UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM __________ TO __________
Commission File Number 0-9781
CONTINENTAL AIRLINES, INC.
(Exact name of registrant as specified in its charter)
Delaware 74-2099724
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
2929 Allen Parkway, Suite 2010
Houston, Texas 77019
(Address of principal executive offices)
(Zip Code)
713-834-2950
(Registrant's telephone number, including area code)
Indicate by check mark whether registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days. Yes X No _____
Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Sections 12, 13 or
15(d) of the Securities Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court.
Yes X No _____
_______________
As of July 19, 1996, 9,280,000 shares of Class A common stock and
46,636,026 shares of Class B common stock were outstanding.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K are amended and restated
in their entirety as follows:
(a) Exhibits:
3.1 Amended and Restated Certificate of Incorporation
of the Company -- incorporated by reference to
Exhibit 4.1(a) to Continental's Form S-8
Registration Statement (No. 333-06993) (the "1996
S-8").
3.2 By-Laws of the Company -- incorporated by
reference to Exhibit 4.2 to the 1996 S-8.
4.1 Amendment to Stockholders' Agreement dated April
19, 1996 among the Company, Air Partners and Air
Canada -- incorporated by reference to Exhibit
10.1 to Continental's Form S-3 Registration
Statement (No. 333-02701) (the "1996 S-3").
4.2 Amended and Restated Registration Rights
Agreement dated April 19, 1996 among the Company,
Air Partners and Air Canada -- incorporated by
reference to Exhibit 10.2 to the 1996 S-3.
10.1* Amended and restated employment agreement between
the Company and Gordon M. Bethune. (1)
10.2* Amended and restated employment agreement between
the Company and Gregory D. Brenneman. (1)
10.3* Amended and restated employment agreement between
the Company and Lawrence W. Kellner. (1)
10.4* Form of amendment to employment agreement between
the Company and Lawrence W. Kellner, C. D. McLean
and Barry P. Simon. (1)
10.5* Second Amendment to Continental Airlines, Inc.
1994 Incentive Equity Plan -- incorporated by
reference to Exhibit 4.3(c) to the 1996 S-8.
10.6 Supplemental Agreement No. 6 to Purchase
Agreement No. 1783 between the Company and
Boeing, dated June 13, 1996, relating to the
purchase of Boeing 757-224 aircraft. (2)
10.6(a) Supplemental Agreement No. 7 to Purchase
Agreement No. 1783 between the Company and
Boeing, dated July 23, 1996, relating to the
purchase of Boeing 757-224 aircraft. (2)
10.7 Supplemental Agreement No. 4 to Purchase
Agreement No. 1785 between the Company and
Boeing, dated July 23, 1996, relating to the
purchase of Boeing 777-224 aircraft. (2)
10.8 Purchase Agreement No. 1951, including exhibits
and side letters thereto, between the Company and
Boeing, dated July 23, 1996, relating to the
purchase of Boeing 737-724 and 737-824 aircraft.
(2)
11.1 Statement Regarding Computation of Per Share
Earnings
27.1 Financial Data Schedule.
(b) Reports on Form 8-K:
(i) Report dated May 7, 1996, reporting an Item 5.
"Other Event". No financial statements were filed
with the report which announced the filing of a
preliminary proxy statement with the Securities and
Exchange Commission.
(ii) Report dated June 27, 1996 reporting an Item 5.
"Other Event". No financial statements were filed
with the report which announced the filing of a
definitive proxy statement with the Securities and
Exchange Commission and that the Company's Board of
Directors had approved a two-for-one stock split,
payable on July 16, 1996 to holders of record of
its Class B common stock and Class A common stock
on July 2, 1996.
__________
*These exhibits relate to management contracts or
compensatory plans or arrangements.
(1) Filed herewith.
(2) The Commission has granted confidential treatment for
a portion of this exhibit.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
CONTINENTAL AIRLINES, INC.
(Registrant)
Date: April 22, 1997 by: /s/ Lawrence W. Kellner
Lawrence W. Kellner
Executive Vice President and
Chief Financial Officer
(On behalf of Registrant)
Date: April 22, 1997 /s/ Michael P. Bonds
Michael P. Bonds
Vice President and Controller
(Chief Accounting Officer)