Amendment to Continental Airlines, Inc. Long Term Incentive Performance Award Program (March 12, 2004)
Continental Airlines, Inc. has amended its Long Term Incentive Performance Award Program as of March 12, 2004. The amendment, approved by the company's Human Resources Committee, updates the definition of 'Change in Control' to match the definition used in the Incentive Plan 2000 as of the same date. This change applies to all current and future awards under the program, without reducing any participant's rights. All other terms of the program remain unchanged.
EXHIBIT 10.7
Amendment to
Continental Airlines, Inc. Long Term Incentive Performance Award Program
This Amendment (this "Amendment") to the Continental Airlines, Inc. Long Term Incentive Performance Award Program (as amended and restated through February 3, 2004) (the "Program") is dated as of March 12, 2004 and has been adopted by the Human Resources Committee of the Board of Directors of Continental Airlines, Inc., a Delaware corporation (the "Company"), on March 12, 2004.
1. Pursuant to Section 7.2 of the Program (which provides for amendments to the Program), the Program is hereby amended as follows:
Section 2.1(g) of the Program is hereby amended in its entirety to read as follows:
"(g) 'Change in Control' shall have the same meaning as is assigned to such term under the Incentive Plan 2000, as in effect on March 12, 2004 after giving effect to amendments thereto through such date."
2. The Program, as amended by this Amendment, shall apply to all Awards made under the Program on or after the date hereof and to all outstanding Awards made under the Program prior to the date hereof inasmuch as the changes to the Program effected hereby do not impair the rights of any Participant. In all other respects, the Program shall continue in full force and effect with respect to all Awards made thereunder.
3. Capitalized terms used in this Amendment without definition are defined in the Program and are used in this Amendment with the same meanings as in the Program.
IN WITNESS WHEREOF, the undersigned has executed this Amendment on behalf of the Company as of March 12, 2004.
CONTINENTAL AIRLINES, INC.
By:_/s/ Jeffery A. Smisek___________
Jeffery A. Smisek
Executive Vice President