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SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
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OMB Number: 3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Hart Brett J
(Last) (First) (Middle)
P. O. BOX 66100 - HDQLD
(Street)
CHICAGO IL 60666
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
United Continental Holdings, Inc. [ UAL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Gen Counsel and Corp Sec
3. Date of Earliest Transaction (Month/Day/Year)
12/16/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/16/2011 M 6,985 A $0(1) 20,903 D
Common Stock 12/16/2011 D 6,985 D $20.64(1) 13,918 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 12/16/2011 M 6,985 (2) (2) Common Stock 6,985 (1) 13,971 D
Explanation of Responses:
1. Reflects the vesting and settlement of restricted stock units. Each restricted stock unit represented the economic equivalent of one share of common stock and was settled in cash upon vesting at the sole discretion of the Compensation Committee of the United Continental Holdings, Inc. Board of Directors.
2. The restricted stock units ("RSUs") vest as follows: 6,985 RSUs on December 16, 2011, 6,985 RSUs on December 16, 2012, and 6,986 RSUs on December 16, 2013.
/s/ Jennifer L. Kraft for Brett J. Hart 12/20/2011
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
							Exhibit 24

United Continental Holdings, Inc.

Authorization and Designation to Sign and File
Section 16 Reporting Forms and Form 144s

The undersigned, an executive officer of United
Continental Holdings, Inc., a Delaware corporation
(the "Company"), does hereby authorize and designate
Jennifer L. Kraft, Sarah Hagy or Sucheta Misra
(the "Authorized Persons") to prepare, sign and file
on my behalf: (i) any and all Forms 3,4,5 and Form ID,
including any amendments thereto, relating to equity
securities of the Company with the Securities and Exchange
Commission (the "SEC") pursuant to the requirements of
Section 16 of the Securities Exchange Act of 1934,
as amended ("Section 16"), and the rules promulgated
thereunder; and (ii) any and all Forms 144 relating to
equity securities of the Company with the SEC pursuant to
Rule 144 under the Securities Act of 1933, as amended,
in each case which may be necessary or desirable as a
result of my ownership of or transaction in securities
of the Company.  The undersigned further hereby authorizes
and designates the Authorized Persons to do and perform
any and all acts for and on my behalf as may be necessary
or desirable to prepare, sign and file the forms
contemplated by this Authorization.  The undersigned hereby
revokes any prior Authorization and Designation to Sign
and File Section 16 Reporting Forms and Forms 144.  This
authorization, unless earlier revoked in writing, shall
be valid until the undersigned's reporting obligations
under Section 16 and Rule 144 with respect to securities
of the Company shall cease.

IN WITNESS WHEREOF, the undersigned has executed this
Authorization and Designation this 22nd day of August, 2011.

Signature:	/s/	Brett J. Hart
Printed Name:		Brett J. Hart
Position: 		Officer