Registration No. 333-71796
As filed with the Securities and Exchange Commission on July 6, 2004
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UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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Post Effective Amendment No. 1 to |
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FORM S-8 |
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REGISTRATION STATEMENT UNDER THE |
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SECURITIES ACT OF 1933 |
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__________________________ |
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CONTINENTAL AIRLINES, INC. |
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(Exact name of registrant as specified in its charter) |
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Delaware |
1600 Smith Street, Dept. HQSEO |
74-2099724 |
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(State or other |
Houston, Texas 77002 |
(IRS Employer |
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jurisdiction of |
(Address of principal executive offices) |
Identification No.) |
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incorporation or |
(Zip Code) |
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organization) |
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CONTINENTAL AIRLINES, INC. |
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1997 EMPLOYEE STOCK PURCHASE PLAN |
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(Full title of the plan) |
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Jennifer L. Vogel, Esq. |
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Senior Vice President, |
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General Counsel and Secretary |
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Continental Airlines, Inc. |
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1600 Smith Street, Dept. HQSEO |
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Houston, Texas 77002 |
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(713) 324-2950 |
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(Name and address of agent for service) |
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(Telephone number, including area code, of agent for service) |
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__________________________ |
DEREGISTRATION OF SECURITIES
Continental Airlines, Inc. (the "Company") previously filed a registration statement on Form S-8 (file no. 333-71796) for the purpose of registering 2,500,000 shares of its Class B Common Stock ("Common Stock") for issuance pursuant to the Continental Airlines, Inc. 1997 Employee Stock Purchase Plan (the "Plan"). The Company is filing this post-effective amendment to that registration statement to deregister any and all remaining unsold shares of Common Stock covered by such registration statement as of the date hereof. The Company has ceased offering securities under the Plan and no additional securities will be issued thereunder.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Houston, State of Texas, on July 6, 2004.
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CONTINENTAL AIRLINES, INC. By: /s/ Jennifer L. Vogel Jennifer L. Vogel Senior Vice President, General Counsel and Secretary |
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated on July 6, 2004.
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Signature |
Title |
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* Gordon M. Bethune |
Chairman of the Board, Chief Executive Officer (Principal Executive Officer) and Director |
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* Lawrence W. Kellner |
President, Chief Operating Officer and Director |
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* Jeffrey J. Misner |
Senior Vice President and Chief Financial Officer (Principal Financial Officer) |
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* Chris T. Kenny |
Vice President and Controller (Principal Accounting Officer) |
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* Thomas J. Barrack, Jr. |
Director |
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* Kirbyjon H. Caldwell |
Director |
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* Douglas H. McCorkindale |
Director |
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* Henry L. Meyer III |
Director |
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* Oscar Munoz |
Director |
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* George G.C. Parker |
Director |
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* Karen Hastie Williams |
Director |
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* Ronald B. Woodard |
Director |
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* Charles A. Yamarone |
Director |
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*By: /s/ Jennifer L. Vogel Jennifer L. Vogel, Attorney-in-Fact |
EXHIBIT INDEX
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Exhibit No. |
Description |
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24 |
- Powers of Attorney |
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Exhibit 24
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Thomas J. Barrack, Jr.
Print Name: Thomas J. Barrack, Jr.
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Gordon M. Bethune
Print Name: Gordon M. Bethune
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Kirbyjon H. Caldwell
Print Name: Kirbyjon H. Caldwell
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Lawrence W. Kellner
Print Name: Lawrence W. Kellner
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Douglas H. McCorkindale
Print Name: Douglas H. McCorkindale
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Henry L. Meyer III
Print Name: Henry L. Meyer III
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Oscar Munoz
Print Name: Oscar Munoz
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ George G.C. Parker
Print Name: George G.C. Parker
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Karen Hastie Williams
Print Name: Karen Hastie Williams
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Ronald B. Woodard
Print Name: Ronald B. Woodard
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Charles A. Yamarone
Print Name: Charles A. Yamarone
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Jeffrey J. Misner
Print Name: Jeffrey J. Misner
POWER OF ATTORNEY
The undersigned officer and/or director of Continental Airlines, Inc. does hereby constitute and appoint Jennifer L. Vogel and Kristin H. Becnel, or any of them, as the undersigned's true and lawful attorneys in fact and agents to do any and all acts and things in the undersigned's name and behalf in the undersigned's capacities as officer and/or director, and to execute any and all instruments for the undersigned and in the undersigned's name in the capacities indicated below which such person or persons may deem necessary or advisable to enable Continental Airlines, Inc. to comply with the Securities Act of 1933 and any rules, regulations and requirements of the Securities and Exchange Commission in connection with the Post-Effective Amendments to Registration Statements on Form S-8 ("Registration Statements") relating to the Continental Airlines, Inc. 1994 Stock Incentive Plan, 1994 Restricted Stock Grant, 1997 Employee Stock Purchase Plan and Deferred Compensation Plan, including speci fically, but not limited to, power and authority to sign for the undersigned the Registration Statements and any and all amendments thereto, and the undersigned does hereby ratify and confirm all that such person or persons shall do or cause to be done by virtue hereof.
June 8, 2004
By: /s/ Chris T. Kenny
Print Name: Chris T. Kenny