UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 2)*
UAL Corporation
(Name of Issuer)
Common Stock, with $.01 par value per share
(Title of Class of Securities)
902549807
(CUSIP Number)
December 31 , 2007
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No. 902549807 13G Page 2 of 5 Pages
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1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Impala Asset Management LLC
41-2118667
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)[ ]
(b)[X]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
State of Delaware
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5. SOLE VOTING POWER
0
NUMBER OF ------------------------------------------------------------------
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 12,284,199
OWNED BY
EACH ------------------------------------------------------------------
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON 0
WITH
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8. SHARED DISPOSITIVE POWER
12,284,199
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,284,199
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10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
[ ]
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.56%
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12. TYPE OF REPORTING PERSON (See Instructions)
IA
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CUSIP No. 902549807 13G Page 3 of 5 Pages
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Item 1(a). Name of Issuer.
UAL Corporation
Item 1(b). Address of Issuer's Principal Executive Offices.
77 W. Wacker
Chicago, IL 600601
Item 2(a).-(c). Names of Person Filing.
Impala Asset Management LLC
134 Main Street
New Caanan, CT 06840
Citizenship. Delaware
Item 2(d). Title of Class of Securities.
Common Shares with $.01 par value per share
Item 2(e). CUSIP Number. 902549807
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or
(c), Check Whether the Person Filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Exchange Act.
(b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Exchange
Act.
(d) [ ] Investment company registered under Section 8 of the Investment
Company Act.
(e) [X] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment Company
Act;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
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CUSIP No. 902549807 13G Page 4 of 5 Pages
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Item 4. Ownership.
The information in items 1 and 5 through 11 on the cover
pages (p. 2) on Schedule 13G is hereby incorporated by
reference.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company or Control Person.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable
Item 9. Notice of Dissolution of Group.
Not applicable.
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CUSIP No. 902549807 13G Page 5 of 5 Pages
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Item 10. Certification.
By signing below the undersigned certifies that, to the best of its
knowledge and belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and are not held
in connection with or as a participant in any transaction having that purpose or
effect.
SIGNATURE
After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: February 14, 2008
Impala Asset Management LLC
By: /s/ Thomas Sullivan
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Name: Thomas Sullivan
Title: Chief Financial Officer