UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
Amendment No. 1
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended March 31, 1995, Commission File Number 33-21220*
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
Mailing Address: P.O. Box 66100, Chicago, Illinois 60666
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (708) 952-4000
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the Registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Outstanding at
Class April 30, 1995
Common Stock ($5 par value) 200
* Registrant is the wholly-owned subsidiary of UAL Corporation
(File 1-6033). Registrant became subject to filing periodic
reports under the Securities Exchange Act of 1934 as a result of
a public offering of securities which became effective June 3,
1988 (Registration Nos. 33-21220 and 22-18246).
Part II
Other Information
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibit 10.1 - Letter Agreement Amendment No. 6-1162-MMF-
077 dated April 3, 1995 to the Agreement dated December
18, 1990 between The Boeing Company and United (and
United Worldwide Corporation) for acquisition of 777-200
aircraft (as previously amended and supplemented, the
"777-200 Purchase Agreement" (filed as Exhibit 10.7 to
UAL's annual report on Form 10-K for the year ended
December 31, 1990, and supplements thereto filed as (i)
Exhibits 10.1, 10.2 and 10.22 to UAL's quarterly report
on Form 10-Q for the quarter ended June 30, 1993, (ii)
Exhibit 10.2 to UAL's annual report on Form 10-K for the
year ended December 31, 1993, (iii) Exhibit 10.14 to
UAL's quarterly report on Form 10-Q for the quarter
ended June 30, 1994, and (iv) Exhibits 10.27 and 10.28
to UAL's annual report on Form 10-K for the year ended
December 31, 1994)). (Exhibit 10.1 hereto is filed as
Exhibit 10.2 to UAL's quarterly report on Form 10-Q for
the quarter ended March 31, 1995, and is incorporated
herein by reference with a request for confidential
treatment of certain portions.)
Exhibit 10.2 - Letter Agreement Amendment No. 6-1162-RCN-
837 dated February 17, 1995 to the 777-200 Purchase
Agreement. (Exhibit 10.2 hereto is filed as Exhibit
10.3 to UAL's quarterly report on Form 10-Q for the
quarter ended March 31, 1995, and is incorporated herein
by reference with a request for confidential treatment
of certain portions.)
Exhibit 10.3 - Supplemental Agreement No. 6 dated as of
April 13, 1995 to the Agreement dated December 18, 1990
between The Boeing Company and United (and United
Worldwide Corporation) for acquisition of 747-400
aircraft (as previously amended and supplemented, the
"747-400 Purchase Agreement" (filed as Exhibit 10.8 to
UAL's annual report on Form 10-K for the year ended
December 31, 1990, and supplements thereto filed as (i)
Exhibits 10.4 and 10.5 to UAL's annual report on Form 10-
K for the year ended December 31, 1991, (ii) Exhibits
10.3, 10.4, 10.5, 10.6 and 10.22 to UAL's quarterly
report on Form 10-Q for the quarter ended June 30, 1993,
(iii) Exhibit 10.3 to UAL's annual report on Form 10-K
for the year ended December 31, 1993, (iv) Exhibit 10.14
to UAL's quarterly report on Form 10-Q for the quarter
ended June 30, 1994, and (v) Exhibits 10.29 and 10.30 to
UAL's annual report on Form 10-K for the year ended
December 31, 1994)). (Exhibit 10.3 hereto is filed as
Exhibit 10.4 to UAL's quarterly report on Form 10-Q for
the quarter ended March 31, 1995, and is incorporated
herein by reference with a request for confidential
treatment of certain portions.)
Exhibit 10.4 - Letter Agreement Amendment 6-1162-DLJ-
891R2 dated April 13, 1995 to the 747-400 Purchase
Agreement. (Exhibit 10.4 hereto is filed as Exhibit
10.5 to UAL's quarterly report on Form 10-Q for the
quarter ended March 31, 1995, and is incorporated herein
by reference with a request for confidential treatment
of certain portions.)
Exhibit 10.5 - Letter Agreement Amendment 6-1162-MMF-084
dated April 13, 1995 to the 747-400 Purchase Agreement.
(Exhibit 10.5 hereto is filed as Exhibit 10.6 to UAL's
quarterly report on Form 10-Q for the quarter ended
March 31, 1995, and is incorporated herein by reference
with a request for confidential treatment of certain
portions.)
Exhibit 10.6 - Letter Agreement Amendment 6-1162-RCN-870
dated April 13, 1995 to the 747-400 Purchase Agreement.
(Exhibit 10.6 hereto is filed as Exhibit 10.7 to UAL's
quarterly report on Form 10-Q for the quarter ended
March 31, 1995, and is incorporated herein by reference
with a request for confidential treatment of certain
portions.)
Exhibit 10.7 - Change Order No. 1 dated April 13, 1995
to the 747-400 Purchase Agreement. (Exhibit 10.7 hereto
is filed as Exhibit 10.8 to UAL's quarterly report on
Form 10-Q for the quarter ended March 31, 1995, and is
incorporated herein by reference with a request for
confidential treatment of certain portions.)
Exhibit 10.8 - Supplemental Agreement No. 5 dated as of
April 13, 1995 to the Agreement dated April 26, 1989
between The Boeing Company and United for acquisition of
757-200 and 737 aircraft (as relates solely to the 757-
200 aircraft and as previously amended and supplemented,
the "757-200 Purchase Agreement" (filed as Exhibit 10(K)
to UAL's Form 10-K for the year ended December 31, 1989,
and supplements thereto filed as (i) Exhibits 10.14,
10.15, 10.16, 10.17, 10.18, 10.19, and 10.22 to UAL's
Quarterly Report on Form 10-Q for the quarter ended June
30, 1993, and (ii) Exhibit 10.14 to UAL's quarterly
report on Form 10-Q for the quarter ended June 30,
1994)). (Exhibit 10.8 hereto is filed as Exhibit 10.9
to UAL's quarterly report on Form 10-Q for the quarter
ended March 31, 1995, and is incorporated herein by
reference with a request for confidential treatment of
certain portions.)
Exhibit 10.9 - Supplemental Agreement No. 11 dated as of
April 13, 1995 to the Agreement dated March 1, 1990
between The Boeing Company and United for acquisition of
767-300ER aircraft (as previously amended and
supplemented, the "767-300ER Purchase Agreement" (filed
as Exhibit 10(L) to UAL's Form 10-K for the year ended
December 31, 1989, and supplements thereto filed as (i)
Exhibits 10.7, 10.8, 10.9, 10.10, 10.11, 10.12, 10.13
and 10.22 to UAL's Quarterly Report on Form 10-Q for the
quarter ended June 30, 1993, and (ii) Exhibit 10.14 to
UAL's quarterly report on Form 10-Q for the quarter
ended June 30, 1994)). (Exhibit 10.9 hereto is filed as
Exhibit 10.10 to UAL's quarterly report on Form 10-Q for
the quarter ended March 31, 1995, and is incorporated
herein by reference with a request for confidential
treatment of certain portions.)
Exhibit 10.10 - Letter Agreement Amendment 6-1162-DLJ-
472R2 dated April 13, 1995 to the 767-300ER Purchase
Agreement. (Exhibit 10.10 hereto is filed as Exhibit
10.11 to UAL's quarterly report on Form 10-Q for the
quarter ended March 31, 1995, and is incorporated herein
by reference with a request for confidential treatment
of certain portions.)
Exhibit 12.1 - Computation of Ratio of Earnings To Fixed Charges.
* Exhibit 27 - Financial Data Schedule.
__________________________
* Previously Filed.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this amended report to be signed
on its behalf by the undersigned thereunto duly authorized.
UNITED AIR LINES, INC.
By: /s/ Douglas A. Hacker
Douglas A. Hacker
Senior Vice President - Finance
Dated: May 3, 1995
Exhibit Index
Exhibit No. Description
10.1 Letter Agreement Amendment No. 6-1162-MMF-077 dated
April 3, 1995 to the Agreement dated December 18, 1990
between The Boeing Company and United (and United
Worldwide Corporation) for acquisition of 777-200
aircraft (as previously amended and supplemented, the
"777-200 Purchase Agreement" (filed as Exhibit 10.7 to
UAL's annual report on Form 10-K for the year ended
December 31, 1990, and supplements thereto filed as (i)
Exhibits 10.1, 10.2 and 10.22 to UAL's quarterly report
on Form 10-Q for the quarter ended June 30, 1993, (ii)
Exhibit 10.2 to UAL's annual report on Form 10-K for the
year ended December 31, 1993, (iii) Exhibit 10.14 to
UAL's quarterly report on Form 10-Q for the quarter
ended June 30, 1994, and (iv) Exhibits 10.27 and 10.28
to UAL's annual report on Form 10-K for the year ended
December 31, 1994)). (Exhibit 10.1 hereto is filed as
Exhibit 10.2 to UAL's quarterly report on Form 10-Q for
the quarter ended March 31, 1995, and is incorporated
herein by reference with a request for confidential
treatment of certain portions.)
10.2 Letter Agreement Amendment No. 6-1162-RCN-837 dated
February 17, 1995 to the 777-200 Purchase Agreement.
(Exhibit 10.2 hereto is filed as Exhibit 10.3 to UAL's
quarterly report on Form 10-Q for the quarter ended
March 31, 1995, and is incorporated herein by reference
with a request for confidential treatment of certain
portions.)
10.3 Supplemental Agreement No. 6 dated as of April 13,
1995 to the Agreement dated December 18, 1990 between
The Boeing Company and United (and United Worldwide
Corporation) for acquisition of 747-400 aircraft (as
previously amended and supplemented, the "747-400
Purchase Agreement" (filed as Exhibit 10.8 to UAL's
annual report on Form 10-K for the year ended December
31, 1990, and supplements thereto filed as (i) Exhibits
10.4 and 10.5 to UAL's annual report on Form 10-K for
the year ended December 31, 1991, (ii) Exhibits 10.3,
10.4, 10.5, 10.6 and 10.22 to UAL's quarterly report on
Form 10-Q for the quarter ended June 30, 1993, (iii)
Exhibit 10.3 to UAL's annual report on Form 10-K for the
year ended December 31, 1993, (iv) Exhibit 10.14 to
UAL's quarterly report on Form 10-Q for the quarter
ended June 30, 1994, and (v) Exhibits 10.29 and 10.30 to
UAL's annual report on Form 10-K for the year ended
December 31, 1994)). (Exhibit 10.3 hereto is filed as
Exhibit 10.4 to UAL's quarterly report on Form 10-Q for
the quarter ended March 31, 1995, and is incorporated
herein by reference with a request for confidential
treatment of certain portions.)
10.4 Letter Agreement Amendment 6-1162-DLJ-891R2 dated
April 13, 1995 to the 747-400 Purchase Agreement.
(Exhibit 10.4 hereto is filed as Exhibit 10.5 to UAL's
quarterly report on Form 10-Q for the quarter ended
March 31, 1995, and is incorporated herein by reference
with a request for confidential treatment of certain
portions.)
10.5 Letter Agreement Amendment 6-1162-MMF-084 dated
April 13, 1995 to the 747-400 Purchase Agreement.
(Exhibit 10.5 hereto is filed as Exhibit 10.6 to UAL's
quarterly report on Form 10-Q for the quarter ended
March 31, 1995, and is incorporated herein by reference
with a request for confidential treatment of certain
portions.)
10.6 Letter Agreement Amendment 6-1162-RCN-870 dated
April 13, 1995 to the 747-400 Purchase Agreement.
(Exhibit 10.6 hereto is filed as Exhibit 10.7 to UAL's
quarterly report on Form 10-Q for the quarter ended
March 31, 1995, and is incorporated herein by reference
with a request for confidential treatment of certain
portions.)
10.7 Change Order No. 1 dated April 13, 1995 to the 747-
400 Purchase Agreement. (Exhibit 10.7 hereto is filed
as Exhibit 10.8 to UAL's quarterly report on Form 10-Q
for the quarter ended March 31, 1995, and is
incorporated herein by reference with a request for
confidential treatment of certain portions.)
10.8 Supplemental Agreement No. 5 dated as of April 13,
1995 to the Agreement dated April 26, 1989 between The
Boeing Company and United for acquisition of 757-200 and
737 aircraft (as relates solely to the 757-200 aircraft
and as previously amended and supplemented, the "757-200
Purchase Agreement" (filed as Exhibit 10(K) to UAL's
Form 10-K for the year ended December 31, 1989, and
supplements thereto filed as (i) Exhibits 10.14, 10.15,
10.16, 10.17, 10.18, 10.19, and 10.22 to UAL's Quarterly
Report on Form 10-Q for the quarter ended June 30, 1993,
and (ii) Exhibit 10.14 to UAL's quarterly report on Form
10-Q for the quarter ended June 30, 1994)). (Exhibit
10.8 hereto is filed as Exhibit 10.9 to UAL's quarterly
report on Form 10-Q for the quarter ended March 31,
1995, and is incorporated herein by reference with a
request for confidential treatment of certain portions.)
10.9 Supplemental Agreement No. 11 dated as of April 13,
1995 to the Agreement dated March 1, 1990 between The
Boeing Company and United for acquisition of 767-300ER
aircraft (as previously amended and supplemented, the
"767-300ER Purchase Agreement" (filed as Exhibit 10(L)
to UAL's Form 10-K for the year ended December 31, 1989,
and supplements thereto filed as (i) Exhibits 10.7,
10.8, 10.9, 10.10, 10.11, 10.12, 10.13 and 10.22 to
UAL's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1993, and (ii) Exhibit 10.14 to UAL's
quarterly report on Form 10-Q for the quarter ended June
30, 1994)). (Exhibit 10.9 hereto is filed as Exhibit
10.10 to UAL's quarterly report on Form 10-Q for the
quarter ended March 31, 1995, and is incorporated herein
by reference with a request for confidential treatment
of certain portions.)
10.10 Letter Agreement Amendment 6-1162-DLJ-472R2 dated
April 13, 1995 to the 767-300ER Purchase Agreement.
(Exhibit 10.10 hereto is filed as Exhibit 10.11 to UAL's
quarterly report on Form 10-Q for the quarter ended
March 31, 1995, and is incorporated herein by reference
with a request for confidential treatment of certain
portions.)
12.1 Computation of Ratio of Earnings to Fixed Charges.
* 27 Financial Data Schedule.
________________________
* Previously Filed.
<TABLE>
<CAPTION>
Exhibit 12.1
United Air Lines, Inc. and Subsidiary Companies
Computation of Ratio of Earnings to Fixed Charges
Three Months Ended
March 31
1995 1994
(In Millions)
<S> <C> <C>
Earnings:
Loss before income taxes $ (29) $ (120)
Fixed charges, from below 275 254
Undistributed earnings of affiliates (14) -
Interest capitalized (12) (10)
Earnings $ 220 $ 124
Fixed charges:
Interest expense $ 94 $ 81
Portion of rental expense
representative of the
interest factor 181 173
Fixed charges $ 275 $ 254
Ratio of earnings to fixed charges (a) (a)
(a) Earnings were inadequate to cover fixed charges by $55 million in the
first quarter of 1995 and $130 million in the first quarter of 1994.
</TABLE>
