Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On June 10, 2009, the Board of Directors (the "Board") of Continental Airlines, Inc. (the "Company") adopted and approved amendments (the "Amendments") to the Company's Amended and Restated Bylaws (the "Bylaws") to revise the procedural requirements applicable to stockholder action by written consent. Pursuant to the amended Bylaws, any stockholder wishing to take action by written consent must first submit to the Company a request that the Board fix a record date for determining the stockholders entitled to take such action. Under the Bylaws as in effect prior to the Amendments, such stockholder was also required to make certain informational disclosures to the Company. The Amendments took effect on June 10, 2009, in accordance with the resolutions adopted by the Board.

The description set forth above regarding the Company's amended Bylaws is qualified in its entirety by reference to the full text of such amended Bylaws, a copy of which is filed as Exhibit 3.2 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits
3.2 Amended and Restated Bylaws of Continental Airlines, Inc., effective as of June 10, 2009.

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