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) "NatWest Markets" is added to the table of Selling Holders
on page 39 with a Principal Amount of Registered Notes owned
as of September 16, 1997 of $2,250,000.
2) The Principal Amount of Registered Notes owned by Merrill
Lynch, Pierce, Fenner & Smith Incorporated is $7,027,000 as
of September 16, 1997.
3) The Principal Amount of Registered Notes owned by Credit
Suisse First Boston Corporation is $60,000 as of August 12,
1997.
The date of this Prospectus Supplement is October 3, 1997.
