8-K

                  SECURITIES AND EXCHANGE COMMISSION
                         Washington, DC  20549


                               FORM 8-K

                            CURRENT REPORT


                Pursuant to Section 13 or 15(d) of the
                    Securities Exchange Act of 1934


                   Date of Report:  October 19, 2000
                   =================================
                   (Date of earliest event reported)


                          UAL CORPORATION
                          ===============
          (Exact name of registrant as specified in its charter)


           Delaware               1-6033          36-2675207
           ========               ======          ==========
(State or other jurisdictio    (Commission    (I.R.S. Employer
     of incorporation)          File Number)  Identification No.)


1200 Algonquin Road, Elk Grove Township, Illinois        60007
================================================================
 (Address of principal executive offices)              (Zip Code)


Registrant's telephone number, including area code (847) 700-4000
                                                   ==============

                            Not Applicable
                            ==============
     (Former name or former address, if changed since last report)





ITEM 5.          OTHER EVENTS.
                 =============

    UAL Corporation (the "Company") is filing herewith a
cautionary statement for purposes of the "Safe Harbor for
Forward-Looking Statements" provision of the Private
Securities Litigation Reform Act of 1995 as Exhibit 99.1.


ITEM 7.          FINANCIAL STATEMENTS AND EXHIBITS.
                 ==================================

Exhibit No.      Description

    99.1             Cautionary Statement


                              SIGNATURES
                              ==========

        Pursuant to the requirements of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.



                                UAL CORPORATION

                               By:    /s/ Douglas A. Hacker
                                      =====================
                               Name:  Douglas A. Hacker
                               Title: Executive Vice President
                                      and Chief Financial Officer





Dated:  October 18, 2000

EX-99.1

                                                   Exhibit 99.1

                         Cautionary Statement
                         ====================

UAL Corporation ("UAL") and its representatives from time to time
participate in speeches and calls with market analysts, conferences
with investors and potential investors of UAL and United Air Lines,
Inc. securities, and other meetings and conferences.  Some of the
information presented in such speeches, calls, meetings and
conferences may be forward-looking and involves risks and
uncertainties that could result in actual results differing
materially from expected results.

It is not reasonably possible to itemize all of the many factors and
specific events that could affect the outlook of an airline operating
in the global economy.  Some factors that could significantly impact
expected capacity, traffic, load factors, yields, revenues, unit
revenues, expenses, costs, unit costs, capital spending, cash flows,
pre-tax margins, earnings, earnings per share, price to earnings
ratios, debt load, and the results and benefits of the pending merger
between United and US Airways include, without limitation, the airline
pricing environment; industry capacity decisions; competitors' route
decisions; the inability to obtain regulatory approvals for the United
and US Airways merger; the inability to successfully integrate the
businesses of United and US Airways; costs related to the United and
US Airways merger; the inability to achieve cost cutting synergies
resulting from the United and US Airways merger; labor integration
issues; the success of the Company's cost control efforts; the cost of
crude oil and jet fuel; the success of fuel hedging strategies; the
results of union contract negotiations and their impact on labor costs
and operations; operational disruptions as a result of bad weather,
air traffic contol-related difficulties, and labor issues; the growth
of e-commerce and off-tariff distribution channels; the success of
customer win-back strategies; the effective deployment of customer
service tools and resources; the willingness of passengers to fly; the
continued benefits of strategic airline alliances; actions of the
U.S., foreign and local governments; foreign currency exchange rate
fluctuations; the stability of the U.S. economy; inflation; the
economic environment of the airline industry and the economic
environment in general.