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 15, 2005

HORIZON LINES, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	333-123073	74-3123672
(State or Other Jurisdiction of Organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

4064 Colony Road, Suite 200

Charlotte, North Carolina 28211

(Address of Principal Executive Offices, including Zip Code)

(704) 973-7000

(Registrant’s telephone number, including area code)

N/A

(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:

¨ 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 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

The title of Mr. John V. Keenan’s position at Horizon Lines, Inc. (the “Company”) and certain of its subsidiaries, including Horizon Lines, LLC, has been changed to Senior Vice President and Chief Transportation Officer. In connection therewith, Horizon Lines, LLC and Mr. Keenan have entered into an amendment, dated as of December 20, 2005, to his employment agreement with Horizon Lines, LLC. Such amendment provides that, effective February 1, 2006, Mr. Keenan’s title at Horizon Lines, LLC shall be Senior Vice President and Chief Transportation Officer. A copy of this amendment is attached as Exhibit 10.44.1 to this Current Report on Form 8-K.

ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.

General John W. Handy (USAF Ret.), 61, has been appointed to the position of Executive Vice President of the Company, effective February 1, 2006. General Handy has served as a consultant to the Company since October 2005. His consulting relationship with the Company commenced following his retirement from the U.S. Air Force in September 2005 after 39 years of distinguished service. General Handy served as the four-star Commanding General of USTRANSCOM and the U.S. Air Force Air Mobility Command from November 2001 until September 2005 and as Vice Chief of Staff of the U.S. Air Force from April 2000 until November 2001. USTRANSCOM is the single manager for air, land and sea transportation for the U.S. Department of Defense.

In addition, certain members of the Company’s management team have been promoted and the responsibilities of certain members of the Company’s management team have been realigned. For further information, see a copy of the related press release attached as Exhibit 99.2 to this Current Report on Form 8-K.

ITEM 8.01. OTHER EVENTS

On December 15, 2005, Horizon Lines, LLC issued a press release announcing that it will file an increase with the Surface Transportation Board to raise its fuel surcharge for the Hawaii and Guam trades by 2% to 15%, effective January 2, 2006. A copy of this press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

On December 20, 2005, the Company issued a press release announcing the appointment of General John W. Handy (USAF Ret.) as Executive Vice President, the promotion of certain members of the Company’s management team and the realignment of the responsibilities of certain members of the Company’s management team. A copy of this press release is attached as Exhibit 99.2 to this Current Report on Form 8-K.

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ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

Exhibit No.	Description
10.44.1*	First Amendment to Employment Agreement dated as of December 20, 2005, between Horizon Lines, LLC and John V. Keenan.
99.1*	Press release dated December 15, 2005.
99.2*	Press release dated December 20, 2005.

* Filed herewith.

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SIGNATURES

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

	HORIZON LINES, INC.
	(Registrant)
Date: December 20, 2005	By:	/S/    M. MARK URBANIA
		M. Mark Urbania
		Senior Vice President, Chief Financial Officer and Assistant Secretary

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EXHIBIT INDEX

Exhibit No.	Description
10.44.1*	First Amendment to Employment Agreement dated as of December 20, 2005, between Horizon Lines, LLC and John V. Keenan.
99.1*	Press release dated December 15, 2005.
99.2*	Press release dated December 20, 2005.

* Filed herewith.

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EX-10.44.1

Exhibit 10.44.1

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT

This FIRST AMENDMENT TO EMPLOYMENT AGREEMENT dated as of December 20, 2005 (this “Amendment”), amending that certain Employment Agreement, dated as of September 16, 2005 (the “Employment Agreement”), is made and entered into by and between Horizon Lines, LLC, a Delaware limited liability company, and John V. Keenan.

The parties hereto desire to amend the Employment Agreement as herein provided.

NOW, THEREFORE, in consideration of the mutual agreements and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned hereby agree as follows:

1. Amendment of Section 2(c). The first sentence of Section 2(c) of the Employment Agreement is hereby deleted in its entirety and replaced by the following:

“The Executive shall serve as Senior Vice President and Chief Transportation Officer of the Company with such responsibilities, duties and authority as may from time to time be assigned to the Executive by the Parent Board, the Company Board or the Company CEO.”

2. No Other Amendments. Except as expressly provided in this Amendment, the Employment Agreement remains in full force and effect in accordance with its terms.

3. Counterparts. This Amendment may be executed in several counterparts, each of which shall be deemed to be an original, but all of which together will constitute one and the same Amendment.

4. Governing Law. This Amendment shall be governed, construed, interpreted and enforced in accordance with the substantive laws of the State of New York, without reference to the principles of the conflicts of the State of New York or any other jurisdiction, and where applicable, the laws of the United States.

5. Effectiveness. This Amendment shall become effective on February 1, 2006.

* * *

IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to Employment Agreement to be duly executed and delivered.

HORIZON LINES, LLC
By:	/s/ Charles G. Raymond
	Charles G. Raymond President and Chief Executive Officer
/s/ John V. Keenan
John V. Keenan

EX-99.1

Exhibit 99.1

Horizon Lines Announces Fuel Surcharge Increase for Hawaii & Guam Cargo Effective January 2006

HONOLULU, HI (December 15, 2005)-Horizon Lines, LLC (Horizon Lines) announced today that it will file an increase with the Surface Transportation Board to raise its fuel surcharge for the Hawaii and Guam trades by 2% to 15%, effective January 2, 2006. The filings apply to Tariffs HRZD 468, HRZD 353 and HRZD 961 which govern shipments moving between the continental U.S. and Hawaii and Guam as well as inter-island shipments.

“Increases in the cost of petroleum products impact all commercial concerns yet perhaps most visible are the affects on transportation” said Brian Taylor, vice president and general manager of Hawaii and Micronesia. “Fuel surcharges are necessary to defray increases in vessel bunker fuels but also increases in the fuels required to power yard equipment, tractors and other shore side equipment. Horizon Lines will continue to focus on efficiency and process improvement as a means to help combat further increases in petroleum market costs.”

The company said it will continue to monitor fuel costs and publish updates to the fuel surcharge for Hawaii and Guam on a quarterly basis, or at such time as a significant change in fuel costs warrant an adjustment.

About Horizon Lines

Based in Charlotte, NC, Horizon Lines, LLC is the nation’s leading Jones Act container shipping and integrated logistics company, operating 16 U.S.-flag vessels on routes linking the continental United States with Alaska, Hawaii, Guam, and Puerto Rico. Horizon Lines maintains offices throughout the continental United States and operates port terminals in Anchorage, Kodiak and Dutch Harbor, Alaska; Honolulu, Hawaii; and San Juan, Puerto Rico. Horizon Lines also owns Horizon Services Group, an organization with a diversified offering of cargo management and tracking services being marketed to shippers, carriers, and other supply chain participants.

Contact: Brian Taylor, Horizon Lines, Honolulu, HI. 808-842-5386

EX-99.2

Exhibit 99.2

Horizon Lines Announces Senior Management Promotions

Charlotte, North Carolina, December 20, 2005—Charles G. (Chuck) Raymond, President and Chief Executive Officer of Horizon Lines, Inc. (NYSE: HRZ), announced today several key promotions and realignments of senior management responsibilities.

John W. Handy is joining Horizon Lines as Executive Vice President. Reporting to him will be John Keenan, Senior Vice President and Chief Transportation Officer, Ken Privratsky, Vice President and General Manager, Alaska, Gabriel Serra, Vice President and General Manager, Puerto Rico, and Mar Labrador in his new position as Vice President and General Manager, Hawaii/Guam. Handy’s major responsibilities will be the continued enhancement of trade lane profitability and system service integrity, the leadership of strategic business development and the further development of the Company’s management team as the next generation of leadership. He will be a board member of Horizon Services Group, a wholly owned subsidiary of the Company. Handy is a retired four-star Air Force general who most recently served as Commander of USTRANSCOM, which is the single manager for air, land and sea transportation for the U.S. Department of Defense, and the U.S. Air Force Air Mobility Command. Handy will report directly to Charles G. (Chuck) Raymond.

John Keenan will serve as Senior Vice President and Chief Transportation Officer. In addition to his responsibilities for the Company’s ocean and land based transportation activities, John will chair the Board of Horizon Services Group, and will serve as the Company’s domestic shipping member of the Board of the Pacific Maritime Association. He will also have primary responsibility for the acquisition and phase-in of new vessel tonnage. John will continue to be based in Dallas, Texas.

Mark Urbania will continue as Senior Vice President and Chief Financial Officer and will continue to serve as a board member of Horizon Services Group.

Brian Taylor has been promoted to Senior Vice President, Sales and Marketing. Brian will report to Chuck Raymond and be based in Charlotte, North Carolina. He will assume direct responsibility for developing and executing Horizon Lines’ sales and marketing plans and managing Horizon Lines’ North American sales. He will also lead the Company’s brand management efforts with its customers and investors. Brian has been employed for twenty one years with Horizon Lines and its predecessor companies, most recently serving as the Vice President and General Manager of Horizon Lines’ Hawaii/Guam service.

Mar Labrador will be promoted to Vice President and General Manager, Hawaii/Guam, assuming Brian Taylor’s current duties and assuming responsibility for the overall operation and profitability of Horizon Lines’ Hawaii/Guam trade. He will be based in Hawaii. Mar has most recently served as the General Manager of Horizon Lines’ Guam operations. In his new position, Mar will join the Company’s Operating Committee. Mar has been employed for eleven years with Horizon Lines and its predecessor companies.

Kevin Gill will serve as Vice President, Marketing, reporting to Brian Taylor. Kevin will have accountability for brand management, market intelligence, company pricing policy, advertising and public relations. Kevin will also join the Company’s Operating Committee. Kevin has worked for thirty years at Horizon Lines and its predecessors, most recently serving as Director, Marketing and Pricing, Puerto Rico trade.

Glen Moyer has been promoted to Vice President and General Manager-Ocean Transportation Services. Reporting to John Keenan, Glen will continue to be responsible for the operation of Horizon Lines’ fleet of 16 container ships. Glen is a retired U.S. Coast Guard officer and has worked at Horizon Lines and its predecessor companies for the last 10 years.

“I believe these promotions and realignments of management responsibilities position Horizon Lines smartly to grow and sharpen its core business, to develop new related capabilities and earnings streams, to deploy appropriate resources to expand and deepen its investor base and to plan for its emerging senior management needs in the years to come. These changes also address the personal needs of the very talented people on our senior management team” Raymond said.

About Horizon Lines

Based in Charlotte, NC, Horizon Lines, LLC is the nation’s leading Jones Act container shipping and integrated logistics company, operating 16 U.S.-flag vessels on routes linking the continental United States with Alaska, Hawaii, Guam, and Puerto Rico. Horizon Lines maintains offices throughout the continental United States and operates port terminals in Anchorage, Kodiak and Dutch Harbor, Alaska; Honolulu, Hawaii; and San Juan, Puerto Rico. Horizon Lines also owns Horizon Services Group, an organization with a diversified offering of cargo management and tracking services being marketed to shippers, carriers, and other supply chain participants.