Prospectus Supplement filed under Rule 424(b)(3)
Registration No. 333-07899
Prospectus Supplement
The Prospectus dated August 13, 1996, relating to the offer for
resale of up to $200,650,000 aggregate principal amount of the
Continental Airlines, Inc. 6-3/4% Convertible Subordinated Notes
due April 15, 2006 is hereby supplemented as follows:
1) "Raphael, L.P." is added to the table of Selling Holders on
page 39 with a Principal Amount of Registered Notes as of
October 23, 1996 of $1,500,000.
2) "McMahan Securities Co. L.P." is added to the table of
Selling Holders on page 39 with a Principal Amount of
Registered Notes as of October 23, 1996 of $500,000.
3) "Bear Stearns Securities Corp." is added to the table of
Selling Holders on page 39 with a Principal Amount of
Registered Notes as of October 23, 1996 of $248,000. Bear
Stearns Securities Corp. has in the past provided to
Continental Airlines, Inc. and/or its affiliates investment
banking and/or advisory services for which it has received
customary fees, and may in the future provide such services.
The date of this Prospectus Supplement is October 24, 1996.