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): May 24, 2006

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):

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

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

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01.Other Events.

The consolidated financial statements of Financial Guaranty Insurance Company (“FGIC”) and subsidiaries as of December 31, 2005 and 2004, and for the years ended December 31, 2005 and 2004 and the periods from December 18, 2003 through December 31, 2003 and from January 1, 2003 through December 17, 2003, are included in the preliminary prospectus supplement, dated May 24, 2006, of Continental Airlines, Inc. relating to its Pass Through Certificates, Series 2006-1 (the “Preliminary Prospectus Supplement”), which forms a part of the Registration Statement on Form S-3 of Continental Airlines, Inc. (No. 333-133187) (the “Registration Statement”). The consolidated financial statements of FGIC and subsidiaries as of December 31, 2005 and 2004 and for the years ended December 31, 2005 and 2004 and the periods from December 18, 2003 through December 31, 2003 and from January 1, 2003 through December 17, 2003 have been audited by Ernst & Young LLP. The consent of Ernst & Young LLP to their being referred to as “Experts” in the Preliminary Prospectus Supplement and to the use of their audit report on such financial statements in the Preliminary Prospectus Supplement is attached hereto, as Exhibit 23.1.

Item 9.01.Financial Statements and Exhibits.

Exhibits:

23.1Consent of Independent Registered Public Accounting Firm

SIGNATURES

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

CONTINENTAL AIRLINES, INC.
By:	/s/ Jennifer L. Vogel
	Jennifer L. Vogel
	Senior Vice President, General Counsel, Secretary and Corporate Compliance Officer

Dated: May 24, 2006 

EX-23.1

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the reference to our firm under the caption “Experts” and to the use of our report dated January 23, 2006 with respect to the consolidated financial statements of Financial Guaranty Insurance Company and subsidiaries included in the registration statement Form S-3 (No. 333-133187) and the related Preliminary Prospectus Supplement of Continental Airlines, Inc. for the registration of its Pass Through Certificates, Series 2006-1.

/s/ Ernst & Young LLP

New York, New York

May 23, 2006