Continental Airlines Stockholders Approve Recapitalization Proposal

22nd Jan 2001

Continental Airlines (NYSE: CAL)
announced today that its stockholders have approved its previously announced
recapitalization proposal at a special stockholders meeting held on
Jan. 22, 2001.

Continental repurchased for $450 million approximately 6.7 million shares
of its Class A common stock from Northwest Airlines Corporation and its
affiliates.  Continental`s stockholders approved a recapitalization pursuant
to which all remaining shares of Class A common stock have been reclassified
into 1.32 shares of Class B common stock.  As a result, Continental now has a
single class of common stock outstanding (Class B), each share of which has
one vote.

As part of the transaction, Continental and Northwest amended their
alliance agreement to extend its term through 2025, and to make the agreement
terminable by either Northwest or Continental upon certain change in control
transactions involving Northwest, and by Northwest or, under certain
circumstances, Continental upon certain change in control transactions
involving Continental.

Continental also issued to Northwest a share of preferred stock which
gives Northwest the power to block certain change in control transactions
involving Continental, and which is redeemable by Continental in certain
circumstances, including upon certain change in control transactions involving





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