Hi, it's Glenn and it's Tuesday, the 22nd of November, and I am calling from Chicago.

As we have often discussed on this call, we are constantly examining our operations and assets to make the most of every resource and to take advantage of every opportunity.

Applying this disciplined analysis to the Denver Training Center, we have recognized that Denver TK, the largest and one of the most respected training facilities in the world, was a unique asset that we wanted to retain for the company.

We realized that these facilities and the training expertise United has created and supported over many years could be leveraged by marketing them to others.

With me on the call today is Captain Brad Thomann, managing director, Flight Standards and Training with responsibilities for United's Flight Training Center in Denver.

Brad and his team, with help from all around the company, have made some remarkable advances.

So, Brad, I'll turn the call over to you and let you tell everyone on the call about those advances. Brad, over to you.

BRAD :

Okay, thanks, Glenn.

Our primary objective at Denver TK is to train United pilots, flight attendants, dispatchers and maintenance personnel. At the heart of that training is one basic truth - and that's safety. Safety is not a goal or an objective, it is the foundation of everything we do.

We have a long and very proud history in both training and safety – often developing new programs for United operations that have become the standards for our entire industry, adopted by our competitors and governments all around the world.

One of the best endorsements for our success is that we train crews for Air Force One.

Two years ago, as part of United's restructuring, we took a long, hard look at the Denver training facility and operations.

We have tens of thousands of training events for United personnel to conduct every year and we decided we would continue providing this training ourselves. We also knew we had a lot of downtime on our simulators. Classrooms and offices were underutilized. Outside training contracts presented a promising way to help offset our costs to train United personnel.

As an initial step in improving the entire operation at the center, we started with productivity, and we renegotiated contracts for everything from printing services to landscaping. We have over 610,000 square feet at the training center and I viewed my job as maximizing every square foot.

The responsibility for selling training services was given to Denver TK and Flight Operations.  We put together a team whose task was to take advantage of the downtime on our assets to generate revenue.

Patrick Heck and his sales team have done a great job building on United's decades of training expertise, our technology and the facility itself to increase the sales of flight simulator and other training to third parties.

Glenn, one of the first big wins was United's contract to provide training for the pilots of Eclipse Aviation's Eclipse 500 very light jet, in an industry-leading example of a commercial airline providing training for a general aviation manufacturer.

Eclipse will also purchase several simulators to be housed at Denver TK and used to train the pilots of the owners of their aircraft.  In fact, by 2010, we may be training as many Eclipse 500 pilots annually as we are United pilots.

We have new and significant contracts with Siberia Airlines and ATA for their crews flying the 737-300 aircraft.

Now, United stopped flying the Boeing 747-200, but our simulator for this aircraft type didn't go out of service.  In fact, demand grew with the 747-200's popularity as a cargo plane and increased our training demand for both cargo and passenger customers, like JALWays.

We initiated a joint marketing agreement with Evergreen, a global air cargo carrier. They purchased another 747-200 simulator that will be set up at our facility and used by our people to train their flight crews. In fact, Glenn, the simulator arrived yesterday and is being moved into our facility as we speak. We will also market training to other customers on this simulator, splitting the profits with Evergreen.

We looked at every creative possibility for utilizing our assets. For example, we have formed an alliance with one of our biggest competitors, Alteon, to supply Airbus flight training to their customers.

I call this agreement with Alteon co-op-petition:  We compete in many areas, but have agreed to cooperate on this mutually beneficial project.  In this instance, we have the operational and training expertise they need, and they have a worldwide customer base we can access through them.

All in all, we expect to approximately double our revenue this year compared to 2003.

Back when we set that revenue goal at the end of 2004, Pete McDonald asked me if I would bet my job on our ability to reach it. 

About the middle of the year when we looked at the figures, we were running about 20 percent ahead of goal, so I called Pete and said, "I think I'm going to get to keep my job.”

We're busier than ever today at Denver TK.  If you walk the halls, you will hear the people speaking languages from all over the world.

And now is a really good time for us at TK, as we gear up to conduct emergency procedures training for 2000 new flight attendant hires. And it's great to have a full schedule of training set up for the 300 United pilots who will return through 2006.

We're very proud of the work we do for our outside customers, but our priority is and always will be the people of United.

Our work at the Training Center is paying off, Glenn. We are maintaining one of the proudest traditions of safety in the industry, while leveraging our assets to build revenue without significant capital outlay.

Back to you, Glenn…

GLENN:

Brad, thanks very much. Not only do I appreciate the update, but I'm sure everybody on the call does as well.  I want to congratulate you and all of the people involved with the continuing success of Denver TK.

As Brad said, when it comes to safety and security, there can be no compromise at United. We have maintained and continue to develop the best training programs available in our industry, and you and your team, Brad, are now successfully leveraging this strategic resource for the company and our new external customers.

As you said, Brad, we are all looking forward to welcoming our new flight attendants and our returning pilots to training and into their jobs at United.

The service we provide at Denver TK is something at which we excel, it differentiates United in the industry and it gives us another opportunity to deliver on the potential of this company.

We will continue to make decisions about our business based on what is right for us at United, focusing on our strengths and delivering quality and value across the company.

That's all for now on this call.  I'll be talking to you again soon. Until then, for those of you in the United States, have a very happy Thanksgiving, all of you across the world, stay focused on our customers and on one other… and stay united.