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) "TQA Vantage Fund" is added to the table of Selling Holders on
page 39 with a Principal Amount of Registered Notes owned as
of May 23, 1997 of $1,600,000.
2) "Suntrust Retirement Fund" is added to the table of Selling
Holders on page 39 with a Principal Amount of Registered Notes
owned as of June 25, 1997 of $400,000.
3) "STI Classic Capital Growth Fund" is added to the table of
Selling Holders on page 39 with a Principal Amount of
Registered Notes owned as of June 25, 1997 of $2,600,000.
The date of this Prospectus Supplement is June 25, 1997.
