Appendix C

Letter of Agreement - 401(k) Match

January 7, 2005

Mr. Gregory E. Davidowitch, President
United Master Executive Council
Association of Flight Attendants-CWA, AFL-CIO
6250 N. River Road, Suite 4020
Rosemont, IL 60018

Re: 401(k) Match

Dear Greg:

During our recent Section 1113(c) discussions, the parties agreed to amend Section 34.B.10. of the 2003-2009 Restructuring Agreement to provide that, in the event any other United Airlines employee group receives a Company match to their 401(k) Plan in addition to accruing a benefit under a defined benefit plan, Section 34.B.10. will apply to United Airlines Flight Attendants. In addition to the other exceptions contained in this referenced paragraph (Section 34.B.10.), the parties have agreed that Section 34.B.10. does not apply to any Company contributions to any defined contribution plan, which is contemplated as a replacement to any existing defined benefit plan.

Sincerely,

Peter B. Kain
Vice President, Labor Relations

FOR THE FLIGHT ATTENDANTS
IN THE SERVICE OF UNITED AIR LINES, INC.

____________________________
Patricia A. Friend, International President
Association of Flight Attendants-CWA, AFL-CIO

____________________________
Gregory E. Davidowitch, President
United Master Executive Council
Association of Flight Attendants-CWA, AFL-CIO

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