment including all
Exhibits thereto was filed as Exhibit 10.1 to
UAL's Corporation's (File No. 1-6033) Current
Report on Form 8-K, dated June 3, 1994 and is
incorporated herein by reference. The documents
listed below are attached as Exhibits A through
S to the Amendment:
Exhibit A - The Plan of Recapitalization
Exhibit B - The Restated Certificate
Exhibit C - The Deposit Agreement
Exhibit D - Officers' Certificate
Exhibit E - The ESOP Trust
Exhibit F - The ESOP
Exhibit G - The Supplemental ESOP
Exhibit H - The Supplemental ESOP Trust
Exhibit I - The ESOP Stock Purchase Agreement
Exhibit J - The Class Pilot MEC Junior Preferred
Stock Subscription Agreement
<PAGE>
Exhibit K - The Class IAM Junior Preferred Stock
Subscription Agreement
Exhibit L - The Class SAM Preferred Stock
Subscription Agreement
Exhibit M - Adjusted Percentage Table
Exhibit N - The Amendment to the 1988 Restricted
Stock Plan
Exhibit O - The Amendment to the Incentive
Compensation Plan
Exhibit P - Restatement of the ALPA Labor
Agreement
Exhibit Q - The Class I Preferred Stock
Shareholders' Agreement
Exhibit R - The Class SAM Preferred
Stockholders' Agreement
Exhibit S - The First Refusal Agreement
<PAGE>
Exhibit 10.1
to
Form 8-K
(incorporated by reference)