UNITED STATES
                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20594


                              SCHEDULE 13G

               Under the Securities Exchange Act of 1934


                          (Amendment No. 1 )*



                        Continental Airlines, Inc.

                             (Name of Issuer)

                           Class B Common Stock

                      (Title of Class of Securities)

                                210795308

                              (CUSIP Number)


Check the following box if a fee is being paid with this statement [ ].
(A fee is not required only if the filing person: (1) has a previous
statement on file reporting beneficial ownership of more than five
percent of the class of securities described in Item 1: and (2) has
filed no amendment subsequent thereto reporting beneficial ownership of
five percent or less of such class.) (See Rule 13d-7).

*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).




















<PAGE>



 1   NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
     The Capital Group Companies, Inc.
     86-0206507

 2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
        (a) 
        (b) 

     SEC USE ONLY
 3



     CITIZENSHIP OR PLACE OF ORGANIZATION
 4

     Delaware

              5   SOLE VOTING POWER

                  190,000

 NUMBER OF        SHARED VOTING POWER
              6
   SHARES
BENEFICIALL       NONE
 Y OWNED BY
    EACH      7   SOLE DISPOSITIVE POWER
 REPORTING
PERSON WITH       252,050

                  SHARED DISPOSITIVE POWER
              8

                  NONE

     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 9

     252,050   Beneficial ownership disclaimed pursuant to Rule 13d-4

     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
 10



 11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     0.5%

     TYPE OF REPORTING PERSON*
 12

     HC

                 * SEE INSTRUCTION BEFORE FILLING OUT!










<PAGE>

                   SECURITIES AND EXCHANGE COMMISSION
                          Washington, DC 20549

                              Schedule 13G
               Under the Securities Exchange Act of 1934


Amendment No. 1

Item 1(a)   Name of Issuer:
       Continental Airlines, Inc.

Item 1(b)   Address of Issuer's Principal Executive Offices:
       2929 Allen Parkway, Suite 2010
       Houston, TX 77019

Item 2(a)   Name of Person(s) Filing:
       The Capital Group Companies, Inc.

Item 2(b)   Address of Principal Business Office:
       333 South Hope Street
       Los Angeles, CA  90071

Item 2(c)   Citizenship:   N/A

Item 2(d)   Title of Class of Securities:
       Class B Common Stock

Item 2(e)   CUSIP Number:
       210795308

Item 3   The person(s) filing is(are):

       (g)    [X]   Parent Holding Company in accordance with Section
            240.13d-1(b)(1)(ii)(G).

Item 4   Ownership

       The Capital Group Companies, Inc., is the parent holding company
       of a group of investment management companies that hold
       investment power and, in some cases, voting power over the
       securities reported in this Schedule 13G. The investment
       management companies, which include a "bank" as defined in
       Section 3(a)6 of the Securities Exchange Act of 1934 (the "Act")
       and several investment advisers registered under Section 203 of
       the Investment Advisers Act of 1940, provide investment advisory
       and management services for their respective clients which
       include registered investment companies and institutional
       accounts. The Capital Group Companies, Inc. does not have
       investment power or voting power over any of the securities
       reported herein; however, The Capital Group Companies, Inc., may
       be deemed to "beneficially own" such securities by virtue of Rule
       13d-3 under the Act.

       Shares reported by The Capital Group Companies, Inc. includes
       62,050 shares resulting from the assumed conversion of 30,000
       shares of the $4.25 144A convertible TOPRS, due 2020.

Item 5   Ownership of 5% or Less of a Class: [X]

Item 6   Ownership of More than 5% on Behalf of Another Person: N/A

<PAGE>
Item 7   Identification and Classification of the Subsidiary Which
       Acquired the Security Being Reported on By the Parent Holding
       Company

       1. Capital Guardian Trust Company is a bank as defined in Section
          3(a)(6) of the Act and a wholly owned subsidiary of The
          Capital Group Companies, Inc.


Item 8   Identification and Classification of Members of the Group:  N/A

Item 9   Notice of Dissolution of the Group:  N/A

Item 10   Certification

       By signing below, I certify that, to the best of my knowledge and
       belief, the securities referred to above were acquired in the
       ordinary course of business and were not acquired for the purpose
       of and do not have the effect of changing or influencing the
       control of the issuer of such securities and were not acquired in
       connection with or as a participant in any transaction having
       such purpose or effect.

   Signature

       After reasonable inquiry and to the best of my knowledge and
       belief, I certify that the information set forth in this
       statement is true, complete and correct.


        Date:          June 10, 1997

        Signature:     *Larry P. Clemmensen

        Name/Title:    Larry P. Clemmensen, President

                       The Capital Group Companies, Inc.




        *By

               James P. Ryan
               Attorney-in-fact

Signed pursuant to a Power of Attorney dated February 11, 1997 included
as an Exhibit to Schedule 13G filed with the Securities and Exchange
Commission by The Capital Group Companies, Inc. on February 12, 1997
with respect to AAR Corporation.