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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
July 31, 2000
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Date of Report (Date of Earliest Event Reported)
United Air Lines, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
333-90657 36-2675206
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(Commission File Number) (I.R.S. Employer Identification No.)
1200 East Algonquin Road, Elk Grove Township, Illinois 60007
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(Address of Principal Executive Offices) (Zip Code)
(847) 700-4000
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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Item 7. Financial Statements and Exhibits.
(c) Exhibits. The Exhibit Index is hereby incorporated by reference. The
documents listed on the Exhibit Index are filed as Exhibits with reference to
the Registration Statement on Form S-3 (Registration No. 333-90657) of United
Air Lines, Inc. The Registration Statement and the Prospectus Supplement, dated
July 20, 2000, to the Prospectus, dated July 29, 2000, relate to the offering of
United Air Lines, Inc.'s Pass Through Certificates, Series 2000-1.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, United Air
Lines, Inc. has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
UNITED AIR LINES, INC.
By /s/ Francesca M. Maher
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Francesca M. Maher
Senior Vice President, Secretary and General
Counsel
August 10, 2000
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EXHIBIT INDEX
1.1 Underwriting Agreement, dated July 20, 2000, among Goldman Sachs &
Co., Morgan Stanley & Co. Incorporated, Banc One Capital Markets,
Inc., Credit Suisse First Boston Corporation and Salomon Smith Barney
Inc., as Underwriters, and United Air Lines, Inc.
4.1 Revolving Credit Agreement (2000-1A-1), dated as of July 31, 2000,
between State Street Bank and Trust Company of Connecticut, National
Association, as Subordination Agent, as Borrower, and Landesbank
Hessen-Thuringen Girozentrale, as Liquidity Provider
4.2 Revolving Credit Agreement (2000-1A-2), dated as of July 31, 2000,
between State Street Bank and Trust Company of Connecticut, National
Association, as Subordination Agent, as Borrower, and Landesbank
Hessen-Thuringen Girozentrale, as Liquidity Provider
4.3 Revolving Credit Agreement (2000-1B), dated as of July 31, 2000,
between State Street Bank and Trust Company of Connecticut, National
Association, as Subordination Agent, as Borrower, and Landesbank
Hessen-Thuringen Girozentrale, as Liquidity Provider
4.4 Pass Through Trust Agreement, dated as of July 31, 2000, between
United Air Lines, Inc., and State Street Bank and Trust Company of
Connecticut, National Association, as Trustee
4.5 Trust Supplement No. 2000-1A-1, dated July 31, 2000, between United
Air Lines, Inc. and State Street Bank and Trust Company of
Connecticut, National Association, as Trustee, to Pass Through Trust
Agreement, dated as of July 31, 2000
4.6 Trust Supplement No. 2000-1A-2, dated July 31, 2000, between United
Air Lines, Inc. and State Street Bank and Trust Company of
Connecticut, National Association, as Trustee, to Pass Through Trust
Agreement, dated as of July 31, 2000
4.7 Trust Supplement No. 2000-1B, dated July 31, 2000, between United
Air Lines, Inc. and State Street Bank and Trust Company of
Connecticut, National Association, as Trustee, to Pass Through Trust
Agreement, dated as of July 31, 2000
4.8 Trust Supplement No. 2000-1C-1, dated July 31, 2000, between United
Air Lines, Inc. and State Street Bank and Trust Company of
Connecticut, National
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Association, as Trustee, to Pass Through Trust Agreement, dated as of
July 31, 2000
4.9 Trust Supplement No. 2000-1C-2, dated July 31, 2000, between United
Air Lines, Inc. and State Street Bank and Trust Company of
Connecticut, National Association, as Trustee, to Pass Through Trust
Agreement, dated as of July 31, 2000
4.10 Intercreditor Agreement, dated as of July 31, 2000, among State Street
Bank and Trust Company of Connecticut, National Association, as
Trustee, Landesbank Hessen-Thuringen Girozentrale, as Liquidity
Provider, and State Street Bank and Trust Company of Connecticut,
National Association, as Subordination Agent and Trustee
4.11 AFE Trust Note Purchase Agreement, dated as of July 31, 2000, among
United Air Lines, Inc., AFE Trust, State Street Bank and Trust Company
of Connecticut, National Association, as Pass Through Trustee,
Subordination Agent and AFE Indenture Trustee
4.12 United Equipment Note Purchase Agreement, dated as of July 31, 2000,
among United Air Lines, Inc., State Street Bank and Trust Company of
Connecticut, National Association, as Pass Through Trustee,
Subordination Agent and United Equipment Indenture Trustee
4.13 747 Leased Equipment Note Purchase Agreement, dated as of July 31,
2000, among United Air Lines, Inc., State Street Bank and Trust
Company, as Owner Trustee under the 747 Leased Aircraft Trust
Agreement, BancBoston United Leasing LLC, as Owner Participant under
the 747 Leased Aircraft Trust Agreement, State Street Bank and Trust
Company of Connecticut, National Association, as Pass Through Trustee,
Subordination Agent and Indenture Trustee
4.14 AFE Trust Indenture, dated as of July 31, 2000, between AFE Trust and
State Street Bank and Trust Company of Connecticut, National
Association, as Indenture Trustee
4.15 First Amended and Restated Participation Agreement, dated as of July
20, 2000, among United Air Lines, Inc., Lessee, BancBoston United
Leasing LLC, Owner Participant, State Street Bank and Trust Company,
Owner Trustee, State Street Bank and Trust Company of Connecticut,
National Association, Indenture Trustee
4.16 First Amended and Restated Lease Agreement, dated as of July 20, 2000,
between State Street Bank and Trust Company, Lessor, and United Air
Lines, Inc., Lessee
4.17 First Amended and Restated Trust Indenture and Security Agreement,
dated as of July 20, 2000, between State Street Bank and Trust
Company, Owner Trustee, and
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State Street Bank and Trust Company of Connecticut, National
Association, Indenture Trustee
4.18 First Amended and Restated Trust Agreement, dated as of July 20, 2000,
between BancBoston United Leasing LLC and State Street Bank and Trust
Company
4.19 Form of 757 Leased Aircraft Participation Agreement (Participation
Agreement among United Air Lines, Inc., Lessee, General Foods Credit
Corporation, Owner Participant, State Street Bank and Trust Company
(as successor to The Connecticut National Bank), Owner Trustee, State
Street Bank and Trust Company of Connecticut, National Association,
Mortgagee)
4.20 Form of 757 Lease (Lease Agreement between State Street Bank and Trust
Company (as successor to The Connecticut National Bank), Lessor, and
United Air Lines, Inc., Lessee)
4.21 Form of 757 Leased Aircraft Indenture (Trust Indenture and Mortgage
between State Street Bank and Trust Company (as successor to The
Connecticut National Bank), Owner Trustee, and State Street Bank and
Trust Company of Connecticut, National Association, Mortgagee)
4.22 Form of 757 Leased Aircraft Trust Agreement (Trust Agreement between
General Foods Credit Corporation, Owner Participant, and State Street
Bank and Trust Company (as successor to The Connecticut National
Bank), Owner Trustee
4.23 Form of Owned Aircraft Participation Agreement (Participation
Agreement among United Air Lines, Inc., Owner, and State Street Bank
and Trust Company of Connecticut, National Association, as Indenture
Trustee, Subordination Agent and Pass Through Trustee)
4.24 Form of Owned Aircraft Indenture (Trust Indenture and Mortgage between
United Air Lines, Inc., Owner, and State Street Bank and Trust Company
of Connecticut, National Association, Indenture Trustee)
4.25 Form of Swap Transaction (Swap Confirmation between United Air Lines,
Inc. and AFE Trust incorporating by reference the ISDA Master
Agreement between United Air Lines, Inc. and AFE Trust)
4.26 United Air Lines Pass Through Certificate 2000-1A-1, Certificate No. 1
4.27 United Air Lines Pass Through Certificate 2000-1A-2, Certificate No. 1
4.28 United Air Lines Pass Through Certificate 2000-1B, Certificate No. 1
4.29 United Air Lines Pass Through Certificate 2000-1C-1, Certificate No. 1
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4.30 United Air Lines Pass Through Certificate 2000-1C-2, Certificate No. 1
23.1 Consent of Aircraft Information Services, Inc., dated July 19, 2000
23.2 Consent of AvSOLUTIONS, Inc., dated July 19, 2000
23.3 Consent of Morten Beyer and Agnew, Inc., dated July 19, 2000
