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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM T-1
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STATEMENT OF ELIGIBILITY UNDER THE
TRUST INDENTURE ACT OF 1939 OF A
CORPORATION DESIGNATED TO ACT AS TRUSTEE
Check if an Application to Determine Eligibility
of a Trustee Pursuant to Section 305(b)(2)
STATE STREET BANK AND TRUST COMPANY OF CONNECTICUT,
NATIONAL ASSOCIATION
(Exact name of trustee as specified in its charter)
Connecticut 06-1304336
(Jurisdiction of incorporation or (I.R.S. Employer
organization if not a U.S. national bank) Identification No.)
225 Asylum Street, Goodwin Square, Hartford, Connecticut 06103
(Address of principal executive offices) (Zip Code)
Maureen Scannell Bateman, Esq. Executive Vice President and General Counsel
225 Franklin Street, Boston, Massachusetts 02110
(617) 654-3253
(Name, address and telephone number of agent for service)
UNITED AIR LINES, INC.
(Exact name of obligor 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
(Address of principal executive offices) (Zip Code)
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UNITED AIRLINES ENHANCED PASS THROUGH CERTIFICATES
SERIES 2000-2
(Title of indenture securities)
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GENERAL
ITEM 1. GENERAL INFORMATION.
FURNISH THE FOLLOWING INFORMATION AS TO THE TRUSTEE:
(a) NAME AND ADDRESS OF EACH EXAMINING OR SUPERVISORY AUTHORITY TO
WHICH IT IS SUBJECT.
Comptroller of the Currency
Treasury Department of the United States
Washington, D.C.
Board of Governors of the Federal Reserve System
Washington, D.C.
Federal Deposit Insurance Corporation
Washington, D.C.
(b) WHETHER IT IS AUTHORIZED TO EXERCISE CORPORATE TRUST POWERS.
Trustee is authorized to exercise corporate trust powers.
ITEM 2. AFFILIATIONS WITH OBLIGOR.
IF THE OBLIGOR IS AN AFFILIATE OF THE TRUSTEE, DESCRIBE EACH SUCH
AFFILIATION.
The obligor is not an affiliate of the trustee or of its
parent, State Street Boston Corporation.
(See note on page 2.)
ITEM 3. THROUGH ITEM 15. NOT APPLICABLE.
ITEM 16. LIST OF EXHIBITS.
LIST BELOW ALL EXHIBITS FILED AS PART OF THIS STATEMENT OF
ELIGIBILITY.
1. A COPY OF THE ARTICLES OF ASSOCIATION OF THE TRUSTEE AS NOW IN
EFFECT.
A copy of the Articles of Association of the trustee as now
in effect incorporated herein by reference to Exhibit T-1.1
filed with Form T-1 Statement, Registration No. 33-40617.
2. A COPY OF THE CERTIFICATE OF AUTHORITY OF THE TRUSTEE TO COMMENCE
BUSINESS, IF NOT CONTAINED IN THE ARTICLES OF ASSOCIATION.
A copy of the Certificate of the Comptroller of the
Currency.
3. A COPY OF THE AUTHORIZATION OF THE TRUSTEE TO EXERCISE CORPORATE
TRUST POWERS, IF SUCH AUTHORIZATION IS NOT CONTAINED IN THE DOCUMENTS
SPECIFIED IN PARAGRAPH (1) OR (2), ABOVE.
A copy of the Certification of Fiduciary Powers (included in
Exhibit 2).
4. A COPY OF THE EXISTING BY-LAWS OF THE TRUSTEE, OR INSTRUMENTS
CORRESPONDING THERETO.
A copy of the existing by-laws of the trustee incorporated
herein by reference to Exhibit T-1.1 filed with Form T-1
Statement, Registration No. 33-40617.
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5. A COPY OF EACH INDENTURE REFERRED TO IN ITEM 4. IF THE OBLIGOR IS
IN DEFAULT.
Not applicable.
6. THE CONSENTS OF UNITED STATES INSTITUTIONAL TRUSTEES REQUIRED BY
SECTION 321(b) OF THE ACT.
The consent of the trustee required by Section 321(b) of the
Act is annexed hereto as Exhibit 6 and made a part hereof.
7. A COPY OF THE LATEST REPORT OF CONDITION OF THE TRUSTEE PUBLISHED
PURSUANT TO LAW OR THE REQUIREMENTS OF ITS SUPERVISING OR EXAMINING
AUTHORITY.
A copy of the latest report of condition of the trustee
published pursuant to law or the requirements of its supervising or
examining authority is annexed hereto as Exhibit 7 and made a part
hereof.
NOTES
In answering any item of this Statement of Eligibility which relates
to matters peculiarly within the knowledge of the obligor or any underwriter for
the obligor, the trustee has relied upon information furnished to it by the
obligor and the underwriters, and the trustee disclaims responsibility for the
accuracy or completeness of such information.
The answer furnished to Item 2. of this statement will be amended, if
necessary, to reflect any facts which differ from those stated and which would
have been required to be stated if known at the date hereof.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as
amended, the trustee, State Street Bank and Trust Company of Connecticut,
National Association, a national banking association organized and existing
under the laws of the United States, has duly caused this statement of
eligibility to be signed on its behalf by the undersigned, thereunto duly
authorized, all in the City of Boston and The Commonwealth of Massachusetts, on
the _______.
STATE STREET BANK AND TRUST COMPANY OF
CONNECTICUT, NATIONAL ASSOCIATION
By: /s/ John G. Correia
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NAME: John G. Correia
TITLE: Assistant Vice President
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EXHIBIT 1 AND 2
(COMPTROLLER OF THE CURRENCY ADMINISTRATOR OF NATIONAL BANKS--LETTERHEAD)
I Eugene A. Ludwig, Comptroller of the Currency, do hereby certify that:
1. The Comptroller of the Currency, pursuant to Revised Statutes 324, et seq.,
as amended, 12 U.S.C. 1, et seq., as amended, has possession, custody and
control of all records pertaining to the chartering, regulation and supervision
of all National Banking Associations.
2. "State Street Bank and Trust Company of Connecticut, National Association",
Hartford, Connecticut, (Charter No. 22272), is a National Banking Association
formed under the laws of the United States and is authorized thereunder to
transact the business of banking and exercise Fiduciary Powers on the date of
this Certificate.
IN TESTIMONY WHEREOF, I have
hereunto subscribed my name and
caused my seal of office to be
affixed to these presents at the
Treasury Department, in the City of
Washington and District of Columbia,
this 1st day of April, 1998.
/s/ Eugene A. Ludwig
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Comptroller of the Currency
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EXHIBIT 6
CONSENT OF THE TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust Indenture
Act of 1939, as amended, in connection with the proposed issuance by UNITED AIR
LINES Inc. of its UNITED AIR LINES ENHANCED PASS THROUGH CERTIFICATES, SERIES
2000-2 we hereby consent that reports of examination by Federal, State,
Territorial or District authorities may be furnished by such authorities to the
Securities and Exchange Commission upon request therefor.
STATE STREET BANK AND TRUST COMPANY OF
CONNECTICUT, NATIONAL ASSOCIATION
By: /s/ John G. Correia
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NAME: John G. Correia
TITLE: Assistant Vice President
DATED:
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EXHIBIT 7
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<S> <C>
Legal Title of Bank: State Street Bank and Trust Company of CT, N.A. Call Date: March 31, 2000
Address: Goodwin Square, 225 Asylum Street, Floor 29
City, State Zip Hartford, CT 06103
FDIC Certificate No.: 33132
</TABLE>
Consolidated Report of Condition for Insured Commercial
and State-Chartered Savings Banks for March 31, 2000
All schedules are to be reported in thousands of dollars. Unless otherwise
indicated, report the amount outstanding as of the last business day of the
quarter.
Schedule RC--Balance Sheet
<TABLE>
<CAPTION>
Thousands of
ASSETS Dollars
<S> <C>
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin ........................ 10,736
Interest-bearing balances ................................................. 0
Securities:
Held-to-maturity balances ................................................. 0
Available-for-sale securities ............................................. 90
Federal funds sold and securities purchased under agreements to resell .... 0
Loans and lease financing receivables:
Loans and leases, net of unearned income .................................. 0
LESS: Allowance for loan and lease losses ................................. 0
LESS: Allocated transfer risk reserve ..................................... 0
Loans and leases, net of unearned income, allowance, and reserve .................... 0
Trading assets ...................................................................... 0
Premises and fixed assets (including capitalized leases) ............................ 168
Other real estate owned ............................................................. 0
Investments in unconsolidated subsidiaries and associated companies ................. 0
Customers' liability to this bank on acceptances outstanding ........................ 0
Intangible assets ................................................................... 1,427
Other assets ........................................................................ 2,198
Total assets ........................................................................ 14,619
Losses deferred pursuant to 12 U.S.C 1823(j) ........................................ 0
Total assets and losses deferred pursuant to 12 U.S.C. 1823(j) ...................... 14,619
</TABLE>
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<TABLE>
<S> <C>
Legal Title of Bank: State Street Bank and Trust Company of CT, N.A. Call Date: March 31, 2000
Address: Goodwin Square, 225 Asylum Street, Floor 29
City, State Zip Hartford, CT 06103
FDIC Certificate No.: 33132
</TABLE>
Schedule RC - Continued
<TABLE>
<CAPTION>
LIABILITIES
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Deposits:
In domestic offices ....................................................... 0
Noninterest-bearing ........................................... 0
Interest-bearing .............................................. 0
In foreign offices, Edge and Agreement subsidiaries, and IBFs ............. 0
Noninterest-bearing ........................................... 0
Interest-bearing .............................................. 0
Federal funds purchased and securities sold under agreements to repurchase .......... 0
Demand notes issued to the U.S. Treasury ............................................ 0
Trading Liabilities ................................................................. 0
Other borrowed money ................................................................ 0
with a remaining maturity of one year or less ............................. 0
with a remaining maturity of more than one year through three years ....... 0
with a remaining maturity of more than three years ........................ 0
Bank's liability on acceptances executed and outstanding ............................ 0
Other liabilities ................................................................... 7,835
Total liabilities ................................................................... 7,835
EQUITY CAPITAL
Perpetual preferred stock and related surplus ....................................... 0
Common stock ........................................................................ 500
Surplus ............................................................................. 2,500
Undivided profits and capital reserves .............................................. 3,784
Net unrealized holding gains (losses) on available-for-sale securities .............. 0
Accumulated net gains (losses) on cash flow hedges .................................. 0
Cumulative foreign currency translation adjustments ................................. 0
Total equity capital ................................................................ 6,784
Total liabilities, equity capital ................................................... 14,619
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</TABLE>
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We, the undersigned directors, attest to the correctness of this statement of
resources and liabilities. We declare that it has been examined by us, and to
the best of our knowledge and belief has been prepared in conformance with the
instructions and is true and correct.
Bryan Calder
Geraldine Walsh
Chris A. Hayes
I, Chris A. Hayes, Senior Vice President, Director and Chairperson of the Board,
of the above named bank do hereby declare that the Report of Condition is true
and correct to the best of my knowledge and belief.
Chris A. Hayes
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