NOTE 2—EARNINGS PER SHARE

The table below represents the computation of UAL basic and diluted earnings per share amounts and the number of securities that have been excluded from the computation of diluted earnings per share amounts because they were antidilutive (in millions, except per share amounts):


	Three Months Ended September 30,					Nine Months Ended September 30,
	2011			2010		2011			2010
UAL basic earnings per share:
Net income	$	653		$	387	$	978		$	578
Less: Income allocable to participating securities		(2	)		—		(3	)		(1	)

Earnings available to common stockholders	$	651		$	387	$	975		$	577

Basic weighted average shares outstanding		330			168		329			168

Earnings per share, basic	$	1.97		$	2.30	$	2.96		$	3.44

UAL diluted earnings per share:
Earnings available to common stockholders	$	651		$	387		975		$	577
Effect of UAL 4.5% Senior Limited-Subordination Convertible Notes		2			18		31			53
Effect of Continental 4.5% Convertible Notes		2			—		7			—
Effect of UAL 5% Senior Convertible Notes		—			4		—			—
Effect of Continental 6% Convertible Junior Subordinated Debentures		4			—		—			—
Effect of UAL 6% Senior Convertible Notes		4			4		13			13

Earnings available to common stockholders including the effect of dilutive securities	$	663		$	413	$	1,026		$	643

UAL diluted shares outstanding:
Basic weighted average shares outstanding		330			168		329			168
Effect of restricted stock units and employee stock options		1			2		2			1
Effect of UAL 4.5% Senior Limited-Subordination Convertible Notes		5			22		13			22
Effect of Continental 4.5% Convertible Notes		12			—		12			—
Effect of UAL 5% Senior Convertible Notes		—			3		—			—
Effect of Continental 6% Convertible Junior Subordinated Debentures		4			—		—			—
Effect of UAL 6% Senior Convertible Notes		40			40		40			40

Diluted weighted average shares outstanding		392			235		396			231

Earnings per share, diluted	$	1.69		$	1.75	$	2.59		$	2.78

UAL potentially dilutive shares excluded from diluted per share amounts:
Restricted stock and units and stock options		7			5		6			5
Continental 6% Convertible Junior Subordinated Debentures		—			—		4			—
UAL 5% Senior Convertible Notes (Note 9)		—			—		—			3

UAL's 6% Senior Notes due 2031, with a principal amount of $633 million as of September 30, 2011, can be redeemed, and the $62.5 million of UAL's 8% Contingent Senior Notes (the "8% Notes"), which UAL is obligated to issue no later than February 14, 2012, will be redeemable when issued with either cash or shares of UAL common stock, or in the case of mandatory redemption, a combination thereof, at UAL's option. These notes are not included in the diluted earnings per share calculation because, if UAL were to redeem the notes, it is UAL's intent to redeem these notes with cash. See Note 8 of this report for additional information on the 8% Notes.

During the second quarter of 2011, UAL repurchased at par value approximately $570 million of the $726 million outstanding principal amount of its 4.5% Senior Limited-Subordination Convertible Notes due 2021 with cash after the notes were put to UAL by the noteholders. For the nine months ended September 30, 2011, the dilutive effect of the 4.5% Senior Limited-Subordination Convertible Notes due 2021 was excluded from the diluted earnings per share calculations from the date that notice was given of the Company's intent to pay the notes put to it in cash up to the June 30, 2011 repurchase date.

The table below represents the computation of Continental Predecessor's basic and diluted earnings per share amounts (in millions, except per share amounts):


	Three Months Ended September 30,		Nine Months Ended September 30,
	2010		2010
Continental Predecessor basic earnings per share:
Earnings available to common stockholders	$	354	$	441

Basic weighted average shares outstanding		140		140

Earnings per share, basic	$	2.52	$	3.16


Continental Predecessor diluted earnings per share:
Earnings available to common stockholders	$	354	$	441
Effect of 5% Convertible Notes		2		10
Effect of 6% Convertible Junior Subordinated Debentures		3		10
Effect of 4.5% Convertible Notes		3		7

Earnings available to common stockholders including the effect of dilutive securities	$	362	$	468


Continental Predecessor diluted shares outstanding:
Basic weighted average shares outstanding		140		140
5% Convertible Notes		9		9
6% Convertible Junior Subordinated Debentures		4		4
4.5% Convertible Notes		12		12
Employee stock options		2		2

Diluted weighted average shares outstanding		167		167

Earnings per share, diluted	$	2.16	$	2.81


Continental Predecessor potentially dilutive shares excluded from diluted per share amounts:
Employee stock options		2		2

Earnings Per Share

NOTE 2—EARNINGS PER SHARE

The table below represents the computation of UAL basic and diluted earnings per share amounts and the number of securities that have been excluded from the computation of diluted earnings per share amounts because they were antidilutive (in millions, except per share amounts):


	Three Months Ended September 30,					Nine Months Ended September 30,
	2011			2010		2011			2010
UAL basic earnings per share:
Net income	$	653		$	387	$	978		$	578
Less: Income allocable to participating securities		(2	)		—		(3	)		(1	)

Earnings available to common stockholders	$	651		$	387	$	975		$	577

Basic weighted average shares outstanding		330			168		329			168

Earnings per share, basic	$	1.97		$	2.30	$	2.96		$	3.44

UAL diluted earnings per share:
Earnings available to common stockholders	$	651		$	387		975		$	577
Effect of UAL 4.5% Senior Limited-Subordination Convertible Notes		2			18		31			53
Effect of Continental 4.5% Convertible Notes		2			—		7			—
Effect of UAL 5% Senior Convertible Notes		—			4		—			—
Effect of Continental 6% Convertible Junior Subordinated Debentures		4			—		—			—
Effect of UAL 6% Senior Convertible Notes		4			4		13			13

Earnings available to common stockholders including the effect of dilutive securities	$	663		$	413	$	1,026		$	643

UAL diluted shares outstanding:
Basic weighted average shares outstanding		330			168		329			168
Effect of restricted stock units and employee stock options		1			2		2			1
Effect of UAL 4.5% Senior Limited-Subordination Convertible Notes		5			22		13			22
Effect of Continental 4.5% Convertible Notes		12			—		12			—
Effect of UAL 5% Senior Convertible Notes		—			3		—			—
Effect of Continental 6% Convertible Junior Subordinated Debentures		4			—		—			—
Effect of UAL 6% Senior Convertible Notes		40			40		40			40

Diluted weighted average shares outstanding		392			235		396			231

Earnings per share, diluted	$	1.69		$	1.75	$	2.59		$	2.78

UAL potentially dilutive shares excluded from diluted per share amounts:
Restricted stock and units and stock options		7			5		6			5
Continental 6% Convertible Junior Subordinated Debentures		—			—		4			—
UAL 5% Senior Convertible Notes (Note 9)		—			—		—			3

UAL's 6% Senior Notes due 2031, with a principal amount of $633 million as of September 30, 2011, can be redeemed, and the $62.5 million of UAL's 8% Contingent Senior Notes (the "8% Notes"), which UAL is obligated to issue no later than February 14, 2012, will be redeemable when issued with either cash or shares of UAL common stock, or in the case of mandatory redemption, a combination thereof, at UAL's option. These notes are not included in the diluted earnings per share calculation because, if UAL were to redeem the notes, it is UAL's intent to redeem these notes with cash. See Note 8 of this report for additional information on the 8% Notes.

During the second quarter of 2011, UAL repurchased at par value approximately $570 million of the $726 million outstanding principal amount of its 4.5% Senior Limited-Subordination Convertible Notes due 2021 with cash after the notes were put to UAL by the noteholders. For the nine months ended September 30, 2011, the dilutive effect of the 4.5% Senior Limited-Subordination Convertible Notes due 2021 was excluded from the diluted earnings per share calculations from the date that notice was given of the Company's intent to pay the notes put to it in cash up to the June 30, 2011 repurchase date.

The table below represents the computation of Continental Predecessor's basic and diluted earnings per share amounts (in millions, except per share amounts):


	Three Months Ended September 30,		Nine Months Ended September 30,
	2010		2010
Continental Predecessor basic earnings per share:
Earnings available to common stockholders	$	354	$	441

Basic weighted average shares outstanding		140		140

Earnings per share, basic	$	2.52	$	3.16


Continental Predecessor diluted earnings per share:
Earnings available to common stockholders	$	354	$	441
Effect of 5% Convertible Notes		2		10
Effect of 6% Convertible Junior Subordinated Debentures		3		10
Effect of 4.5% Convertible Notes		3		7

Earnings available to common stockholders including the effect of dilutive securities	$	362	$	468


Continental Predecessor diluted shares outstanding:
Basic weighted average shares outstanding		140		140
5% Convertible Notes		9		9
6% Convertible Junior Subordinated Debentures		4		4
4.5% Convertible Notes		12		12
Employee stock options		2		2

Diluted weighted average shares outstanding		167		167

Earnings per share, diluted	$	2.16	$	2.81


Continental Predecessor potentially dilutive shares excluded from diluted per share amounts:
Employee stock options		2		2

Earnings Per Share

NOTE 2—EARNINGS PER SHARE

The table below represents the computation of UAL basic and diluted earnings per share amounts and the number of securities that have been excluded from the computation of diluted earnings per share amounts because they were antidilutive (in millions, except per share amounts):


	Three Months Ended September 30,					Nine Months Ended September 30,
	2011			2010		2011			2010
UAL basic earnings per share:
Net income	$	653		$	387	$	978		$	578
Less: Income allocable to participating securities		(2	)		—		(3	)		(1	)

Earnings available to common stockholders	$	651		$	387	$	975		$	577

Basic weighted average shares outstanding		330			168		329			168

Earnings per share, basic	$	1.97		$	2.30	$	2.96		$	3.44

UAL diluted earnings per share:
Earnings available to common stockholders	$	651		$	387		975		$	577
Effect of UAL 4.5% Senior Limited-Subordination Convertible Notes		2			18		31			53
Effect of Continental 4.5% Convertible Notes		2			—		7			—
Effect of UAL 5% Senior Convertible Notes		—			4		—			—
Effect of Continental 6% Convertible Junior Subordinated Debentures		4			—		—			—
Effect of UAL 6% Senior Convertible Notes		4			4		13			13

Earnings available to common stockholders including the effect of dilutive securities	$	663		$	413	$	1,026		$	643

UAL diluted shares outstanding:
Basic weighted average shares outstanding		330			168		329			168
Effect of restricted stock units and employee stock options		1			2		2			1
Effect of UAL 4.5% Senior Limited-Subordination Convertible Notes		5			22		13			22
Effect of Continental 4.5% Convertible Notes		12			—		12			—
Effect of UAL 5% Senior Convertible Notes		—			3		—			—
Effect of Continental 6% Convertible Junior Subordinated Debentures		4			—		—			—
Effect of UAL 6% Senior Convertible Notes		40			40		40			40

Diluted weighted average shares outstanding		392			235		396			231

Earnings per share, diluted	$	1.69		$	1.75	$	2.59		$	2.78

UAL potentially dilutive shares excluded from diluted per share amounts:
Restricted stock and units and stock options		7			5		6			5
Continental 6% Convertible Junior Subordinated Debentures		—			—		4			—
UAL 5% Senior Convertible Notes (Note 9)		—			—		—			3

UAL's 6% Senior Notes due 2031, with a principal amount of $633 million as of September 30, 2011, can be redeemed, and the $62.5 million of UAL's 8% Contingent Senior Notes (the "8% Notes"), which UAL is obligated to issue no later than February 14, 2012, will be redeemable when issued with either cash or shares of UAL common stock, or in the case of mandatory redemption, a combination thereof, at UAL's option. These notes are not included in the diluted earnings per share calculation because, if UAL were to redeem the notes, it is UAL's intent to redeem these notes with cash. See Note 8 of this report for additional information on the 8% Notes.

During the second quarter of 2011, UAL repurchased at par value approximately $570 million of the $726 million outstanding principal amount of its 4.5% Senior Limited-Subordination Convertible Notes due 2021 with cash after the notes were put to UAL by the noteholders. For the nine months ended September 30, 2011, the dilutive effect of the 4.5% Senior Limited-Subordination Convertible Notes due 2021 was excluded from the diluted earnings per share calculations from the date that notice was given of the Company's intent to pay the notes put to it in cash up to the June 30, 2011 repurchase date.

The table below represents the computation of Continental Predecessor's basic and diluted earnings per share amounts (in millions, except per share amounts):


	Three Months Ended September 30,		Nine Months Ended September 30,
	2010		2010
Continental Predecessor basic earnings per share:
Earnings available to common stockholders	$	354	$	441

Basic weighted average shares outstanding		140		140

Earnings per share, basic	$	2.52	$	3.16


Continental Predecessor diluted earnings per share:
Earnings available to common stockholders	$	354	$	441
Effect of 5% Convertible Notes		2		10
Effect of 6% Convertible Junior Subordinated Debentures		3		10
Effect of 4.5% Convertible Notes		3		7

Earnings available to common stockholders including the effect of dilutive securities	$	362	$	468


Continental Predecessor diluted shares outstanding:
Basic weighted average shares outstanding		140		140
5% Convertible Notes		9		9
6% Convertible Junior Subordinated Debentures		4		4
4.5% Convertible Notes		12		12
Employee stock options		2		2

Diluted weighted average shares outstanding		167		167

Earnings per share, diluted	$	2.16	$	2.81


Continental Predecessor potentially dilutive shares excluded from diluted per share amounts:
Employee stock options		2		2