SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
________________
FORM 8-A
REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR 12(G) OF
THE SECURITIES EXCHANGE ACT OF 1934
UNITED AIR LINES, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 36-2675206
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
1200 East Algonquin Road
Elk Grove Township, Illinois 60007 60007
(Address of principal executive offices) (Zip code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
Series A Debentures due 2004 New York Stock Exchange
Series B Debentures due 2014 New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
Item 1. Description of Registrant's Securities to be Registered
The Registrant's securities to be registered consist of
Series A Debentures due 2004 (the "Series A Debentures") and
Series B Debenture due 2014 (the "Series B Debentures" and,
together with the Series A Debentures, the "Debentures").
Each series of Debentures will be issued either pursuant to
the Registration Statement on Form S-3 (No. 33-53891) of the
Registrant (as amended, the "Form S-3") in connection with an
underwritten offering or pursuant to the joint Registration
Statement on Form S-4 (No. 33-53107) of the Registrant and UAL
Corporation ("UAL") (as amended, the "Form S-4") in connection
with the proposed recapitalization of UAL. Certain terms of
the Debentures will change depending upon whether they are
issued in connection with the underwritten offering or the
recapitalization.
If the Debentures are issued in connection with the
recapitalization, the most accurate description will be as set
forth under the heading "DESCRIPTION OF SECURITIES--The
Debentures" in the Proxy Statement/Joint Prospectus forming
part of the Form S-4.
If the Debentures are issued in connection with the
underwritten offering, the most accurate description will be
as set forth under the heading "DESCRIPTION OF SECURITIES" in
the Registrant's Prospectus filed pursuant to Rule
424(b) under the Securities Act of 1933 and forming part of
the Form S-3.
Both such descriptions are incorporated herein by
reference.
Item 2. Exhibits
The Debentures are to be registered on the New York Stock
Exchange (the "NYSE"). No other securities of the Registrant
are registered on the NYSE. In accordance with Part II of the
Instructions As To Exhibits of Form 8-A, the following
exhibits have been duly filed with the NYSE:
Exhibit
No. Description
3.1 Proposed Restated Certificate of Incorporation of the
Registrant.
3.2 By-Laws of the Registrant.
4.1 Indenture dated as of July 1, 1991 between United Air
Lines, Inc. ("United") and The Bank of New York providing
for the Issuance of Senior Debt Securities in Series.
4.2 Form of Officers' Certificate relating to the Debentures.
4.3 Form of Series A Debenture attached as Exhibit A to Exhibit
4.2.
4.4 Form of Series B Debenture attached as Exhibit B to Exhibit
4.2.
13.1 Annual Report on Form 10-K for year ended December 31, 1993.
13.2 Quarterly Report on Form 10-Q for quarter ended March 31, 1994.
20.1 Proxy Statement/Joint Prospectus of Registrant and UAL
Corporation dated June 10, 1994.
20.2 Supplement dated July 1, 1994 to Proxy Statement/Joint
Prospectus of Registrant and UAL Corporation dated June 10,
1994.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrant has duly caused this registration
statement to be signed on its behalf by the undersigned hereunto duly
authorized.
UNITED AIR LINES, INC.
By: /s/ John C. Pope
Name: John C. Pope
Title: President and Chief
Operating Officer
Date: July 5, 1994
