Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 13, 2009, the Board of Directors (the "Board") of Continental Airlines, Inc. (the "Company") appointed a new director, Mr. Laurence E. Simmons, to the Company's Board of Directors, after increasing the total number of directors constituting the Board from nine to ten. Mr. Simmons' term will expire at the 2010 annual meeting of the Company's stockholders.

In addition, Mr. Simmons was appointed to the Audit Committee of the Board effective November 13, 2009.

Mr. Simmons will receive the standard compensation for non-management directors, which is described in the section entitled "Corporate Governance - Compensation of Non-Management Directors" in the Company's Annual Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 24, 2009. However, Mr. Simmons did not receive a grant of stock options at the time of his appointment because the Company's incentive compensation plan pursuant to which equity awards are granted expired in October of 2009.

The Company's press release announcing Mr. Simmons' appointment is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release

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