8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): December 1, 2008

CONTINENTAL AIRLINES, INC.

(Exact Name of Registrant as Specified in Its Charter)

DELAWARE

(State or Other Jurisdiction of Incorporation)

1-10323	74-2099724
(Commission File Number)	(IRS Employer Identification No.)

1600 Smith Street, Dept. HQSEO, Houston, Texas	77002
(Address of Principal Executive Offices)	(Zip Code)

(713) 324-2950

(Registrant's Telephone Number, Including Area Code)

______________________________________

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

(17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

(17 CFR 240.13e-4(c))

Item 8.01. Other Events.

On December 1, 2008, we issued a press release announcing our November 2008 performance. The press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release for November Performance

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, Continental Airlines, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CONTINENTAL AIRLINES, INC.

December 1, 2008	By /s/ Lori A. Gobillot
		Lori A. Gobillot
		Staff Vice President and Assistant General
		Counsel

EXHIBIT INDEX

99.1 Press Release for November Performance

EX-99.1

News Release		Exhibit 99.1
Contact:	Corporate Communications
Houston:	713.324.5080
Email:	corpcomm@coair.com
News archive:	continental.com/company/news/	Address:	P.O. Box 4607, Houston, TX 77210-4607

CONTINENTAL AIRLINES REPORTS NOVEMBER 2008

OPERATIONAL PERFORMANCE

HOUSTON, Dec. 1, 2008 – Continental Airlines (NYSE: CAL) today reported a November consolidated (mainline plus regional) load factor of 77.3 percent, 2.8 points below the November 2007 consolidated load factor, and a mainline load factor of 77.8 percent, 2.6 points below the November 2007 mainline load factor.  In addition, the carrier reported a domestic mainline November load factor of 80.6 percent, 2.5 points below the November 2007 domestic mainline load factor, and an international mainline load factor of 75.0 percent, 2.4 points below November 2007.

During the month, Continental recorded a U.S. Department of Transportation (DOT) on-time arrival rate of 80.8 percent and a mainline segment completion factor of 99.9 percent.

In November 2008, Continental flew 6.6 billion consolidated revenue passenger miles (RPMs) and 8.5 billion consolidated available seat miles (ASMs), resulting in a consolidated traffic decrease of 10.5 percent and a capacity decrease of 7.3 percent as compared to November 2007. In November 2008, Continental flew 5.9 billion mainline RPMs and 7.5 billion mainline ASMs, resulting in a mainline traffic decrease of 10.7 percent and a mainline capacity decrease of 7.8 percent as compared to November 2007. Domestic mainline traffic was 3.1 billion RPMs in November 2008, down 15.0 percent from November 2007, and domestic mainline capacity was 3.8 billion ASMs, down 12.4 percent from November 2007.

For November 2008, consolidated passenger revenue per available seat mile (RASM) is estimated to have increased between 1.0 and 2.0 percent compared to November 2007, while mainline passenger RASM is estimated to have increased between 2.0 and 3.0 percent compared to November 2007. Mainline domestic RASM for November 2008 is estimated to be between flat and up 1.0 percent compared to November 2007.

For October 2008, consolidated passenger RASM increased 9.5 percent compared to October 2007, while mainline passenger RASM increased 10.4 percent compared to October 2007.

Continental’s regional operations had a November load factor of73.1 percent, 4.6 points below the November 2007 regional load factor.  Regional RPMs were 715.0 million and regional ASMs were 977.5 million in November 2008, resulting in a traffic decrease of 8.9 percent and a capacity decrease of 3.2 percent versus November 2007.

Continental Airlines is the world's fifth largest airline.  Continental, together with Continental Express and Continental Connection, has more than 2,500 daily departures throughout the Americas, Europe and Asia, serving 134 domestic and 131 international destinations. More than 675 additional points are served via alliance partners.  With more than 43,000 employees, Continental has hubs serving New York, Houston, Cleveland and Guam, and together with Continental Express, carries approximately 69 million passengers per year.

Continental consistently earns awards and critical acclaim for both its operation and its corporate culture.  For the fifth consecutive year, FORTUNE magazine named Continental the No. 1 World’s Most Admired Airline on its 2008 list of World’s Most Admired Companies. For more company information, go to continental.com.

This press release contains forward-looking statements that are not limited to historical facts, but reflect the company’s current beliefs, expectations or intentions regarding future events. All forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. For examples of such risks and uncertainties, please see the risk factors set forth in the company’s 2007 10-K and its other securities filings, including any amendments thereto, which identify important matters such as the consequences of the company’s high leverage, the significant volatility in the cost of aircraft fuel, the company’s transition to a new global alliance, delays in scheduled aircraft deliveries, its high labor and pension costs, service interruptions at one of its hub airports, disruptions to the operations of its regional operators, disruptions in its computer systems, and industry conditions, including the airline pricing environment, industry capacity decisions, industry consolidation, terrorist attacks, regulatory matters, excessive taxation, the availability and cost of insurance, public health threats, an economic downturn in the U.S. and global economies and the seasonal nature of the airline business. The company undertakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that may arise after the date of this press release, except as required by applicable law.

PRELIMINARY TRAFFIC RESULTS
NOVEMBER		2008	2007	Change
REVENUE PASSENGER MILES (000)
	Domestic	3,079,293	3,622,394	-15.0	Percent
	International	2,784,408	2,944,508	-5.4	Percent
	Transatlantic	1,465,741	1,518,980	-3.5	Percent
	Latin America	801,485	821,060	-2.4	Percent
	Pacific	517,182	604,468	-14.4	Percent
	Mainline	5,863,701	6,566,902	-10.7	Percent
	Regional	715,003	785,014	-8.9	Percent
	Consolidated	6,578,704	7,351,916	-10.5	Percent
AVAILABLE SEAT MILES (000)
	Domestic	3,820,013	4,361,285	-12.4	Percent
	International	3,712,195	3,805,619	-2.5	Percent
	Transatlantic	1,986,001	1,975,055	0.6	Percent
	Latin America	1,016,962	1,028,432	-1.1	Percent
	Pacific	709,232	802,132	-11.6	Percent
	Mainline	7,532,208	8,166,904	-7.8	Percent
	Regional	977,543	1,009,989	-3.2	Percent
	Consolidated	8,509,751	9,176,893	-7.3	Percent
PASSENGER LOAD FACTOR
	Domestic	80.6 Percent	83.1 Percent	-2.5	Points
	International	75.0 Percent	77.4 Percent	-2.4	Points
	Transatlantic	73.8 Percent	76.9 Percent	-3.1	Points
	Latin America	78.8 Percent	79.8 Percent	-1.0	Points
	Pacific	72.9 Percent	75.4 Percent	-2.5	Points
	Mainline	77.8 Percent	80.4 Percent	-2.6	Points
	Regional	73.1 Percent	77.7 Percent	-4.6	Points
	Consolidated	77.3 Percent	80.1 Percent	-2.8	Points
ONBOARD PASSENGERS
	Mainline	3,487,165	4,049,359	-13.9	Percent
	Regional	1,325,422	1,453,089	-8.8	Percent
	Consolidated	4,812,587	5,502,448	-12.5	Percent
CARGO REVENUE TON MILES (000)
	Total	79,033	93,078	-15.1	Percent

PRELIMINARY TRAFFIC RESULTS
YEAR-TO-DATE		2008	2007	Change
REVENUE PASSENGER MILES (000)
	Domestic	39,504,455	41,663,896	-5.2	Percent
	International	36,967,642	35,815,311	3.2	Percent
	Transatlantic	19,814,324	18,593,410	6.6	Percent
	Latin America	10,652,411	10,198,420	4.5	Percent
	Pacific	6,500,907	7,023,481	-7.4	Percent
	Mainline	76,472,097	77,479,207	-1.3	Percent
	Regional	9,103,936	9,063,304	0.4	Percent
	Consolidated	85,576,033	86,542,511	-1.1	Percent
AVAILABLE SEAT MILES (000)
	Domestic	47,447,743	49,553,311	-4.2	Percent
	International	47,198,249	44,922,409	5.1	Percent
	Transatlantic	25,674,637	23,328,808	10.1	Percent
	Latin America	12,991,056	12,602,633	3.1	Percent
	Pacific	8,532,556	8,990,968	-5.1	Percent
	Mainline	94,645,992	94,475,720	0.2	Percent
	Regional	11,963,468	11,573,141	3.4	Percent
	Consolidated	106,609,460	106,048,861	0.5	Percent
PASSENGER LOAD FACTOR
	Domestic	83.3 Percent	84.1 Percent	-0.8	Points
	International	78.3 Percent	79.7 Percent	-1.4	Points
	Transatlantic	77.2 Percent	79.7 Percent	-2.5	Points
	Latin America	82.0 Percent	80.9 Percent	1.1	Points
	Pacific	76.2 Percent	78.1 Percent	-1.9	Points
	Mainline	80.8 Percent	82.0 Percent	-1.2	Points
	Regional	76.1 Percent	78.3 Percent	-2.2	Points
	Consolidated	80.3 Percent	81.6 Percent	-1.3	Points
ONBOARD PASSENGERS
	Mainline	44,894,665	46,814,584	-4.1	Percent
	Regional	16,597,677	16,538,162	0.4	Percent
	Consolidated	61,492,342	63,352,746	-2.9	Percent
CARGO REVENUE TON MILES (000)
	Total	934,676	945,384	-1.1	Percent

PRELIMINARY OPERATIONAL AND FINANCIAL RESULTS
NOVEMBER	2008	2007	Change
On-Time Performance 1	80.8%	78.0%	2.8	Points
Completion Factor 2	99.9%	99.8%	0.1	Points
October 2008 year-over-year consolidated RASM change			9.5	Percent
October 2008 year-over-year mainline RASM change			10.4	Percent
November 2008 estimated year-over-year consolidated RASM change			1.0 - 2.0	Percent
November 2008 estimated year-over-year mainline RASM change			2.0 - 3.0	Percent
November 2008 estimated average price per gallon of fuel, including fuel taxes			2.77	Dollars
Fourth Quarter 2008 estimated average price per gallon of fuel, including fuel taxes			3.03	Dollars
1 Department of Transportation Arrivals within 14 minutes
2 Mainline Segment Completion Percentage