767jetz:[BR][BR]767jetz said: Well Chip, just looking at some of the FACTS regarding our ERP II. There is nothing in there that even remotely points to removing our governance. Looks like our seat on the board is here to stay. Also, the protection against any hair-brained merger attempts is extended until 2009 unless a prenuptual agreement satisfactory to UA ALPA is obtained. Additionally, no pilots from another airline will be employed by United through an asset purchase until all furloughed UA pilots are returned. Doesn't sound promising for the unique corporate transaction theory.[BR][BR]Chip comments: The purpose of the unique corporate transaction as I understand it, was to fragment UA's domestic system into US's lower cost structure, to download the high cost UA domestic network into US's system. The plan likely created by Greg Taylor and McKinsey Consulting was designed to prevent a UA bankruptcy filing. However, with US unable to obtain required agreements from the IAM/CWA and the other stakeholders to prevent a bankruptcy filing, the “unique corporate transaction†could not be completed with joint ATSB/TPG funds.[BR][BR]Regardless, that potential transaction will not happen with US in bankruptcy and now controlled by the courts.[BR][BR]But, the question is what will happen to the future of UA & US, whose ATSB applications require additional code share revenues, required to obtain the 7 percent profit margin? What if either airline fails? What happens if the additional revenue is not obtained if the DL, NW, and CO alliance is approved, thus neutralizing the benefits of the UA – US partnership? [BR][BR]Meanwhile, if UA does file for a formal reorganization, does the ERPII have a S.1113 letter for protection? If not, what happens to the UA ALPA ERPII once involved in a formal reorganization? Will the judge honor this proposal? Could the union see deeper cuts? Will the UA employees keep the governance clause and the board seat?[BR][BR]Furthermore, with the governance issue still unresolved, could this language cause the ATSB to reject UA's loan guarantee application? Some observers believe as long as the company is controlled in union halls, the airline will never become viable due to employee special interest decisions controlling the business plan.[BR][BR]It's unclear how the ATSB will respond to the ALPA ERPII, but what happens if the other employee groups fail to reach an agreement that satisfies the board?[BR][BR]On Friday, UA elected to pay two bond debentures totaling $41 million. With cash pouring out of the company time is very, very short, but this is an interesting development. Either management expects to avoid bankruptcy or the company could be setting up the airline for a liquidation, without ample capital to reorganize. If UA continues to make large debt payments and does not obtain adequate labor, vendor, creditor, and lessor restructuring agreements, the company could be down to less than $500 million, of which $344 million is restricted cash by December 2. [BR][BR]I fully expected ALPA to reach an agreement, which once again will attempt bypass ALPA Merger Policy with the restrictions you listed that could actually led the Bush Administration to not approve the loan guarantee, because the governance issue has not been resolved. But, I expect the board to provide a “conditional†approval, putting the pressure squarely on the shoulders of the employees with the company burning cash and making debt payments. [BR][BR]Could it be the ALPA ERPII would actually led to the demise of UA? Nobody knows for sure how this will turn out and the pilots cannot control their own destiny, but one thing is for sure. Without lender payment extensions, we could know the status of UA’s and possibly US’s future in less than four weeks.[BR][BR]Nobody wants to see anybody get hurt, but I believe UA could still be a long way from being out of the woods. Nonetheless, there is reason to believe you may be surprised on how this all turns out.[BR][BR]Chip[BR]