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

____________November 11, 2009_______________

Date of Report (Date of Earliest Event Reported)

Commission file number  –  2-63322

INTERNATIONAL SHIPHOLDING CORPORATION

(Exact name of registrant as specified in its charter)

  Delaware                                                                  36-2989662                                

                       (State or other jurisdiction of                                                                  (I.R.S. Employer Identification Number)

                     incorporation or organization)

11 North Water Street, Suite 18290                      Mobile, Alabama                        36602                      

                         (Address of principal executive offices)                                                   (Zip Code)

       (251) 243-9100                                                                           

(Registrant’s telephone number, including area code)

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

On November 11, 2009, East Gulf Shipholding, Inc., a wholly owned subsidiary of International Shipholding Corporation (the “Company”), entered into Shipbuilding Contracts with Hyundai Mipo Dockyard Co., Ltd. (the “Shipbuilding Contract”) for the purchase of three 36,000 Deadweight Ton Handysize double hull dry bulk carrier newbuildings (the “Vessels”). Concurrently with the execution and delivery of the Shipbuilding Contract, the parties also entered into a separate Option Agreement (the “Option Agreement”), granting the Company the option to purchase a fourth Vessel.

The foregoing description of the Shipbuilding Contracts and the Option Agreement does not purport to be complete and is qualified in its entirety by reference to these agreements, copies of which are expected to be filed as exhibits to the Company’s Annual Report on Form 10-K for the year ending December 31, 2009. Portions of these agreements may be omitted in accordance with a request for confidential treatment that the Company expects to submit separately to the Securities and Exchange Commission.

Item 7.01                      Regulation FD Disclosure

The Company issued a press release, dated November 12, 2009, announcing the execution of the Shipbuilding Contracts. The press release attached hereto as Exhibit 99.1 is incorporated in this Item 7.01 by reference.

Item 9.01.                      Financial Statement and Exhibits

(d)   Exhibits

Exhibit No.                      Description

99.1 Press Release, dated November 12, 2009, issued by International Shipholding Corporation.

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.

INTERNATIONAL SHIPHOLDING CORPORATION

/s/ Manuel G. Estrada

_____________________________________________

Manuel G. Estrada

Vice President and Chief Financial Officer

Date :____November 12, 2009

EX-99.1

Exhibit 99.1

INTERNATIONAL SHIPHOLDING CORPORATION ANNOUNCES AGREEMENT TO PURCHASE THREE HANDYSIZE DRY BULK NEWBUILDINGS

Mobile, Alabama, November 12, 2009 – International Shipholding Corporation (NYSE: ISH) today announced that it has entered into an agreement to purchase three 36,000 Deadweight Ton Handysize double hull dry bulk carrier newbuildings with an option for a fourth newbuilding. The three new vessels will be constructed at Hyundai Mipo Dockyard Co., Ltd. and are expected to be delivered between December 2010 and February 2011.

Niels M. Johnsen, chairman and chief executive officer, commented, “We are pleased to finalize an agreement to purchase three new Handysize double hull dry bulk carriers. We believe these quality, high specification newbuilding vessels will provide important long-term strategic benefits to International Shipholding Corporation, positioning the Company to increase both its diversified fleet and earnings potential during a time when we continue to distribute dividends to our shareholders. Consistent with our operating strategy, we intend to employ the new vessels on medium to long-term contracts.”

The total delivered cost for the three newbuildings is expected to be approximately $90 million. Upon signing the agreement for the three vessels, International Shipholding Corporation paid an initial installment of $17 million using available cash. Future installments will be paid over the construction period with the final installment due upon delivery of each vessel. The Company plans to fund the remaining installments through a combination of borrowings under its revolving credit facility, available cash and long-term financing.

About International Shipholding Corporation

International Shipholding Corporation, through its subsidiaries, operates a diversified fleet of U. S. and foreign flag vessels that provide international and domestic maritime transportation services to commercial and governmental customers primarily under medium to long-term charters and contracts.

For more information about the company, please visit www.intship.com.

Caution Concerning Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the U.S. federal securities laws. These forward-looking statements are based on assumptions and opinions concerning a variety of known and unknown risks. Please refer to ISH’s Annual Report on Form 10-K for the year ended December 31, 2008 as well as its future filings and reports filed with or furnished to the Securities and Exchange Commission for a description of the business environment in which ISH operates and the important factors, risks and uncertainties that may affect its business and financial results. If any assumptions or opinions prove materially incorrect, any forward-looking statements made on that basis may also prove to be materially incorrect. ISH is not under any obligation to (and expressly disclaims any such obligations to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise.

Contacts:

International Shipholding

Niels M. Johnsen, Chairman                           (212) 943-4141

Erik L. Johnsen, President                               (251) 243-9221

The IGB Group

David Burke                                                      (646) 673-9701