Hello, this is Jane Allen with an update for Friday, Oct. 8, 2004.

Today I want to discuss our decision announced on Wednesday that we are optimizing further our worldwide network by shifting wide body aircraft from domestic routes to more profitable international routes and by reducing the number of narrow body aircraft in our fleet.

This is part of our overall strategy to maximize the revenue from our route network, to reduce our costs to competitive levels, to continue to lead the industry in operational excellence, and to intensify our focus on customers by investing in innovative products and services.

I don't have to tell you that with oil at $53 per barrel, 49 state domestic fares at their lowest levels in over 12 years and tremendous overcapacity in the domestic market, we are operating in a brutally competitive environment and that the industry is again going through dramatic and fundamental change. And without question, we must make substantial changes in response to all of this if we are going to be a viable business in this competitive landscape. In order to be successful, we need to preserve our network and keep our options open to the greatest extent possible, and we must deploy aircraft in a way that allows us to earn as much revenue as we can given the realities of the marketplace. In other words - we have to fly our planes to those markets that will yield us the most revenue. To do this, we have made a decision to change our mix of international and domestic flying and to reduce the size of our narrow body fleet. So, by March 2005, we will:

• Expand the number of international routes we fly, and reduce
  the domestic flying we do with our mainline jets. When fully
  implemented, these changes will result in international
  accounting for more than 40% of United's global capacity
  and 50% of United's mainline revenue.
• Increase the amount of domestic flying done by United
  Express.
• And reduce United's mainline fleet to 455 aircraft.
  This means we will have 68 fewer aircraft than we flew in August 2004, and by March 1, 2005, we will have reduced our fleet by 112 aircraft, or nearly 20 percent, since 9/11.

This sounds like a dramatic change, and while it is not insignificant, at the end of the day, there will only be a modest 3% reduction in Available Seat Miles or ASMs system wide. We will do more international flying, so there will be a 14% increase in international ASMs. And we will do less domestic flying - United's 50 state domestic ASMs will decline by 12 %.

How does this affect our employees? We do not anticipate any flight attendant furloughs as a result of these changes because the increase in international flying means that we need more flight attendants to fly these wide body aircraft with an international level of service. Further, we do not expect pilot furloughs. However, we do expect some furloughs in other work groups as a result of these changes.

As Glenn Tilton has said, there is still work to be done to make our cost structure competitive, but the network model remains viable. We are committed to maintaining and strengthening our global network, and that includes continuing to operate our five hub airports. Further, the changes announced on Wednesday do not contemplate us pulling out of any of the 195 destinations that we serve.

All of this means that United is moving forward to implement our plans and leverage our international leadership. We are adjusting capacity to meet market conditions, and we are continuing to maintain and strengthen the unparalleled scope of our global network.

There will be more information about these changes in NewsReal, as well as on SkyNet. I encourage you to read these materials.

These fleet and destination changes are important and essential steps in our efforts to adjust successfully to the realities of a very difficult and fast changing competitive environment. Many more changes will be needed to ensure that we are able to reach our goal of being a vibrant, and profitable enterprise, and I urge you to keep informed as we continue the work that must be done.

That's all for today. Thanks for all that you do each day for our customers, our company and each other. For those of you in the EWR, LGA and JFK domiciles, I will be in flight attendant operations on Monday and Tuesday and look forward to talking with many of you during my visits. I will update this message again next week.