Hi, it's Glenn, it's Tuesday, December 21 and I'm calling with Pete McDonald.

As we approach the end of 2004, I want to take this opportunity to talk to you about what we have accomplished at United during an exceptionally difficult year for all of us and the industry.

I have asked Pete McDonald to join me on the call to recapture some of the highlights of 2004 and also to discuss the operational challenges that we have in front of us.

When I look back at 2004, and also think about the year ahead, two words come to mind: challenge and change.

For the last few years, this industry has seen some of the most dramatic change that has occurred in its history. This last year in particular saw record fuel prices and air fares at 12-year lows -- ruining plans across the industry for a much-needed financial recovery.

Despite this environment -- and thanks to the hard work of all of you -- we have also seen some of the best performance in United's history. This is no coincidence. More than ever our operating performance and our ability to control costs are essential to United becoming a viable, competitive and sustainable company.

As we look forward, one thing we know for sure is that high fuel costs and an extremely tough pricing environment will continue to put more pressure on our company and on our competitors.

These factors have required even deeper cost cutting than expected from us and our major competitors. Even if fuel prices recede somewhat, customers' willingness to pay only for what they value is not going to change.

We know that the changes we are making to compensation and benefits in order to meet the challenges of this new environment are difficult for everyone. Yet they are necessary for us to exit Chapter 11 and compete in the changing marketplace both now and in the future.

So Pete will now talk to us about some specific highlights of the year and the challenges he sees ahead.

Pete over to you.

Thanks, Glenn.

I want to begin today by acknowledging that all of you have faced extraordinary challenges this year. We're in the midst of a major restructuring. We've been making fundamental changes to the way we run our operation. Load factors have been high all year. We're asking you to make personal decisions about pay and benefits that impact you and your families. It's been a complicated and emotional year.

Despite all the challenges, our performance across the airline has been quite good.

We've met or exceeded our on-time performance goals in every quarter so far. Our customer ratings have been higher than we've seen in many years. Most important in our industry, safety performance --- which we measure internally through workplace injuries -- is the best it's been in five years.

It's a credit to all of you. I want to thank you for your great work and let you know that Glenn and I are proud of what you've been able to accomplish.

What's been equally important, though, is we've also been able to innovate throughout the year, to find new ways to serve our customers and to continue to change the way we manage our business.

In Airport Operations, we've seen a major improvement in our baggage handling. In September, United posted the lowest mishandled baggage rate of all seven major carriers -- the best rate we've ever reported to the DOT. For the full year 2004, we're on target to finish in third place among the network carriers -- which would be a real milestone for us.

Flight Operations is training pilots and dispatchers to manage fuel more effectively on all fleets. That means we're using less fuel and spending less money to carry it.

In Onboard, we've completely reworked our food service. We've enhanced both international and U.S. premium class service and refined our use of Buy on Board across the network. Our November overall meal ratings are up, and we're more than 6 points over goal for the year.

United Services, our maintenance and engineering division, has implemented Lean in several shops at the base and we're seeing real, measurable improvements in cycle time.

In Cargo, our revenues are significantly better than plan and last year. That kind of improvement, coupled with our efforts to reduce costs, helps the company's bottom line.

Through Success Sharing, we're rewarding all of you for the work you do to ensure we meet our performance goals. In 2005, we're making important additions to the program. You'll hear more about these enhancements soon from Glenn and Sara Fields on this call.

This is great work and it's making our company more efficient and helping us build a competitive, sustainable airline for our customers and our employees.

As we head into the holiday season, focusing on performance is as important as ever, probably more so. Our load factors will be high. People will be bringing gifts home to their families. We're carrying more mail and cargo than we do at any other time of year. We need to ensure that our customers, their bags and cargo travel safely and that we work to make their experience as efficient and enjoyable as we can. Teamwork like we've seen all this year will be the key to our success.

We've all chosen a difficult industry. We don't enjoy a lot of easy days and these are no exception. It's tough, but you've proven all year that you're up to the challenges we're facing.

Thanks for everything you do and have a safe and happy holiday.

Glenn.

Thank you Pete.

Once again, I'd like to thank everyone for their contributions this year. Despite all of the challenges, we should not lose sight of our accomplishments. And as Pete just mentioned, they have been many.

Through all of this, our focus on the customer has delivered what our customers have come to expect of us.

We must continue to apply that same focus and that same drive going forward as we approach our exit from the Chapter 11 experience in 2005.

We clearly have our work cut out for us, to keep our operations performing at the levels that Pete has described to us a moment ago.

As he said, we must pull together as a team -- we must all work off of the same good page -- and we must deliver.

I know that for many the holiday season is about being with families and Pete and I appreciate that many of you are working through the holidays to keep our operations running smoothly. We thank you for your dedication and for all your contributions this year.

And we wish you all the very best, to you and your families in that new year.

Until the next call -- as Pete mentioned I'll be calling with Sara Fields and we'll be describing the Success Sharing program for 2005 -- stay well and stay united.