Subject: Let's fly together
From: "Mileage Plus" <[email-masked]>
To: <[email-masked]>
Date: Mon, 3 May 2010 05:08:39 -0600

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============================================================
Mileage Plus(R)
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Dear Mr. Robert H Biden,

Today we announced that United Airlines and Continental
Airlines will combine to create the world's leading airline,
offering unmatched benefits and opportunities for business
and leisure travelers and frequent flyers. As one of our
most valued members, we want to provide you with additional
information on the merger.

More Access to More Destinations
------------------------------------------------------------
The new airline will be called United Airlines and will
offer exceptional international gateways to Asia, Europe,
Latin America and the Middle East from anywhere in the
United States. Among other things, Continental's fuel-
efficient fleet, New York hub and extensive Latin American
routes, will combine with United's excellent domestic hub
structure, Pacific routes and leading global brand.

The airline will have ten hubs, including hubs in the four
largest U.S. cities. The new airline will serve 144 million
customers per year as it flies to 370 destinations in 59
countries. We will also continue to provide service to all
of the communities that United or Continental currently
serve, including more than 140 small metropolitan areas and
communities.

Shared Commitment to Performance and Service
------------------------------------------------------------
Our new airline will combine our shared commitment to
customer service with industry-leading on-time performance.
We will be positioned to invest in globally competitive
products, upgrade technology, refurbish and replace older
aircraft, and implement best-in-class practices of both
airlines. Our combined airline will have the most modern,
fuel-efficient fleet (adjusted for cabin mix) and 75 new
technology planes on order.

Enhanced Redemption Options
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As an elite member of Mileage Plus, you already benefit from
our codesharing relationship and joint membership with
Continental in Star Alliance. You have the opportunity to
book travel and earn and redeem miles on either airline. Red
Carpet Club members have reciprocal privileges with
Continental's President's Club lounges.

After the merger closes, which is expected to occur near the
end of the year, you will participate in the industry's
leading loyalty program. Your miles in both programs
continue to be valid and can be used according to existing
program rules. After the merger closes, we plan to combine
our loyalty programs and when that happens, your miles in
both programs will be combined into one account. And you
will continue to experience the benefits of Star Alliance,
including service to more than 1,000 destinations, more
connecting opportunities, additional scheduling flexibility
and access to reciprocal frequent flyer and airport lounge
benefits with Star Alliance's 24 other member airlines
around the world.

Based on our ongoing codeshare and joint venture
partnerships and collaboration in Star Alliance, we are
confident that we can successfully and seamlessly integrate
our companies.

Until the merger closes, United and Continental will operate
independently as competitors and remain focused on improving
your flying experience.

As for now, enjoy all the benefits of Mileage Plus, which
was named the "Best Frequent Flyer Program" by the readers
of Global Traveler Magazine. This year, we've made the
program even better by offering you unlimited domestic
first class upgrades so when you book a domestic ticket on
United or United Express, we'll automatically request an
upgrade for you and up to one companion -- even when you
travel to Hawaii. If an upgrade seat becomes available, it's
yours -- with our compliments. And later this year, as we
announced earlier, you will be able to enjoy elite upgrade
and premium seating opportunities on Continental, even
before the merger closes.

What's Next
------------------------------------------------------------
Although announced today, the merger is subject to the
approval of United and Continental shareholders, as well as
regulatory clearance and certain other closing conditions.
We are committed to obtaining the necessary approvals and
clearances in a timely manner and hope to close the merger
by the end of the year.

This announcement does not affect any travel today or in the
near future that you may be planning on United or
Continental. You can continue to make reservations for your
travel and redeem miles with your airline of choice, as well
as continue to earn miles with your Mileage Plus credit
card. You will not have to redeem your miles before the
merger is closed.

This is an exciting development for all United and
Continental customers, but especially for our elite members.
We will keep you updated on the status of the merger and
Mileage Plus developments, and you can also see the latest
information on UnitedContinentalmerger.com
http://mymileageplus.com/mmps/115932/247834/2b5f40e92a296997f7fd70ec02bf531e
or on mileageplus.com.
http://mymileageplus.com/mmps/115932/247834/2b5f40e92a296997f7fd70ec02bf531e

We look forward to continuing to serve you on United
Airlines.

Graham Atkinson
President
Mileage Plus

Thomas O'Toole
SVP and Chief Marketing Officer
United Airlines

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Important Information For Investors And Stockholders
------------------------------------------------------------
This communication does not constitute an offer to sell or
the solicitation of an offer to buy any securities or a
solicitation of any vote or approval. The proposed merger of
equals transaction between UAL Corporation ("UAL") and
Continental Airlines, Inc. ("Continental") will be submitted
to the respective stockholders of UAL and Continental for
their consideration. UAL will file with the Securities and
Exchange Commission ("SEC") a registration statement on Form
S-4 that will include a joint proxy statement of Continental
and UAL that also constitutes a prospectus of UAL. UAL and
Continental also plan to file other documents with the SEC
regarding the proposed transaction. INVESTORS AND SECURITY
HOLDERS OF CONTINENTAL ARE URGED TO READ THE JOINT PROXY
STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS THAT WILL
BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN
THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and
stockholders will be able to obtain free copies of the joint
proxy statement/prospectus and other documents containing
important information about UAL and Continental, once such
documents are filed with the SEC, through the website
maintained by the SEC at
http://www.sec.gov
Copies of the documents filed with the SEC by UAL will be
available free of charge on UAL's website at
http://www.united.com
under the tab "Investor Relations" or by contacting UAL's
Investor Relations Department at (312)997-8610. Copies of
the documents filed with the SEC by Continental will be
available free of charge on Continental's website at
http://www.continental.com
under the tab "About Continental" and then under the tab
"Investor Relations" or by contacting Continental's Investor
Relations Department at (713)324-5152.

UAL, Continental and certain of their respective directors
and executive officers may be deemed to be participants in
the solicitation of proxies from the stockholders of
Continental in connection with the proposed transaction.
Information about the directors and executive officers of
Continental is set forth in its proxy statement for its 2010
annual meeting of stockholders, which was filed with the SEC
on April 23, 2010. Information about the directors and
executive officers of UAL is set forth in its proxy
statement for its 2010 annual meeting of stockholders, which
was filed with the SEC on April 30, 2010. These documents
can be obtained free of charge from the sources indicated
above. Other information regarding the participants in the
proxy solicitation and a description of their direct and
indirect interests, by security holdings or otherwise, will
be contained in the joint proxy statement/prospectus and
other relevant materials to be filed with the SEC when they
become available.

Cautionary Statement Regarding Forward-Looking Statements
------------------------------------------------------------
This communication contains "forward-looking statements"
within the meaning of the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995 that are
not limited to historical facts, but reflect Continental's
and UAL's current beliefs, expectations or intentions
regarding future events. Words such as "may," "will,"
"could," "should," "expect," "plan," "project," "intend,"
"anticipate," "believe," "estimate," "predict," "potential,"
"pursue," "target," "continue," and similar expressions are
intended to identify such forward-looking statements. These
forward-looking statements include, without limitation,
Continental's and UAL's expectations with respect to the
synergies, costs and other anticipated financial impacts of
the proposed transaction; future financial and operating
results of the combined company; the combined company's
plans, objectives, expectations and intentions with respect
to future operations and services; approval of the proposed
transaction by stockholders and by governmental regulatory
authorities; the satisfaction of the closing conditions to
the proposed transaction; the timing of the completion of
the proposed transaction; and other factors that are set
forth in the "Risk Factors" section, the "Legal Proceedings"
section, the "Management's Discussion and Analysis of
Financial Condition and Results of Operations" section and
other sections of UAL's and Continental's Annual Reports on
Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent
Current Reports on Form 8-K, and other SEC filings. All
subsequent written and oral forward-looking statements
concerning Continental, UAL, the proposed transaction or
other matters and attributable to Continental or UAL or any
person acting on their behalf are expressly qualified in
their entirety by the cautionary statements above. Neither
Continental nor UAL undertakes any obligation to publicly
update any of these forward-looking statements to reflect
events or circumstances that may arise after the date
hereof.

------------------------------------------------------------
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