SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
GetThere.com, Inc.
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(Name of Issuer)
Common Stock, $0.0001 par value
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(Title of Class of Securities)
374366104
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(CUSIP Number)
Francesca M. Maher
Senior Vice President, General Counsel and Secretary
United Air Lines, Inc.
P.O. Box 66100, Chicago, Illinois 60666
404/700-6450
- -----------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices
and Communications)
November 23, 1999
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(Date of Event which Requires Filing of this Statement
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this
Schedule 13D, and is filing this schedule because of Rule 13d-
1(e), 13d-1(f) or 13d-1(g), check the following box. [ ]
NOTE: Schedules filed in paper format shall include a signed
original and five copies of the schedule including all exhibits.
See Rule 13d-7(b) for other parties to whom copies are to be
sent.,
* The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
CUSIP NO. 374266104 13D Page 2 of 5 Pages
___________________________________________________________________
1) Name of Reporting Persons, IRS Identification Nos. of Above
Persons (entities only)
United Air Lines, Inc. and Covia LLC (United Air Lines, Inc.
is the sole member/manager of Covia LLC, a Delaware limited
liability company)
36-2675206
___________________________________________________________________
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
___________________________________________________________________
3) SEC Use Only
___________________________________________________________________
4) Source of Funds (See Instructions)
Working Capital of United Air Lines, Inc. WC
___________________________________________________________________
5) Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
___________________________________________________________________
6) Citizenship or Place of Organization
State of Delaware
___________________________________________________________________
Number of 7) Sole Voting Power 8,929,935
Shares Bene- _______________________________________________
ficially 8) Shared Voting Power 0
Owned by _______________________________________________
Each Report- 9) Sole Dispositive Power 8,929,935
ing Person _______________________________________________
With 10) Shared Dispositive Power 0
__________________________________________________________________
11) Aggregate Amount Beneficially Owned by Each Reporting Person
8,929,935
___________________________________________________________________
12) Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions)
___________________________________________________________________
13) Percent of Class Represented by Amount in Row (11)
28.49%
___________________________________________________________________
12) Type of Reporting Person (See Instructions)
United Air Lines, Inc. = CO
Covia LLC = OO (a limited liability company)
___________________________________________________________________
Page 3 of 5 Pages
Item 1(a).
Name of Issuer: GetThere.com, Inc.
Item 1(b).
Address of Issuer's Principal Executive Offices: 4045
Campbell Avenue, Menlo Park, California 94025
Item 2(a).
Name of Person Filing: United Air Lines, Inc. and Covia LLC
Item 2(b).
Address of Principal Business Office or, if none, Residence:
1200 East Algonquin Road, Elk Grove Township, IL 60007
Item 2(c).
Citizenship: Inapplicable
Item 2(d).
Title of Class of Securities: Common Stock, $.0001 par value
Item 2(e).
CUSIP Number: 374266104
Item 3.
Inapplicable
Item 4(a).
Ownership.
(a) Amount Beneficially Owned: 8,929,935
(b) Percent of Class: 28.49%
Page 4 of 5 Pages
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 8,929,935
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the
disposition of: 8,929,935
(iv) shared power to dispose or to direct the
disposition of: 0
Item 5.
Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following [ ].
Item 6.
Ownership of More than Five Percent on Behalf of Another Person:
Inapplicable
Item 7.
Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company: Inapplicable.
Item 8.
Identification and Classification of Members of the Group:
Inapplicable
Item 9.
Notice of Dissolution of Group: Inapplicable
Page 5 of 5 Pages
Item 10.
Certification.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired and
are held in the ordinary course of business and were not acquired
and are not held for the purpose or with the effect of changing
or influencing the control of the issuer of such securities and
were not acquired and are not held in connection with or as a
participant in any transaction having such purposes or effect.
Signature.
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Date: December 3, 1999
Signature: UNITED AIR LINES, INC.
By: /s/ Francesca M. Maher
----------------------
Name/Title: Francesca M. Maher
Senior Vice President, General Counsel
and Secretary
COVIA LLC
By: /s/ Francesca M. Maher
----------------------
Name/Title: Francesca M. Maher
Secretary
