Exhibit 10.7(b)
AMENDMENT TO COMPENSATION REDUCTION
AGREEMENT
This Amendment to Compensation Reduction Agreement (this
"Amendment") is entered into as of February 15, 2005, by and
between Continental Airlines, Inc., a Delaware corporation
("Company"), and Mark J. Moran ("Executive").
W I T N E S S E T
H:
WHEREAS, as part of Company's continuing efforts to
reduce its costs of operation, Executive previously agreed to
voluntarily reduce Executive's compensation pursuant to that
certain Compensation Reduction Agreement dated December 22, 2004
(the "Compensation Reduction Agreement"); and
WHEREAS, in a further effort to enhance the financial
health of Company and to preserve employment opportunities for all
employees of the Company and to avoid even the appearance that the
$500 million in pay and benefit reductions Company is seeking would
fund any payout in 2005 under the RSU provisions of the Company's
Long Term Incentive and RSU Program, as amended (the "LTIP/RSU
Program"), Executive desires to surrender and forfeit additional
RSUs;
NOW, THEREFORE, in consideration of the premises set
