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): September 12, 2006

HORIZON LINES, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-32627	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 8.01. OTHER EVENTS

On September 12, 2006, Horizon Lines, Inc. (the “Company”) issued a press release announcing (i) the public offering of 5,300,000 shares (the “Initial Shares”) of its common stock, all of which were being sold by stockholders of the Company (the “Selling Stockholders”), at a price to the public of $14.50 and (ii) the grant by the Selling Stockholders to the underwriters of such offering (the “Underwriters”) of a 30-day option (the “Option”) to purchase up to 795,000 additional shares (the “Additional Shares”) from them. A copy of this press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

On September 12, 2006, Horizon Services Group, LLC, a wholly owned subsidiary of the Company, issued a press release announcing that it had formed a joint venture with Chenega Federal Systems, LLC, a Small Business Administration 8(a) subsidiary of Chenega Corporation, to provide information technology services and consulting. A copy of this press release is attached as Exhibit 99.2 to this Current Report on Form 8-K.

On September 15, 2006, the Company issued a press release announcing (i) the closing of the secondary offering of the Initial Shares, all of which were sold by the Selling Stockholders, at a price to the public of $14.50 per share and (ii) that the Selling Stockholders also completed, at such closing, the sale of the Additional Shares to the Underwriters pursuant to the exercise in full of the Option. A copy of this press release is attached as Exhibit 99.3 to this Current Report on Form 8-K.

SAFE HARBOR STATEMENT

The information contained in this Current Report on Form 8-K (including the exhibits hereto) should be read in conjunction with our filings made with the Securities and Exchange Commission. This Current Report on Form 8-K (including the exhibits hereto) contains “forward-looking statements” within the meaning of the federal securities laws. These forward-looking statements are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that do not relate solely to historical fact. They include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events. Words such as, but not limited to, “believe,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” “targets,” “projects,” “likely,” “will,” “would,” “could” and similar expressions or phrases identify forward-looking statements.

All forward-looking statements involve risk and uncertainties. The occurrence of the events described, and the achievement of the expected results, depend on many events, some or all of which are not predictable or within our control. Actual results may differ materially from expected results.

Factors that may cause actual results to differ from expected results include: our substantial debt; restrictive covenants under our debt; decreases in shipping volumes; our failure to renew our commercial agreements with Maersk; raising fuel prices; labor interruptions or strikes; job related claims, liability under multi-employer pension plans; compliance with safety and environmental protection and other governmental requirements; new statutory and regulatory directives in the United States addressing homeland security concerns; the successful start-up of any Jones-Act competitor; delayed delivery or non-delivery of our new vessels; increased inspection procedures and tight import and export controls; restrictions on foreign ownership of our vessels; repeal or substantial amendment of the Jones Act; escalation of insurance costs, catastrophic losses and other liabilities; the arrest of our vessels by maritime claimants; severe weather and natural disasters; our inability to exercise our purchase options for our chartered vessels; the aging of our vessels; unexpected substantial drydocking costs for our vessels; the loss of our key management personnel; actions by our stockholders; and legal or other proceedings to which we are or may become subject.

In light of these risks and uncertainties, expected results or other anticipated events or circumstances discussed in this Current Report on Form 8-K (including the exhibits hereto) might not occur. We undertake no obligation, and specifically decline any obligation, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Exhibit No.	Description
99.1*	Press release dated September 12, 2006.
99.2*	Press release dated September 12, 2006.
99.3*	Press release dated September 15, 2006.

* 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: September 15, 2006	By:	/s/ M. Mark Urbania
		M. Mark Urbania
		Senior Vice President, Chief Financial Officer and Assistant Secretary

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EX-99.1

Exhibit 99.1

“Horizon Lines, Inc. Announces Pricing of Secondary Offering”

Charlotte, North Carolina, September 12, 2006 — Horizon Lines, Inc. (NYSE: HRZ) announced today the public offering of 5,300,000 shares of its common stock, all of which are being sold by stockholders of the Company, at a price to the public of $14.50 per share. The selling stockholders have also granted the underwriters a 30-day option to purchase up to 795,000 additional shares from them. The Company will not be issuing any primary shares in the offering or upon the exercise of the underwriters’ option.

The offering is being made through an underwriting syndicate led by Deutsche Bank Securities Inc., J.P. Morgan Securities Inc. and Goldman, Sachs & Co.

The offering is being made only by means of a prospectus. When available, copies of the final prospectus relating to the offering may be obtained from the prospectus departments of Deutsche Bank Securities Inc. at 1251 Avenue of the Americas, 25th Floor, New York, NY 10020, J.P. Morgan Securities Inc. at 4 Chase Metrotech Center, CS Level, Brooklyn, NY 11245 or Goldman, Sachs & Co. at 85 Broad Street, New York NY 10004.

A registration statement relating to these securities has been filed with and declared effective by the Securities and Exchange Commission. This press release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Media Contact: Michael Avara, Horizon Lines, Inc., 704-973-7000, mavara@horizonlines.com

EX-99.2

Exhibit 99.2

HORIZON SERVICES GROUP AND CHENEGA FEDERAL SYSTEMS, LLC

LAUNCH CHENEGA LOGISTICS, LLC

Joint Venture Will Provide Transportation IT Services,

Including Near-Shore Sourcing

DALLAS, TX, (September 12, 2006) – Horizon Services Group, a wholly owned subsidiary of Horizon Lines, Inc. (NYSE:HRZ), has formed a joint venture with Chenega Federal Systems, LLC, a Small Business Administration 8(a) subsidiary of Chenega Corporation, to provide information technology services and consulting. Chenega Corporation is the third largest Alaskan Native Corporation (ANC) in Alaska. The new company, Chenega Logistics, LLC, has base operations located in Sioux Falls, South Dakota with a principal office in Anchorage, Alaska.

Chenega Logistics will offer information technology services and consulting to Horizon Lines and other companies in the transportation industry as well as to government agencies. Services will include software and application development, database development, network and technical architecture support, technical training and help desk services.

Chenega Logistics will utilize Horizon Services Group’s experience in supply-chain, logistics and transportation solutions and processes, as well as Chenega Federal System’s considerable experience in providing professional engineering services throughout the Department of Defense operational community.

Chenega Logistics will also leverage the combined existing government security expertise of Horizon Lines and Chenega Federal Systems to develop supply chain security solutions for multiple government agencies.

About Horizon Services Group

Horizon Services Group (HSG) is a leading developer of advanced information technology for the transportation industry. Led by industry experts in operations and technology, HSG is dedicated to providing cost-effective solutions for improving information flow in the supply chain, increasing productivity and eliminating cost. HSG’s parent company, Horizon Lines, Inc., also owns Horizon Lines, LLC, 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, Inc., trades on the New York Stock Exchange under the ticker symbol HRZ.

About Chenega Federal Systems

Chenega Federal Systems is a Top Secret cleared, professional services provider focusing in the Defense, Intelligence and Science and Technology sectors of the federal

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government. Chenega Federal Systems has a broad array of capabilities ranging from: intelligence collection management and analysis; linguistics; information technology and enterprise services; content and media development; courseware development and platform instruction; integrated logistics support; program management; and support to military operations.

Chenega Federal Systems’ corporate headquarters is located in Anchorage, Alaska and its line operations are managed from its office in Lorton, Virginia. Chenega Federal Systems currently has offices in six states plus Asia, Europe, the Caribbean, Latin America, and the Middle East. It has facilities and personnel at multiple locations in Northern Virginia.

This press release includes “forward-looking statements” within the meaning of the federal securities laws. These forward-looking statements are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that do not relate solely to historical fact. They include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events.

All forward-looking statements involve risk and uncertainties. The occurrence of the events described, and the achievement of the expected results, depend on many events, some or all of which are not predictable or within Horizon Lines’ control. Actual results may differ materially from expected results.

Factors that may cause actual results to differ from expected results include: Horizon Lines’ substantial debt; restrictive covenants under Horizon Lines’ debt; decreases in shipping volumes; Horizon Lines’ failure to renew its commercial agreements with Maersk; raising fuel prices; labor interruptions or strikes; job related claims, liability under multi-employer pension plans; compliance with safety and environmental protection and other governmental requirements; new statutory and regulatory directives in the United States addressing homeland security concerns; the successful start-up of any Jones-Act competitor; delayed delivery or non-delivery of Horizon Lines’ new vessels; increased inspection procedures and tight import and export controls; restrictions on foreign ownership of Horizon Lines’ vessels; repeal or substantial amendment of the Jones Act; escalation of insurance costs, catastrophic losses and other liabilities; the arrest of Horizon Lines’ vessels by maritime claimants; severe weather and natural disasters; Horizon Lines’ inability to exercise its purchase options for its chartered vessels; the aging of Horizon Lines’ vessels; unexpected substantial drydocking costs for Horizon Lines’ vessels; the loss of Horizon Lines’ key management personnel; actions by Horizon Lines’ significant stockholder; and legal or other proceedings to which Horizon Lines is or may become subject.

In light of these risks and uncertainties, expected results or other anticipated events or circumstances discussed in this press release might not occur. Horizon Lines undertakes no obligation, and specifically declines any obligation, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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EX-99.3

Exhibit 99.3

“Horizon Lines, Inc. Announces Closing of Secondary Offering and Related Underwriters’ Option to Purchase Additional Shares”

Charlotte, North Carolina, September 15, 2006 — Horizon Lines, Inc. (NYSE: HRZ) announced today the closing of the secondary offering of 5,300,000 shares of its common stock, all of which were sold by stockholders of the Company, at a price to the public of $14.50 per share. Stockholders of the Company also completed, at such closing, the sale of a further 795,000 shares of common stock to the underwriters of the secondary offering pursuant to the exercise in full of the underwriters’ option to purchase additional shares. The Company did not issue any primary shares in the offering or upon the exercise of the underwriters’ option and did not receive any proceeds from such sales.

The shares were offered through an underwriting syndicate led by Deutsche Bank Securities Inc., J.P. Morgan Securities Inc. and Goldman, Sachs & Co.

A copy of the final prospectus related to the offering may be obtained from the prospectus departments of Deutsche Bank Securities Inc. at 1251 Avenue of the Americas, 25th Floor, New York, NY 10020, J.P. Morgan Securities Inc. at 4 Chase Metrotech Center, CS Level, Brooklyn, NY 11245 or Goldman, Sachs & Co. at 85 Broad Street, New York NY 10004.

A registration statement relating to these securities has been filed with and declared effective by the Securities and Exchange Commission. This press release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Media Contact: Michael Avara, Horizon Lines, Inc., 704-973-7000, mavara@horizonlines.com

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