Amendment No. 2 to Glenn F. Tilton Secular Trust Agreement No. 1

Exhibit 10.48

Amendment No. 2
to
Xxxxx X. Xxxxxx Secular Trust Agreement No. 1

            THIS AMENDMENT NO. 2 is made as of this 28th day of February, 2003 to the Xxxxx X. Xxxxxx Trust Agreement No. 1 dated September 5, 2002 (the "Trust") by and among UAL Corporation (the "Company"), Xxxxx X. Xxxxxx (the "Executive") and The Northern Trust Company, as trustee (the "Trustee").

            WHEREAS, Section 9(a) of the Trust authorizes its amendment by a written instrument executed by the Company, the Executive and the Trustee; and

            WHEREAS, the parties hereto wish to amend the Trust to reflect the terms of the Amendment to Executive's Employment Agreement, dated February 17, 2003, a copy of which is attached.

            NOW, THEREFORE, the Company, Executive and Trustee agree as follows:

            1.     The second sentence of Section 2(c) of the Trust is amended and restated to read as follows:

"Executive or the Company may provide written notice to the Trustee of the Executive's termination (with a copy to the other party) and stating therein whether such termination constitutes termination by the Executive for Good Reason or by the Company for Cause."

            IN WITNESS WHEREOF, the parties have executed this Amendment No. 2 as of the date first above written.
 
 

Attest: /s/  Xxxx Xx X. Xxxxxxx Name:   Xxxx Xx X. Xxxxxxx Title:    Assistant Corporate Secretary	UAL CORPORATION By:  /s/  Xxxxxxxxx X. Xxxxx Name:  Xxxxxxxxx X. Xxxxx Title:  Sr. Vice President, General Counsel & Secretary
Attest: /s/  Xxxxx X. Xxxxx Name:  Xxxxx X. Xxxxx Title:     Sr. Vice President & Assistant  Secretary	THE NORTHERN TRUST COMPANY, as Trustee By:  /s/  Xxxxx X. Xxxxxx Name:  Xxxxx X. Xxxxxx Title:  Vice President
	XXXXX X. XXXXXX /s/  Xxxxx X. Xxxxxx