As
filed with the Securities and Exchange Commission on April 23,
2007
Registration
No. 333-79827
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C.
20549
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Post-Effective
Amendment No. 1
to
Form
S-3
REGISTRATION
STATEMENT UNDER THE SECURITIES ACT OF 1933
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Continental
Airlines, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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74-2099724
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(State
or other jurisdiction of incorporation or
organization)
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(I.R.S.
Employer Identification No.)
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1600
Smith Street
Houston,
Texas 77002
(713) 324-5000
(Address,
including zip code, and telephone number, including area code, of registrant’s
principal executive offices)
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Jennifer
L. Vogel, Esq.
Senior
Vice President,
General
Counsel, Secretary and Chief Compliance Officer
1600
Smith Street
Department
HQSEO
Houston,
Texas 77002
(713)
324-2950
(Name,
address, including zip code, and telephone number, including area code, of
agent
for service)
Copies
to:
John
K. Hoyns, Esq.
Hughes
Hubbard & Reed LLP
One
Battery Park Plaza
New
York, NY 10004-1482
(212)
837-6762
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Approximate
date of commencement of proposed sale to the public:
Not
applicable.
If the only securities being registered on this Form are being offered pursuant
to dividend or interest reinvestment plans, please check the following
box. o
If any of the securities being registered on this Form are to be offered on
a
delayed or continuous basis pursuant to Rule 415 under the Securities Act
of 1933, other than securities offered only in connection with dividend or
interest reinvestment plans, check the following
box. o
If this Form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act, please check the following box and
list the Securities Act registration statement number of the earlier effective
registration statement for the same offering.
o
If this Form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. o
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. o
This
post-effective amendment shall hereafter become effective in accordance with
Section 8(c) of the Securities Act of 1933, as amended, on such date as the
Securities and Exchange Commission, acting pursuant to said Section 8(c),
may determine.
DEREGISTRATION
OF SECURITIES
On
June
2, 1999, Continental Airlines, Inc. (the “Registrant”) filed with the Securities
and Exchange Commission a Registration Statement on Form S-3 (Registration
No.
333-79827) (the “Registration Statement”), as amended by Amendment No. 1 filed
June 15, 1999, which registered $300,000,000 total principal amount of debt
securities.
In
accordance with the undertaking made by the Registrant in the Registration
Statement pursuant to Item 512(a)(3) of Regulation S-K, the Registrant files
this Post-Effective Amendment No. 1 to the Registration Statement to deregister
all securities registered that remain unsold pursuant to the Registration
Statement.
SIGNATURES
Pursuant
to the requirements of the Securities Act of 1933, Continental Airlines,
Inc.
certifies that it has reasonable grounds to believe that it meets all of
the
requirements for filing on Form S-3 and has duly caused this Post-Effective
Amendment No. 1 to the Registration Statement to be signed on its behalf by
the undersigned, thereunto duly authorized, in the City of Houston, State
of
Texas, on April 20, 2007.
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CONTINENTAL
AIRLINES, INC.
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By:
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/s/ Jennifer L. Vogel
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Name: Jennifer
L. Vogel
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Title: Senior
Vice President, General Counsel,
Secretary
and Chief Compliance Officer
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Signature
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Title
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*
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Chairman
of the Board, Chief Executive Officer
(Principal
Executive Officer) and Director
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Lawrence
W. Kellner
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President
and Director
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Jeffery
A. Smisek
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/s/
Jeffrey J. Misner
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Executive
Vice President and Chief Financial
Officer
(Principal Financial Officer)
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Jeffrey
J. Misner
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/s/
Chris Kenny
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Vice
President and Controller
(Principal
Accounting Officer)
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Chris
Kenny
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*
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Director
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Thomas
J. Barrack, Jr.
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*
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Director
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Kirbyjon
H. Caldwell
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*
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Director
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Douglas
H. McCorkindale
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Director
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Henry
L. Meyer III
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Director
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Oscar
Munoz
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*
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Director
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George
G. C. Parker
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*
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Director
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Karen
Hastie Williams
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Director
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Ronald
B. Woodard
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*
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Director
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Charles
A. Yamarone
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*By:
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/s/
Jennifer L. Vogel
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Jennifer
L. Vogel
Attorney
in Fact
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