Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574



                 UNITED MILEAGE PLUS(R) PARTICIPATION AGREEMENT

       THIS AGREEMENT is made and entered into as of the first day of January,
2001, and is effective as of the first day of March, 2001 (the "Effective Date")
by and between MILEAGE PLUS, INC. ("MPI"), a Delaware corporation whose mailing
address is P.O. Box 66100, Chicago, Illinois 60666 and E-LOAN, INC. ("E-LOAN"),
a Delaware corporation whose corporate address is 5875 Arnold Road, Dublin,
California 94568.

                              W I T N E S S E T H:
                              - - - - - - - - - -


       WHEREAS, United Air Lines, Inc. ("United") is in the business of
providing passenger air transportation to the public and E-LOAN is in the
business of providing on-line access to lenders for home purchase mortgages,
mortgage refinancing, home equity lines of credit and automobile loans to the
public;

       WHEREAS, MPI is a wholly-owned subsidiary of Mileage Plus Holdings, Inc.
("MPHI"), which is a wholly owned subsidiary of United, and on behalf of United,
offers the United Mileage Plus(R) frequent traveler recognition program to all
United passengers who desire to participate in that program

       WHEREAS, Mileage Plus Marketing, Inc. ("MPM") is also a wholly-owned
subsidiary of MPHI, and United Networks, Inc. ("United Networks") is a
wholly-owned subsidiary of UAL Corporation, and on behalf of MPI and' United,
are responsible for the marketing, advertising and promotion of the Mileage Plus
Program and United Networks, on behalf of MPI, is authorized to execute this
Agreement; and

       WHEREAS, MPI and F.-LOAN desire to allow Mileage Plus Members to further
participate in the Mileage Plus Program by receiving mileage credit for
Qualifying Activity at the E-LOAN Web Site, and MPI and E-LOAN further desire to
enter into this Agreement pursuant to which E-LOAN shall (i) purchase from MPI
the right to award Mileage Plus Miles and (ii) award such Miles to Eligible
Members for Qualifying Activity at the E-LOAN Web Site.

       NOW, THEREFORE, in consideration of the promises, covenants and the
mutual obligations hereinafter set forth, MPI and E-LOAN agree as follows:

1.     DEFINITIONS - For purposes of this Agreement, the following terms shall
       have the following meanings:

       A.     "Additional E-LOAN Bonus" means each award or credit of Miles
              issuable by E-LOAN to The account of a Mileage Plus Member under
              the Mileage Plus Program in conjunction with an E-LOAN Bonus and
              pursuant to special promotional efforts undertaken by agreement of
              the parties hereto and in accordance with the terms and conditions
              of this Agreement.

       B.     "Cash Minimum" means the annual payment guarantee of USD $[*] for
              each Contract Year that this Agreement remains in fall force and
              effect or a pro rata portion of such annual payment guarantee for
              any period which is less than the applicable Contract Year for
              purposes of the payment calculations pursuant to Article 6 herein.

       C.     "Contract Year" means each full one-year period during the term of
              this Agreement, beginning on the Effective Date and ending one
              year after the Effective Date.

       D.     "Eligible Mileage Plus Member" or "Eligible Member" means a
              Mileage Plus Member who requests mileage credit and provides to
              E-LOAN, at the time of engaging in Qualifying Activity at the
              E-LOAN Web Site, his or her valid Mileage Plus account number.

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                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


       E.     "E-LOAN Bonus" means each award or credit of Miles issuable by
              E-LOAN to the account of a Mileage Plus Member under the Program,
              and in accordance with the terms and conditions of this Agreement.

       F.     "E-LOAN Web Site" means the co-branded, private label Internet
              e-commerce web site, located at <<www.eloan.com/united>>, as well
              as E-LOAN's home page web site and telemarketing center, that
              offers the public on-line or telephone access to lenders for
              various consumer financial products, including home purchase
              mortgages, mortgage refinancing, home equity lines of credit and
              automobile loans.

       G.     "Mile" means one (1) unit of Mileage Plus Program credit (or its
              equivalent) that is awarded to Eligible Members for engaging in
              Qualifying Activity at & E-LOAN Web Site.

       H.     "Mileage Plus Member" or "Member" means an air travel customer who
              has applied to and become a participant in the United Mileage Plus
              Program.

       I.     "Qualifying Activity" means the process by which an Eligible
              Member accesses (or calls) the E-LOAN Web Site and applies for, is
              approved and ultimately obtain from E-LOAN a home purchase
              mortgage, a mortgage refinance, a home equity line of credit or an
              automobile loan, which such mortgage, line of credit or automobile
              loan is determined by E-LOAN and United Networks to be eligible
              for mileage accrual hereunder.

       J.     "United Mileage Plus Program," "Mileage Plus Program" and
              "Program" mean the frequent traveler recognition program, owned
              and maintained by MPI, whereby the participating traveler receives
              specified travel awards or other benefits based upon air travel
              mileage accumulated by the participating traveler, during air
              travel on United or another designated participating carrier or
              through the purchase or use of the goods or services provided by
              another participant in the Program

2.     MILEAGE PLUS PROGRAM PARTICIPATION

       Subject to the terms and conditions of this Agreement, MPI and E-LOAN
       hereby establish a relationship in the Mileage Plus Program under which
       E-LOAN shall:

              (i)    Record and process, according to mutually agreed-upon
                     procedures, mileage credit for Qualifying Activity
                     attributed to Eligible Members;

              (ii)   Purchase the right to award Mileage Plus Miles to Eligible
                     Members (and other travel or frequency-based awards, as
                     agreeable between the parties);

              (iii)  Market the relationship in the Mileage Plus Program (with
                     MPM's and United Network's cooperation as more fully set
                     forth in this Agreement); and

              (iv)   Participate as a mileage accrual affiliate in the Mileage
                     Plus Program in accordance with the terms and conditions
                     set forth in this Agreement.

3.     PROMOTIONAL MATERIALS

       A.     At no cost to P-LOAN, United Networks shall provide to E-LOAN, in
              quantities which United Networks and E-LOAN deem sufficient, any
              and all materials collateral to the Mileage Plus Program that
              United Networks reasonably deems necessary to provide to E-LOAN.

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                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


       B.     At no cost to E-LOAN, all materials specified in Article 3.A.
              shall identify E-LOAN's name and identify E-LOAN as a mileage
              accrual affiliate participating in the Mileage Plus Program.
              United Networks identifies and lists all participating Program
              affiliates at its discretion and when feasible, and E-LOAN shall
              have the right to either approve or decline such listing.

4.     DISTRIBUTION AND USE OF E-LOAN BONUSES AND ADDITIONAL E-LOAN BONUSES

       A.     (i)    Whenever a Mileage Plus Member is an Eligible Member (a
                     Member who provides to E-LOAN, at the time of engaging in
                     Qualifying Activity at the E-LOAN Web Site, his or her
                     valid Mileage Plus account number), E-LOAN shall ensure
                     that it will properly associate the membership data with
                     the Eligible Member's Qualifying Activity or otherwise
                     record the transaction, and provide to the Eligible Member
                     confirmation of the same. If a Mileage Plus Member cannot
                     provide his or her Mileage Plus account number when
                     engaging in Qualifying Activity at the E-LOAN Web Site,
                     then E-LOAN shall ensure that it will advise the Mileage
                     Plus Member that when the appropriate membership
                     information is provided to E-LOAN, within twelve (12)
                     months of the Qualifying Activity, the appropriate credit
                     will be posted by MPI to the Member's account. E-LOAN
                     shall' ensure in all cases that it will provide the proper
                     credit to every Eligible Member's account and report such
                     credit in accordance with Article 4.A.(ii), below.

              (ii)   On a monthly basis, E-LOAN shall prepare and forward to
                     MPI, at the address below, a computerized tape, or other
                     mutually agreed-upon format, generated from E-LOAN's data
                     entry system, listing by Mileage Plus Member account
                     number, Mileage credit amount, and dates of the Qualifying
                     Activity for Eligible Mileage Plus Members who engaged in
                     Qualifying Activity at the E-LOAN Web Site during the
                     preceding monthly periods:

                                     United Air Lines, Inc.
                                     1200 East Algonquin Road
                                     Elk Grove Village, IL 60007
                                     Attn: MPI Desk/WHQKF

       B.     E-LOAN shall award one (1) E-LOAN Bonus to Eligible Mileage Plus
              Members for engaging in Qualifying Activity at the E-LOAN Web
              Site, and the additional Miles represented by each E-LOAN Bonus
              will be posted by MPI to each Mileage Plus Member's account as
              soon as practicable. As of the Effective Date, an E-LOAN Bonus
              shall be comprised of, per Qualifying Activity: (i) 1,250 Miles
              for each USD $10,000 mortgaged through a new home purchase
              mortgage or refinance of an existing home mortgage, or for each
              USD $10,000 loaned through a home equity line of credit; and (ii)
              3,500 Miles for each automobile loan for a new or used vehicle.

       C.     At the discretion of E-LOAN, E-LOAN may offer, in conjunction with
              each E-LOAN Bonus, an Additional E-LOAN Bonus to Eligible Mileage
              Plus Members, in order to promote E-LOAN's participation in the
              Mileage Plus Program, but only upon and in accordance with the
              terms and conditions of this Agreement, which terms and conditions
              require United Network's prior approval.

       D.(i)    (i)     MPI agrees that any Miles earned by a Mileage Plus
                        Member from the award of an F.-LOAN Bonus or Bonuses or
                        an Additional E-LOAN Bonus or Bonuses, as specified in
                        Articles 4.B. and 4.C., will be treated like any other
                        accrual of Miles and shall be good toward award benefits
                        in the same manner as any other Mileage Plus Program
                        credit; and







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                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


                (ii)    MPI agrees that any and all Miles purchased by E-LOAN
                        during any Contract Year of this Agreement, which Miles
                        are not awarded by E-LOAN to Mileage Plus Members during
                        that Contract Year, shall continue to be valid and shall
                        be eligible for award to Mileage Plus Members for the
                        remaining term of the Agreement, plus an additional 9
                        month period or until the processing of all Pipeline
                        Loans is complete, whichever occurs earlier, as
                        described in Article 11.C. herein.

       E.     Subject to the provisions of Articles 7.C. and 7.D. herein, E-LOAN
              shall have the right to use up to five-hundred-thousand (500,000)
              Miles each Contract Year of this Agreement, free of charge, which
              such Miles will be awarded solely to E-LOAN employees for internal
              promotional and motivational purposes only, and which Miles may
              not be used for business travel, for E-LOAN's benefit or
              otherwise, on United or its airline partners. The use of such
              Miles shall be for such E-LOAN employees to redeem for personal
              travel on United Airlines, or for other permitted redemption in
              the Mileage Plus Program, and the employees' use of such Miles
              shall be subject to the same rules and regulations, as well as the
              same blackout dates and other mileage redemption restrictions, as
              applicable to any mileage accrued by any Mileage Plus Member.

5.     PROCEDURES FOR SUBSEQUENT ISSUANCE OF E-LOAN BONUSES

       In the event that a Mileage Plus Member asserts that he or she was an
       Eligible Member at the E-LOAN Web Site, as described in Article 4.A.(i),
       above, but did not receive an E-LOAN Bonus in connection with such
       Qualifying Activity engaged in at the E-LOAN Web Site, then:

       A.     If the Mileage Plus Member makes such claim to E-LOAN within
              twelve (12) months of such Qualifying Activity, E-LOAN shall
              verify whether the Mileage Plus Member engaged in Qualifying
              Activity at the E-LOAN Web Site, when he or she was an Eligible
              Mileage Plus Member, and whether he or she received an E-LOAN
              Bonus in connection with said Qualifying Activity, and, if the
              Mileage Plus Member is entitled to an E-LOAN Bonus but did not
              receive such Bonus, then E-LOAN shall arrange for the issuance of
              an E-LOAN Bonus and/or Additional E-LOAN Bonus to the Eligible
              Mileage Plus Member within thirty (30) days of written receipt of
              the Member's request and provide the required Qualifying Activity
              data on tape, or otherwise as agreed, to MPI as provided in
              Article 4.A.(ii); or

       B.     if the Mileage Plus Member makes such claim directly to United,
              MPI, MPM or United Networks within twelve (12) months of engaging
              in such Qualifying Activity at the E-LOAN Web Site, then United,
              MPI, MPM or United Networks shall refer any such request to E-LOAN
              for handling as set forth in Article 5.A.; provided, however, that
              E-LOAN shall have thirty (30) days from the receipt of United's,
              MPI's, MPM's or United Network's written request to provide the
              required Qualifying Activity data on tape, or otherwise as agreed,
              to MPI as provided in Article 4.A.(ii).

6.     CHARGES, PAYMENTS AND REPORTS

       A.       (i)     Exclusive of any and all applicable taxes and surcharges
                        levied, E-LOAN shall pay MPI as follows during the term
                        of this Agreement: USD $[*] for each E-LOAN Bonus Mile
                        credited , to a Member's account pursuant to Articles
                        4.A. and 4.B. and for each Additional E-LOAN Bonus Mile
                        credited to a Member's account pursuant to Article 4.C.

                (ii)    On a monthly basis, pursuant to Article 6.C.(ii), E-LOAN
                        shall pay to MPI amounts owed to MPI pursuant to Article
                        6,A.(i), above.

                (iii)   After accounting for all payments pursuant to Article
                        6.A.(ii), if for a given Contract Year E-LOAN has not
                        paid to MPI at least the Cash Minimum, as described in


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<PAGE>
                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


                        Article 1.B. herein, then for that Contract Year E-LOAN
                        shall pay to MPI the difference between the amount
                        previously paid during that Contract Year and the Cash
                        Minimum. MPI will credit E-LOAN with the difference
                        between the amounts paid during the given Contract Year
                        and the Cash Minimum due in Bonus Miles at the rate
                        described in Article 6.A.(i), above, Such reconciliation
                        payment shall be due no later than ninety (90) days
                        following end of the given Contract Year and the Bonus
                        Miles will be available to E-LOAN once such
                        reconciliation payment has been received by MPI.

       B.     In the event of any termination of this Agreement, MPI shall
              determine the total payments due, if any. If this Agreement is
              terminated: (i) by E-LOAN, for cause pursuant to Articles 14, 15,
              17.E. or 21; (ii) by MPI, for cause pursuant to Articles 6.D., 14,
              15, 17.E. or 21; or (iii) by MPI, for convenience pursuant to
              Article 11.A., then E-LOAN shall meet its payment obligations
              under Articles 6.A.(i) and 6.A.(ii), but shall make no further
              payment under Article 6.A.(iii) or otherwise. However, if this
              Agreement is terminated by E-LOAN, for convenience pursuant to
              Article 11.A., then such termination will require E-LOAN to meet
              its payment obligations under Articles 6.A.(i) and 6.A.(ii), as
              well as to make complete payment of the balance of the Cash
              Minimum due pursuant to Article 6.A.(iii), which balance is based
              upon the elapsed term of this Agreement in which the effective
              date of termination falls, as shown below:

                     Termination Payment = (total Cash Minimum payment
                                           obligation due over the term of this
                                           Agreement minus the total amount paid
                                           as of the effective date of
                                           termination of this Agreement)

                     Example =             [*]

                                           (assuming termination after one-half
                                           year of this two year Agreement,
                                           where [*] would be the amount owed to
                                           MPI by E-LOAN at the time of
                                           termination)

       C.      (i)     On a monthly basis, MPI shall provide E-LOAN with a
                       report-invoice regarding the mileage credited to Mileage
                       Plus Members' accounts during the previous calendar
                       month. Each report-invoice for a month shall list the
                       Mileage Plus Member's name, account number, dates of the
                       Qualifying Activity at the E-LOAN Web Site, the total
                       number of Miles credited for the month and the total
                       amount due MPI from E-LOAN under the report-invoice
                       pursuant to this Agreement. Not later than sixty (60)
                       days after receipt of a report-invoice, E-LOAN may
                       request and MPI shall provide sufficient evidence or
                       other documents as reasonably necessary to verify the
                       amount of Miles credited or any other information
                       contained in such report-invoice.

                (ii)    Within thirty (30) days after the date of receipt of a
                        report-invoice, E-LOAN shall pay MPI the amount due
                        under that report-invoice.

       D.     If E-LOAN fails to pay MPI the amount due under any monthly
              report-invoice and in addition to any other remedies available
              hereunder, MPI may suspend, without penalty or liability, the
              right of E-LOAN to participate in the award of Mileage Plus Miles
              under this Agreement. MPI shall have the right to terminate this
              Agreement immediately, upon a written notice to E-LOAN, in the
              case of any non-payment of a monthly report-invoice, which
              non-payment exceeds ninety (90) days,

       E.     All amounts paid for the right to award Mileage Plus Miles
              pursuant to this Agreement are exclusive of the U.S. federal
              excise tax (currently 7.5%) and E-LOAN agrees to pay the
              applicable federal excise tax. E-LOAN shall pay applicable sales
              or use taxes, but no party shall pay any

                                      -5-
<PAGE>
                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


              taxes or tax-related surcharges determined by another party's
              income, net worth, franchise, property or purchases, which shall
              be borne solely by that other party.

       F.     All mileage award and payment calculations under this Agreement
              shall be reasonably based upon data contained in MPI's records,
              and the data in MPI's records shall take precedence over the data
              in any other records, unless the parties mutually agree otherwise
              in writing. Any discrepancies in the data shall be resolved by
              both parties hereto in good faith.

7.     CONTROL SYSTEMS

       A.     E-LOAN shall use its reasonable efforts to establish its own
              internal control system to protect against the improper issuance
              and use of E-LOAN Bonuses and Additional E-LOAN Bonuses.

       B.     In the event that either party discovers or learns of any
              wrongfully issued E-LOAN Bonuses or Additional E-LOAN Bonuses, it
              shall so advise the other party and provide the other party with
              the identities as well as the Mileage Plus account numbers of
              those individuals who have, or are suspected to have, improperly
              received the Bonuses.

       C.     E-LOAN shall prevent any of the Bonus or Additional Bonus Miles
              that E-LOAN purchases from MPI, for award to Mileage Plus Members,
              from being used for corporate travel or flight upgrades on United,
              or any of its Star Alliance or other airline partners, by
              employees of E-LOAN. MPI and E-LOAN acknowledge that nothing in
              this Agreement restricts E-LOAN employees from joining the Mileage
              Plus Program and earning Mileage Plus Miles through participation
              in various Mileage Plus partner programs and subsequently using
              their individual Miles for award travel or other award redemption.

       D.     During the term of this Agreement, if E-LOAN desires to promote
              the award, transfer or other distribution of Mileage Plus Miles
              for any activity outside of Qualifying Activity at the E-LOAN Web
              Site, then E-LOAN shall seek prior written consent from United
              Networks for the following:

              (i)    Any promotion, marketing or other advertisement of any
                     ability to affect the award, issue, transfer, conversion,
                     exchange or other distribution of Mileage Plus Miles for
                     any activity other than Qualifying Activity at the E-LOAN
                     Web Site, given that Mileage Plus Miles are to be earned
                     hereunder solely for such Qualifying Activity and not, as
                     of the Effective Date, for any other activity or other
                     purposes not described herein; or

              (ii)   Any participation in any third party, co-brand program or
                     scheme, including, for example, any Internet portal web
                     site, that awards, issues, transfers, converts, exchanges
                     or otherwise distributes Mileage Plus Miles for any
                     activity other than Qualifying Activity at the E-LOAN Web
                     Site, given that Mileage Plus Miles are to be earned
                     hereunder solely for such Qualifying Activity and not, as
                     of the Effective Date, for any other activity or other
                     purposes not described herein.

8.     MILEAGE PLUS MEMBER PROBLEMS

       MPI or its designee shall be responsible for communicating directly with
       any Mileage Plus Member to resolve any problems that the Mileage Plus
       Member has regarding the Mileage Plus Program, However, if such a problem
       relates to E-LOAN's participation in the Mileage Plus Program, E-LOAN
       shall act in accordance with Article 5.A. and cooperate with MPI to the
       extent reasonably necessary to resolve the problem.

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<PAGE>
                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


9.     ADVERTISING AND PROMOTIONAL EFFORTS

       A.     (i)    On a periodic basis to be determined by E-LOAN in good
                     faith, E-LOAN may promote in direct mailings, point of
                     purchase materials, and/or brochures and advertise in
                     various media, such as, but not limited to, print, radio,
                     television and the Internet, its participation in the
                     Mileage Plus Program.

              (ii)   E-LOAN shall promote and advertise the Mileage Plus Program
                     with comparable marketing exposure and visibility, and
                     using comparable advertising mediums with a comparable
                     degree of diligence and effort, that it does for any other
                     airline frequent traveler recognition program in which
                     E-LOAN participates.

       B.     MPM periodically mails Mileage Plus newsletters and account
              statements to Mileage Plus Members. E-LOAN shall have the option
              to provide to MPM, for inclusion with newsletter mailings, certain
              feature copy that solely promote E-LOAN-Mileage Plus Miles earning
              opportunities or awards. If properly submitted, E-LOAN may include
              such feature copy, referenced under this Agreement as "Bonus Box
              Features," with a minimum of one (1) full file and one (1) Premier
              newsletter during each Contract Year of this Agreement. In
              addition, E-LOAN shall have the option to provide to MPM, for
              inclusion in account statement mailings, certain inserts or
              statements messages, which format will be determined at MPM's
              discretion, that solely promote E-LOAN-Mileage Plus Miles earnings
              opportunities or awards. If properly submitted based on guidelines
              provided by Mileage Plus, E-LOAN may include three (3) full file
              inserts during each Contract Year of this Agreement. However,
              United may at its discretion, substitute (2) full file inserts for
              (2) statement messages. If MPM publishes more than one (1)
              newsletter during a Contract Year, MPM will determine which
              newsletters will include an E-LOAN Bonus Box Feature and MPM will
              determine which account statements will include an E-LOAN insert
              or statement message, at MPM's discretion, and MPM will make a
              reasonable good faith effort to accommodate E-LOAN's requested
              publication and insertion schedule. MPM shall also provide launch
              coverage through an article in the April, 2001 full file
              newsletter.

       C.     (i)    Each offer or insert must meet United MPM's standards of
                     quality and professionalism as established by United, MPM
                     and United Networks guidelines, and each insert must
                     consist of no more than a single sheet of paper. E-LOAN
                     shall bear the expense of preparing and printing each
                     insert and providing it to MPM for mailing, and E-LOAN
                     shall bear any additional postage expense associated with
                     inclusion of an insert with an account statement, which
                     insert is more than a single sheet of paper. Any departure
                     from the standards established by United, MPM and United
                     Networks in connection with insert mailings must receive
                     MPM's or United Network's prior written approval.

              (ii)   After any such mailing, MPM shall advise E-LOAN of the
                     number of Mileage Plus Members to whom an E-LOAN insert was
                     mailed. Nothing in this provision obligates MPM to continue
                     publishing Mileage Plus newsletter issues or account
                     statements or to publish a minimum number of newsletters or
                     statements during the term of this Agreement.

       D.     At least seven (7) days prior to printing, all promotional or
              advertising material described in this Article 9 mentioning
              United, MPI, MPM, United Networks or FF-LOAN must receive the
              applicable party's prior written approval, which approval shall
              not be unreasonably withheld,

       E.     Up to two (2) times each Contract Year, F.-LOAN may request and
              MPM shall arrange for E-LOAN to have the right, through a
              third-party fulfillment house acceptable to MPM, to solicit the
              Mileage Plus membership for E-LOAN direct marketing purposes,
              which solicitation must be reviewed and approved by MPM in each
              instance.

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                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


       F.     MPM shall provide the following promotional and advertising
              opportunities, at no cost to E-LOAN, during the term of this
              Agreement:

              (i)    E-LOAN inclusion in the United Mileage Plus Member's Guide,
                     subject to its publication schedule, as well as E-LOAN
                     inclusion in all United Mileage Plus affiliate listings
                     (I.E., the Affiliate Column that is on the back page of all
                     published newsletters) and in the United-Mileage Plus web
                     site, at <<www.united.com>>, featuring two (2) unique
                     hyper-links (I.E., mortgages and auto loans)'to E-LOAN's
                     dedicated Mileage Plus web site;

              (ii)   Two (2) e-mail communications each Contract Year that this
                     Agreement remains in full force and effect, subject to
                     United's and United Network's contact management policies,
                     which e-mails will be dedicated E-LOAN c-mails to announce
                     and promote the Mileage Plus/E-LOAN affiliation, which will
                     be e-mailed to the full file of those Mileage Plus Members
                     who have provided their email addresses to United and who
                     have opted-in to receive Mileage Plus Program affiliate
                     offers and communications, and for which E-LOAN will
                     develop the copy for the e-mails, which copy is subject to
                     approval by MPM;

              (iii)  Two (2) e-mail communications each Contract Year that this
                     Agreement remains in full force and effect, subject to
                     United's and United Network's contact management policies,
                     which e-mails will be non-dedicated e-mails identifying and
                     promoting E-LOAN as a Mileage Plus Program affiliate' and
                     which will be e-mailed to the full file of those Mileage
                     Plus Members who have provided their e-mail addresses to
                     United and who have opted-in to receive Mileage Plus
                     Program partner offers and communications; and

              (iv)   Additional B-LOAN Bonus Box Features in selected Mileage
                     Plus newsletters, account statement inserts and/or database
                     access when MPM is presented with a unique, compelling and
                     exclusive mileage-based promotional offer, subject to space
                     availability and subject to MPM's prior approval.

       G.     United Networks agrees to facilitate for E-LOAN an introduction to
              the United Airlines Credit Union, for the purpose of E-LOAN and
              the United Airlines Credit Union to develop and market an employee
              loan program that provides United employees with preferred pricing
              for consumer loan products from E-LOAN, which program will be made
              available at the discretion of the United Airlines Credit Union.

       H.     In the event that MPM and United Networks do not fulfill their
              obligations as set forth in this Article 9, then E-LOAN will have
              the right to terminate this Agreement in accordance with Article
              21.B. herein.

10.    MILEAGE PLUS COORDINATORS

       Upon execution of this Agreement, E-LOAN and MPI shall each designate an
       individual as its Mileage Plus Coordinator whom the other party may
       contact concerning all Mileage Plus Program related matters. Upon
       designation of that individual, each party shall provide the other with
       the name, address and telephone number of its Mileage Plus Coordinator
       and shall thereafter keep the other apprised of any changes in such
       information.

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                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574



11.    TERM AND TERMINATION

       A.     The term of this Agreement shall commence as of the Effective Date
              and shall terminate two years later, on February 28, 2003,
              provided, however, that either parry hereto may terminate this
              Agreement at any time, for convenience and without cause, by
              providing not less than one-hundred-eighty (ISO) days prior
              written notice to the other party.

       B.     Notwithstanding Article 11.A., above, the expiration date of this
              Agreement shall be February 28, 2002, if during a mutual
              evaluation by the parties hereto after ten (10) months following
              the Effective Date of this Agreement, the parties hereto mutually
              determine that E-LOAN's performance in the Mileage Plus Program
              has fallen short of the mutual expectations of the parties hereto.
              Despite any early expiration of this Agreement pursuant to this
              Article 11.B., E-LOAN shall be responsible in any case for the
              difference between the Cash Minimum for the first Contract Year of
              this Agreement and the amounts paid to MPI during that Contract
              Year, and MPI will credit E-LOAN with the difference between the
              amounts paid during the Contract Year and the Cash Minimum due in
              Bonus Miles once such reconciliation payment is received by MPI.

       C.     Upon termination of this Agreement, by either party for any
              reason, E-LOAN shall no longer award new E-LOAN Bonuses or E-LOAN
              Additional Bonuses to Mileage Plus Members unless otherwise agreed
              by the parties. For a period of 9 months after the effective date
              of termination of this Agreement:

              (i)    E-LOAN will continue to process Mileage Plus Program Miles
                     previously earned for Qualifying Activity at the E-LOAN Web
                     Site, and E-LOAN may continue to award Miles for qualified
                     mortgages and loans for which the mortgage or loan
                     application was received prior to the effective date of
                     termination ("Pipeline Loans"); and

              (ii)   This entire Agreement will remain in effect until the
                     processing of all Pipeline Loans is complete, or the end of
                     the 9 months following termination, whichever occurs
                     earlier.

       D.     If MPI terminates the Mileage Plus Program, or any subsequent but
              substantially similar program then E-LOAN may immediately
              terminate its participation under such Program on the same basis
              that United terminates its own participation in such Program

       E.     To the extent that either party terminates this Agreement before
              its expiration date, or if this Agreement is not renewed upon its
              expiration, then all notices required to be given to Mileage Plus
              Members or E-LOAN customers of the conclusion of E-LOAN's
              participation in the Mileage Plus Program shall be undertaken by
              the respective party at the respective parry's initiative and
              expense.

12.    NON-EXCLUSIVITY

       Nothing described in this Agreement shall be construed as prohibiting
       E-LOAN from participating in any other frequent traveler recognition
       program with any third party, or as prohibiting United, MPI, MPM or
       United Networks from affiliating with any other on-line consumer loan
       service.

13.    CORPORATE GUARANTEE

       MPI shall be solely responsible for and shall procure the performance of
       United, MPM and United Networks for all of their obligations stipulated
       hereunder.

                                      -9-
<PAGE>
                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


14.    NON-ASSIGNMENT

       Neither party shall assign or otherwise transfer any of its rights or
       obligations under this Agreement to any third party without the prior
       written consent of the other parry hereto (the "Non-Assigning Party"),
       except that either party (the "Assigning Party") may assign this
       Agreement to its parent corporation or its holding corporation, or any
       subsidiary or affiliate of its parent corporation or its holding
       corporation, without consent of the Non-Assigning Party; provided,
       however, that such parent corporation, holding corporation, subsidiary or
       affiliate assumes all of the obligations of the Assigning Party
       hereunder. Any violation of this provision will be cause for immediate
       termination of this Agreement or, at the option of the Non-Assigning
       Party, the Non-Assigning Party may declare the assignment of any of the
       rights or obligations under this Agreement null and void as of the date
       of the purported assignment. This Agreement shall be binding upon and
       shall inure to the benefit of the permitted successors and assigns of
       each party hereto.

15.    CHANGE IN OWNERSHIP

       Either party may terminate this Agreement immediately, upon written
       notice, in recognition that this Agreement may not be the most
       appropriate statement of the relationship between the parties, if (i)
       either party merges with or acquires control of or a controlling interest
       in any third parry or (ii) any third party acquires control of or a
       controlling interest in either party hereto.

16.    LOGOS AND SERVICE MARKS

        A.      Neither party hereto shall use any of the other party's names,
                logos, logotype, insignia, service marks, trademarks, trade
                names, copyrights, corporate goodwill or other proprietary
                intellectual property, including without limitation the names
                "United Air Lines, Inc .... .. United Airlines," "United,"
                "Mileage Plus" or "E-LOAN" in any marketing, advertising or
                promotional collateral, including without limitation credit card
                or similar solicitations (which are expressly forbidden), except
                when each specific use has been approved in advance, in writing,
                by the other party. When such approval is granted, either party
                shall comply with any and all conditions that the other party
                may impose to protect the use of any of that party's names,
                logos, logotype, insignia, service marks, trademarks, trade
                names, copyrights, corporate goodwill' or other proprietary
                intellectual property,


        B.      Except as expressly provided herein, no right, property,
                license, permission or interest of any kind in the use of any
                name logo, logotype, insignia, service mark, trademark, trade
                name, copyright, corporate goodwill or other proprietary
                intellectual property owned by United, MPI, MPM, United Networks
                or E-LOAN is intended to be given to or acquired by the other
                party hereto, its agents, servants, and/or other employees by
                the execution or performance of this Agreement.

17.    CONFIDENTIALITY

        A.      Except in any proceeding to enforce any of the provisions of
                this Agreement, or as required by the Securities Exchange
                Commission or other applicable regulatory agency, neither party
                (the "User") shall, without the prior written consent of the
                other party (the "Owner"), publicize or disclose to any third
                party, either directly or indirectly, any of the following (the
                "Confidential Information"):

                (i)     This Agreement or any of the terms or conditions of this
                        Agreement; or

                (ii)    Any confidential or proprietary information or data,
                        either oral or written, received from and designated as
                        such by the Owner.

                                      -10-
<PAGE>
                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


       B.     If either party is served with a subpoena or other legal process
              requiring the production or disclosure of any Confidential
              Information, then that party, before complying, shall immediately
              notify the Owner and shall use its reasonable efforts to permit
              the Owner a reasonable period of time to intervene and contest
              production or disclosure.

       C.     Upon termination or expiration of this Agreement, the User must
              return any and all Confidential Information received from the
              Owner.

       D.     Each party shall restrict all Confidential Information provided to
              its respective employees and agents on a "need to know" basis.

       E.     If the User breaches this Article 17, then the Owner may terminate
              this Agreement immediately, upon written notice to the User.

       F.     (i)    E-LOAN acknowledges that any failure by it to maintain the
                     complete confidentiality of the Confidential Information
                     hereunder will have a direct and severe adverse impact on
                     United's, MPI's, MPM's and/or United Network's business,
                     which will subject United, MPI, MPM and/or United Networks
                     to irreparable harm, and that United, MPI, MPM and/or
                     United Networks may, without jeopardizing any other rights
                     or remedies that United, MPI, MPM and/or United Networks
                     may have, seek a court order or injunction without further
                     notice to Protect the confidentiality of their information
                     and to halt any unauthorized disclosure thereof.

              (ii)   United, MPI, MPM and United Networks acknowledge that any
                     failure by them to maintain the complete confidentiality of
                     the Confidential Information hereunder will have a direct
                     and severe adverse impact on E-LOAN's business, which will
                     subject E-LOAN to irreparable harm, and that E-LOAN may,
                     without jeopardizing any other rights or remedies that
                     E-LOAN may have, seek a court order or injunction without
                     further notice to protect the confidentiality of its
                     information and to halt any unauthorized disclosure
                     thereof.

       G.     The confidentiality obligations of the parties hereto pursuant to
              this Article 17 are of a continuing nature and shall survive the
              termination or expiration of this Agreement.

18.    TITLE TO DATA

       Full title and complete ownership rights to Mileage Plus Program
       membership data and information developed by MPI and United, wherever
       located, shall 'remain with MPI and United. E-LOAN understands and agrees
       that such data and information constitutes MPI's proprietary information
       whether or not any portion thereof is or may be validly copyrighted. Any
       membership lists, labels, data or other compiled membership information
       supplied to E-LOAN in any form by MPI and any and all copies thereof arc
       to be used by E-LOAN exclusively in its ,performance of their obligations
       pursuant to this Agreement as agreed to by MPI, and will not be otherwise
       used, sold, licensed, leased, transferred, e-mailed, bartered, traded,
       stored in a retrieval system, duplicated, or transmitted, in any form by
       any means, without the prior written consent of MPI.

19.    FORCE MAJEURE

       Except for any payment obligations, neither party shall be liable for
       delays or failure in performance under this Agreement caused by acts of
       God, war, strike, labor dispute, work stoppage, fire, act of government,
       or any other cause, whether similar or dissimilar, beyond the control of
       that party.

                                      -11-
<PAGE>
                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


20.    RELATIONSHIP OF THE PARTIES

       This Agreement is not intended to nor shall it be construed to create or
       establish any employer-employee, agency, partnership, or joint venture
       relationship between the parties. Neither party shall have any right to
       enter into any contract or commitment in the name of the other party, to
       incur any obligation for, create any liability for, or bind the other
       party in any respect whatsoever.

21.    TERMINATION FOR CAUSE

       A.     If either party (the "Defaulting Party") becomes insolvent; if the
              other party (the "Insecure Party") has evidence that the
              Defaulting Party is not paying its bills when due without just
              cause; if the Defaulting Party takes any step leading to its
              cessation as a going concern; or if the Defaulting Party either
              ceases or suspends operations for reason other than a strike, then
              the Insecure Party may immediately terminate this Agreement upon
              written notice to the Defaulting Parry, unless the Defaulting
              Party immediately gives' adequate assurance of the future
              performance of this Agreement by establishing an irrevocable
              letter of credit (issued by a U.S. bank acceptable to the Insecure
              Party, on terms and conditions acceptable to the Insecure Party,
              and in an amount sufficient to cover all amounts potentially due
              from the Defaulting Party under this Agreement) that may be drawn
              upon by the Insecure Party if the Defaulting Party does not
              fulfill its obligations under this Agreement in a timely manner.

       B.     If either party (the "Defaulting Party") fails to observe or
              perform any of its obligations under this Agreement and if this
              failure continues for a period of thirty (30) days after written
              notice to the Defaulting Party thereof (except that where the
              default is due to any non-payment by E-LOAN of any monthly
              report-invoice and such non-payment exceeds ninety (90) days, the
              period to cure such non-payment shall be five (5) days after
              notice), then, without prejudice to any other rights or remedies
              the other parry may have, this Agreement will terminate as of the
              expiration date of the notice period.

22.    BANKRUPTCY

       If bankruptcy proceedings are commenced with respect to either party (the
       "Bankrupt Party") and this Agreement has not otherwise terminated, d= the
       other party (the "Other Party") may suspend all further performance of
       this Agreement until the Bankrupt Parry assumes or rejects this Agreement
       pursuant to Section 365 of the U.S. Bankruptcy Code. Any such suspension
       of further performance by the Other Parry pending the Bankrupt Party's
       assumption or rejection will not be a breach of this Agreement and will
       not affect the Other Party's right to pursue or enforce any of its rights
       under this Agreement or otherwise.

23.    NON-WAIVER

       Any previous waiver, forbearance, or course of dealing shall not operate
       as or be deemed a waiver of any subsequent default or breach and will not
       affect the right of either party to require strict performance and
       Observance of any provision of its Agreement.

24.    POST-TERMINATION RIGHTS

       Exercise by either parry of its right to terminate under any provision of
       this Agreement will not affect or impair its right to enforce its other
       rights or remedies under this Agreement All obligations of each parry
       that have accrued before termination or that are of a continuing nature,
       including without limitation any indemnity provisions herein, shall
       survive the termination or expiration of this Agreement.

                                      -12-
<PAGE>
                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


25.    INDEMNIFICATION

       A.     Except as otherwise provided for in this Agreement, each party
              (the "Indemnitor") shall indemnify, defend and hold harmless the
              other party, its subsidiaries and affiliates, and their officers,
              directors, employees, and agents, (the "Indemnitees") from and
              against any and all liabilities, damages, losses, expenses,
              claims, demands, suits, fines, or judgments, including but not
              limited to reasonable attorneys' fees, costs, and related
              expenses, which may be suffered by, accrue against, or be
              recovered from any of the Indemnitees resulting from any claim or
              suit brought by any third party or parties arising out of or in
              connection with:

                (i)     Any failure of performance or wrongful performance by
                        the Indemnitor of any of its obligations under this
                        Agreement; or

                (ii)    Any negligence or willful misconduct of the Indemnitor
                        relating to, arising out of or in connection with this
                        Agreement.

       B.     Notwithstanding any language in this Agreement to the contrary,
              E-LOAN shall indemnify, defend and hold harmless United, MPI, MPM
              and United Networks from and against any liability resulting from
              any U.S. federal excise tax, interest or penalty due by law under
              this Agreement and E-LOAN shall reimburse United, WI, MPM or
              United Networks if any of them have properly remitted such tax,
              interest or penalty on behalf of E-LOAN. In the event that any
              such excise tax is levied upon E-LOAN and if E-LOAN desires to
              transfer the economic impact of such tax to the Mileage Plus
              membership, then E-LOAN will provide United Networks with written
              notice of the E-LOAN rules, regulations, announcements, practices
              and procedures related to such transfer that affect or are
              directed to the Mileage Plus membership base.

       C.     For the purposes of this Article 25, each of United, MPM, MPI, MPM
              and United Networks, and each of their respective parent and
              holding corporations, shall be deemed the Indemnitees of E-LOAN.

       D.     The indemnity, defend and hold harmless obligations of MPI and
              E-LOAN pursuant to this Article 25 are of a continuing nature and
              shall survive the termination or expiration of this Agreement.

26.    GOVERNING LAW AND JURISDICTION

       This Agreement and any dispute arising under or in connection with this
       Agreement, including any action in tort shall be governed by and
       construed in accordance with the laws of the State of Illinois, U.S.A.,
       without regard to any conflicts of laws principles which may direct the
       application of the laws of any other jurisdiction. The courts of the
       State of Illinois, U.S.A., shall have nonexclusive jurisdiction to settle
       any dispute relating to, arising out of or in connection with this
       Agreement.

27.    COMPLIANCE WITH APPLICABLE LAWS

       Each party hereto shall comply with all applicable federal, state and
       local laws and regulations with respect to its performance under this
       Agreement.

28.    DISCLAIMER OF WARRANTIES

       ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, ARE HEREBY DISCLAIMED,
       INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR
       FITNESS FOR A PARTICULAR PURPOSE,

                                      -13-
<PAGE>
                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


29.    EXCLUSION OF CONSEQUENTIAL DAMAGES

       EXCEPT AS PROVIDED UNDER "INDEMNIFICATION," ABOVE, NEITHER PARTY SHALL BE
       LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES,
       INCLUDING LOST REVENUES, LOST PROFITS, OR LOST PROSPECTIVE ECONOMIC
       ADVANTAGE, WHETHER OR NOT FORESEEABLE AND WHETHER OR NOT BASED ON
       CONTRACT, TORT, WARRANTY CLAIMS OR OTHERWISE, ARISING FROM ANY
       PERFORMANCE OR FAILURE TO PERFORM UNDER THIS AGREEMENT, AND EACH PARTY
       HEREBY RELEASES AND WAIVES ANY CLAIMS AGAINST THE OTHER PARTY REGARDING
       SUCH DAMAGES.

30.    NOTICES

       Any notices required to be sent under this Agreement shall be sent by
       first class mail, postage prepaid, or any more expedient written means.
       Notices sent via electronic means (E.G., telex, e-mail or facsimile) will
       be effective immediately if received prior to 5:00 p.m. local time of the
       recipient. All other notices shall be effective the first business day
       after receipt. Notices shall be addressed to that party or, if the party
       so designates, as follows:

              If to E-LOAN, address as follows:

                   E-LOAN, Inc.
                   5875 Arnold Road
                   Dublin, California 94568
                   Attn:  Ed Giedgowd, Corporate Counsel
                   Facsimile:  (925) 803-3503

              If to MPI/MPM/United Networks, address as follows:

                   United Networks, Inc.
                   8550 W. Bryn Mawr Ave., 8th Floor
                   Chicago, Illinois 60631
                   Attn:  Scott Praven, President
                   Facsimile:  (773) 557-4012

31.    SEVERABILITY

       Should any clause or any part of any clause of this Agreement be found
       invalid or unenforceable, the remainder of this Agreement shall continue
       to remain valid and enforceable unless the provision in its modified
       state would materially and adversely affect the essence of the Agreement.
       The invalid or unenforceable provision shall be deemed modified to the
       limited extent required to permit its enforcement in a manner which comes
       as close as possible to achieving the intended result of the original
       provision.

32.    CAPTIONS

       The captions appearing in this Agreement have been inserted as a matter
       of convenience and in no way define, limit or enlarge the scope of this
       Agreement.

                                      -14-
<PAGE>
                                                                   Exhibit 10.95

                                                       UNITED CONTRACT NO. 14574


33.    ENTIRE AGREEMENT

       This Agreement, including Attachment A hereto, constitutes the entire
       agreement and understanding of the parties on the subject matter hereof,
       and, as of the Effective Date, supersedes all prior agreements, whether
       written or oral, between the parties concerning the subject matter
       hereof. This Agreement may be modified only by further written agreement
       signed by all of the parties hereto.

       IN WITNESS WHEREOF, MPI and E-LOAN have executed this Agreement on the
dates reflected below, by their duly authorized representatives, to be effective
as of the Effective Date.

UNITED NETWORKS, INC.                           E-LOAN, INC.
on behalf of MILEAGE PLUS, INC.                 on its own behalf

By:  /S/ JEAN F. PATTERSON                      By:  /S/ JOSEPH J. KENNEDY
     -----------------------------------             ---------------------------

Name:  JEAN F. PATTERSON                        Name:  JOSEPH KENNEDY
       ---------------------------------               -------------------------

Title:  DIRECTOR PARTNERSHIP MARKETING          Title:  PRESIDENT/COO
        --------------------------------                ------------------------

Date:  1/24/01                                  Date:  1/12/01
       ---------------------------------               -------------------------


                                      -15-
<PAGE>


                                                                   Exhibit 10.95

                                  ATTACHMENT A

             PRIVACY, CONFIDENTIALITY AND NON-SOLICITATION ADDENDUM

       THIS PRIVACY, CONFIDENTIALITY AND NON-SOLICITATION ADDENDUM (the
"Addendum") supplements and amends the UNITED MILEAGE PLUS(R) PARTICIPATION
AGREEMENT (the "Agreement") between E-Loan, Inc. ("E-Loan") and Mileage Plus,
Inc. ("MPI") and is effective as of the Effective Date of the Agreement. In the
event of a conflict between the terms of this Addendum and the terms of the
Agreement, the terms of this Addendum, shall control. E-Loan and MPI
specifically agree as follows:

Article 1. Each party shall keep confidential all Non-public Personal
Information, of the other party that is received or obtained during the
negotiation or performance of the Agreement, in accordance with the terms of
this Addendum "Non-public Personal Information" shall include all Personally
Identifiable Financial Information and any list, description or other grouping
of consumers, and publicly available information pertaining to such consumers,
that is derived without using any Personally Identifiable Financial Information
that is not publicly available. "Personally Identifiable Financial Information"
means any information a consumer provides to either party in order to obtain a
financial product or service, any information either party otherwise obtains
about a consumer in connection with providing a financial product or service to
that consumer, and any information about a Consumer resulting from any
transaction involving a financial product or service between either party and a
consumer. Personally Identifiable Financial Information may include, without
limitation, a consumer's first and last name, physical address, zip code, email
address, telephone number, social security number, birth date, and any other
information that itself identifies, or when tied to the above information, may
identify a consumer as such.

Article 2. Each party acknowledges that its privacy notices and privacy policies
are consistent with the Federal Trade Commission's procedures or rules, as
applicable, and comply with acceptable trade practices. In addition, each party
acknowledges and agrees not to disclose, share, rent, sell or transfer to any
third party any Non-public Personal Information, except as specifically required
to satisfy the disclosing party's contractual obligations to the other party,
provided that such disclosure would not violate existing law or the privacy
policy of either party. Each party also agrees not to contact or solicit (for
example, by means of advertising, telemarketing or e-mailing) to any of the
other party's customers, except for such contacts or solicitations to the public
generally that are not based on Non-public Personal Information.

Article 3. It is understood and agreed to by each party hereto that any exchange
of Non-public Personal Information under this Addendum shall be solely for the
purpose of negotiating or performing the Agreement, and shall be provided only
to those authorized individuals of a party who are directly involved in
negotiating or performing the Agreement and who are provided with a copy of this
Addendum and directed by the receiving party to treat such information as
proprietary and confidential.

Article 4. Each party agrees to be responsible for any breach of this Addendum
by any of its directors, officers, employees, agents or advisors (including,
without limitation, any attorneys, accountants, consultants, bankers and
financial advisors). In the event that either party discovers that the other
party's Non-public Personal Information has been used in an unauthorized manner
or disclosed in violation of this Addendum, upon discovery of the unauthorized
use or disclosure, the disclosing party shall immediately notify the other party
of such event and shall indemnify and hold harmless the other party from all
claims, damages, liability, costs and expenses (including court costs and
reasonable attorneys' fees) arising out of or resulting from the unauthorized
use or disclosure. In addition, the nondisclosing Party shall be entitled to all
other remedies available at law or equity, including injunctive relief

Article 5. Upon the request of the disclosing party, the other party shall
promptly return all Non-public. Personal Information received in connection with
the Agreement or Shall Promptly destroy any materials containing such Nonpublic
Personal Information (and any copies, extracts, and summaries thereof, and shall
further provide the other party with written confirmation of such return or
destruction upon request.

                                  ATTACHMENT A
                                      -1-