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 31, 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 Hawaiian Airlines, Inc.'s (the "Company") press release
          dated January 31, 1996 announcing the completion of a $20 million
          equity investment transaction between the Company and Airline
          Investors Partnership, L.P. and a series of related agreements that
          create additional operating efficiencies is filed as an exhibit to
          this Current Report on Form 8-K.


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

          (c)  Exhibits.

               Exhibit 99.1  Press Release dated January 31, 1996.

 
                                 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 31, 1996            By  /s/ C.J. David Davies
                                       -------------------------
                                        C.J. David Davies
                                        Senior Vice President-Finance
                                        and Chief Financial Officer
                                        (Principal Financial and
                                        Accounting Officer)

EX-99.1

 
                                                                    EXHIBIT 99.1


[Letterhead of Hawaiian Airlines, Inc.]



           Hawaiian Airlines Completes Recapitalization Transaction


  HONOLULU -- Hawaiian Airlines today completed a $20 million equity investment
transaction and a series of related agreements that create additional
efficiencies for the company's future.

  Yesterday, Hawaiian's shareholders voted overwhelmingly to approve a stock
purchase agreement between Hawaiian and Airline Investors Partnership, L.P.
("AIP").

  Under the stock purchase agreement, Hawaiian today issued 18,181,818 shares of
Hawaiian Airlines, Inc. Class A Common Stock to AIP in exchange of $20 million
in cash.  As a result, the number of shares of common stock outstanding has
increased to 26,921,878.  The shares held by AIP are restricted.

  Bruce R. Nobles, Hawaiian's chairman, president and chief executive officer,
said the impact of AIP's investment is far greater than the $20 million cash
infusion and marks a turning point for the airline.

  "This event caps two and a half years of hard work to turn Hawaiian around
financially.  The cash infusion gives us new flexibility and a measure of
security at a time when we are seeing the company's best financial performance
in nearly a decade.  Add the increased operating efficiencies that are part of
this package and Hawaiian's future begins to look bright indeed," he said.

  Hawaiian previously reached cost-saving agreements with its largest creditor,
American Airlines, and its employee groups that were contingent on consummation
of the AIP investment.  All of these agreements go into effect today.

  American agreed to restructure payments of $10 million in deferred lease rents
and maintenance payments related to Hawaiian's use of American DC-10 aircraft
into a note payable over five and one-half years and to reduce lease payments
for a period of three years. American also agreed to release $2 million in
security deposit letters of credit.

  Hawaiian's labor groups ratified modifications to their labor contracts that
are 

 
expected to result in cash operating expenses for the next four years averaging
an amount currently estimated to be at least $5 million per year less than would
otherwise be the case.

  Under its arrangement with the company, AIP is now obligated to use its best
efforts to cause the company to conduct a rights offering.

  Hawaiian Airlines was founded in Honolulu as Inter-Island Airways on January
30, 1929.  It inaugurated Hawaii's first scheduled interisland passenger flights
on November 11, 1929 using eight-seat Sikorsky S-38 amphibious airplanes.
Today, Hawaiian provides more than 150 interisland flights daily using 139-seat
McDonnell Douglas DC-9 jet aircraft in addition to its widebody DC-10 service to
five West Coast gateway cities and two destinations in the South Pacific.

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