Covanta Shareholders Approve Amendments That Improve Access to Capital

Date: November 16, 2006

Source: Covanta Holding Corporation

Covanta Holding Corporation (NYSE: CVA) announced today that its stockholders approved two amendments to the Company's certificate of incorporation at a Special Meeting of Stockholders.

Covanta stockholders approved an amendment to the Company's certificate of incorporation to delete a provision which placed restrictions on the acquisition and transfer of common stock by owners of 5% or more of the outstanding common stock. Since 1990, Covanta's certificate of incorporation has included these restrictions in order to preserve the efficient use of Covanta's net operating loss tax carryforwards ("NOLs"). Because of such factors as the growth of Covanta's equity value, the Board of Directors concluded that this provision was no longer necessary. Covanta also believes that the removal of this restriction could increase the liquidity of the Company's common stock and improve the Company's ability to access the capital markets.

Covanta's stockholders also approved the removal of another historical provision of Covanta's certificate of incorporation which required stockholder approval of the terms of any preferred stock issued by the Company to affiliates and to holders of 1% or more of the common stock.

About Covanta Holding Corporation

Covanta Holding Corporation is a New York Stock Exchange listed company, engaging in waste disposal, energy services and specialty insurance through its subsidiaries. Its subsidiary, Covanta Energy Corporation, is an internationally recognized owner and operator of waste-to-energy and power generation projects. Covanta's waste-to-energy facilities convert municipal solid waste into renewable energy for numerous communities, predominantly in the United States.

For more information, contact:
Gavin Bell

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