8-K

 
                       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)              January 10, 1996



                            HAWAIIAN AIRLINES, INC.
             (Exact name of registrant as specified in its charter)



           HAWAII                        1-8836                99-0042880
(State or other jurisdiction of       (Commission           (I.R.S. employer
incorporation or organization)        file number)         identification no.)


   3375 Koapaka Street, Suite G350
              Honolulu, HI                                      96819-1869
(Address of principal executive offices)                        (Zip code)


Registrant's telephone number, including area code:  (808) 835-3700

 
ITEM 5.   OTHER EVENTS.
          ------------ 

          A copy of a Hawaiian Airlines, Inc.'s (the "Company") press release
          dated January 10, 1996 is filed as an exhibit to this Current Report
          on Form 8-K. The press release states the Company may have to halt
          operations and file for Chapter 11 bankruptcy protection should its
          unionized employees not ratify, between now and January 15, 1996,
          certain modifications to their contracts which are required to
          consummate a pending $20.0 million equity capital investment from
          Airline Investors Partnership, L.P. ("AIP"). Should the contract
          modifications be ratified, the Company expects to seek approval of the
          AIP investment by the Company's shareholders at a special shareholders
          meeting.


ITEM 7.   FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS.
          ----------------------------------------------------------------- 

          (c)  Exhibits.

               Exhibit 99.1  Press Release dated January 10, 1996.

                                      -2-

 
                                 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.


                                 HAWAIIAN AIRLINES, INC.



Dated:  January 10, 1996         By  /s/ C.J. David Davies
                                     ---------------------
                                     C.J. David Davies
                                     Senior Vice President-Finance
                                     and Chief Financial Officer
                                     (Principal Financial and
                                     Accounting Officer)

                                      -3-

EX-99.1

 
                                                                    EXHIBIT 99.1


[LETTERHEAD OF HAWAIIAN AIRLINES, INC.]


                 HAWAIIAN AIRLINES NEEDS UNION RATIFICATION TO
                    ENSURE CRITICAL INVESTMENT BY AIP, L.P.

     HONOLULU -- Hawaiian Airlines, Inc. said today it may have to halt 
operations and file for Chapter 11 bankruptcy protection if its unionized 
employees do not ratify certain modifications to union contracts that are 
required to consummate the pending $20 million financial investment from Airline
Investors Partnership, L.P. (AIP).

     Bruce R. Nobles, Hawaiian's chairman, president and chief executive 
officer, said that the company's current cash position would not be able to 
sustain operations beyond January 18 unless the company receives additional cash
before that date. Because the AIP investment is not scheduled to be completed 
until January 31, AIP is prepared to make an interim "bridge" loan to the 
company so that it can continue operating until the end of the month.

     However, Nobles does not expect AIP to make the bridge loan or complete its
investment if the unions do not ratify the contract modifications. Nobles 
explained that this could force the company into Chapter 11 bankruptcy and cause
it to suspend all operations.

     "Contrary to recent reports, the AIP proposal is the only offer currently 
on the table," said Nobles. Hawaiian Airlines has been actively seeking an 
equity infusion since early 1995.

     The company's agreement with AIP calls for the company to reach agreements 
with certain of its creditors and with its principal labor unions.

     The company reached an agreement last month with its largest creditor, 
American Airlines, which would restructure past due payments related to 
Hawaiian's leasing of DC-10 aircraft and reduce lease rents into the future. The
agreement is contingent on consummation of the AIP transaction.

     Tentative agreements with the unions were reached in December but are 
subject to the ratification now being sought.


                                    (more)

 
     Nobles said the company remains "extremely hopeful" that its employees who 
vote between now and January 15 will vote in favor of the agreements negotiated 
earlier between the company and its union leaders. The unions involved are the 
Air Line Pilots Association, the Association of Flight Attendants, the 
International Association of Machinists, and the Transport Workers Union.

     "We are proud to report that in 1995, Hawaiian achieved its strongest 
operating performance in nearly a decade. With the $20 million investment, a 
more profitable cost structure, and a sound business plan now in place, Hawaiian
has every opportunity for a very bright future," said Nobles. "Now we need the 
employees' support to move ahead," Nobles added.

     If the employees ratify their contract modifications, the company expects 
to seek approval of the AIP transaction by the company's shareholders at a 
special shareholders meeting.*

     Hawaiian Airlines pioneered air service in Hawaii in 1929. The company 
currently employs more than 2,400 people and provides more than 160 daily jet 
flights among the Hawaiian Islands and between Hawaii and points on the U.S. 
West Coast and South Pacific.


                                     #####


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* This press release does not constitute a solicitation of proxies for the 
special meeting. Solicitations will be made by definitive proxy materials that 
will be distributed to shareholders prior to the meeting.