UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 30, 2004

CONTINENTAL AIRLINES, INC.

(Exact Name of Registrant as Specified in Its Charter)

DELAWARE

(State or Other Jurisdiction of Incorporation)

1-10323	74-2099724
(Commission File Number)	(IRS Employer Identification No.)

1600 Smith Street, Dept. HQSEO, Houston, Texas	77002
(Address of Principal Executive Offices)	(Zip Code)

(713) 324-2950

(Registrant's Telephone Number, Including Area Code)

______________________________________

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))

	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On November 30, 2004, we announced the election of Jeff Smisek, executive vice president and president-elect of Continental Airlines, Inc., to our board of directors. Smisek will join the board upon the retirement of Gordon Bethune, current chairman and chief executive officer, filling the vacancy on the board created by Bethune's resignation as a board member, expected to occur Dec. 30, 2004. In addition, Smisek will serve on the board's finance committee.

The press release announcing the election of Mr. Smisek to the board of directors is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

 

 

Item 9.01. Financial Statements and Exhibits.

1. Exhibits

	99.1	Press Release Announcing Election of Jeffery A. Smisek to the Company's Board of Directors

 

 

SIGNATURE

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, Continental Airlines, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CONTINENTAL AIRLINES, INC.

 

 

November 30, 2004	By   /s/ Jennifer Vogel
	Jennifer L. Vogel
	Senior Vice President, General Counsel         and Secretary

 

 

EXHIBIT INDEX

99.1	Press Release Announcing Election of Jeffery A. Smisek to the Company's Board of Directors

 

 

EXHIBIT 99.1

News Release

Contact: Corporate Communications

Houston: 713.324.5080

Email: corpcomm@coair.com

News archive: continental.com/news/ Address: P.O. Box 4607, Houston, TX 77210-4607

CONTINENTAL AIRLINES ELECTS JEFF SMISEK

TO ITS BOARD OF DIRECTORS

HOUSTON, Nov. 30, 2004 - Continental Airlines (NYSE: CAL) today announced the election of Jeff Smisek, executive vice president and president-elect of Continental Airlines, Inc., to its board of directors. Smisek will join the board upon the retirement of Gordon Bethune, current chairman and chief executive officer, filling the vacancy on the board created by Bethune's resignation as a board member, expected to occur Dec. 30, 2004. In addition, Smisek will serve on the board's finance committee.

"Jeff has played an important role in Continental's success over the past ten years," said Gordon Bethune. "As a proven leader at Continental, Jeff will be a valuable addition to our board of directors."

Smisek will become president of Continental when Chairman and CEO Gordon Bethune retires and President and Chief Operating Officer Larry Kellner becomes chairman and CEO.

Smisek joined Continental in early 1995 as senior vice president and general counsel and has assumed increasing responsibilities over his career at Continental. He graduated from Princeton University, A.B. summa cum laude in economics, in 1976, and Harvard Law School, J.D. magna cum laude, in 1982. He also serves on the board of directors of Varco International Inc., where he is chairman of the corporate governance committee.

Continental Airlines is the world's sixth-largest airline with more than 3,000 daily departures throughout the Americas, Europe and Asia. Continental serves 151 domestic and 120 international destinations - more than any other airline in the world - and nearly 400 additional points are served via SkyTeam alliance airlines. With more than 41,000 employees, the airline has hubs serving New York, Houston, Cleveland and Guam, and carries approximately 51 million passengers per year. In 2004, Continental has earned awards and critical acclaim for both its operation and its corporate culture. FORTUNE ranks Continental one of the 100 Best Companies to Work For in America, an honor it has earned for six consecutive years, and also ranks Continental as the top airline in its Most Admired Global Companies in 2004. The carrier won major awards at the 2004 OAG Airline of the Year Awards including "Airline of the Year," "Best Airline Based in North America" and "Best Executive/Business Class." For more compan y information, visit continental.com.

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