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): July 13, 2004

Kitty Hawk, Inc.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation) 0-25202
(Commission File Number) 75-2564006
(I.R.S. Employer
Identification No.)

1515 West 20th Street
P.O. Box 612787
DFW International Airport, Texas
(Address of principal executive offices) 75261
(Zip Code)

Registrant’s telephone number, including area code: (972) 456-2200

Not Applicable
(Former name or former address, if changed since last report)

TABLE OF CONTENTS

	Item 5. Other Events and Regulation FD Disclosure.
	Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
SIGNATURES
Press Release

Item 5. Other Events and Regulation FD Disclosure.

     On July 13, 2004, Kitty Hawk, Inc. issued the press release furnished as Exhibit 99.1 hereto, which describes the approval of proposals voted upon at the Kitty Hawk, Inc. 2004 Annual Meeting of Stockholders.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

     (c) Exhibits

The following exhibits are furnished with this Form 8-K.

99.1 Press Release dated July 13, 2004

* * * * *

SIGNATURES

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

	KITTY HAWK, INC.
Date: July 13, 2004
	By:	/s/ Steven E. Markhoff
		Name:	Steven E. Markhoff
		Title:	Vice President Strategic Planning, General Counsel and Corporate Secretary

EX-99.1

Exhibit 99.1

For immediate release:

MEDIA CONTACT:
Kim Wiemuth
Corporate Communications
Kitty Hawk, Inc.
888-431-3137
kwiemuth@kha.com

RESULTS OF KITTY HAWK, INC. 2004 ANNUAL MEETING OF STOCKHOLDERS

DALLAS, TEXAS (July 13, 2004) – Kitty Hawk, Inc. (OTC Bulletin Board: KTHK) today announced the results of its 2004 Annual Meeting of Stockholders held at today at 8:00 a.m. at 1435 Private Road #1256, Iredell, Texas 76649.

Kitty Hawk stockholders voted to elect Robert W. Zoller, Jr., Gerald L. Gitner, Myron Kaplan, Robert A. Peiser, Joseph D. Ruffolo and Laurie M. Shahon to serve as directors of Kitty Hawk until Kitty Hawk’s 2005 Annual Meeting of Stockholders and until their successors are duly elected and qualified.

The stockholders also approved several amendments to Kitty Hawk’s Second Amended and Restated Certificate of Incorporation, as amended, to:

• Increase Kitty Hawk’s authorized shares of common stock from 62,000,000 shares to 100,000,000 shares and the number of authorized shares of preferred stock from 3,000,000 shares to 10,000,000 shares;

• Permit Kitty Hawk stockholders to act only at annual and special meetings and not by written consent;

• Increase the vote required to amend Kitty Hawk’s Second Amended and Restated Bylaws;

• Cause Kitty Hawk to elect to be governed by Section 203 of the Delaware General Corporation Law; and

• Increase the vote required to make certain amendments to Kitty Hawk’s Second Amended and Restated Certificate of Incorporation.

Kitty Hawk filed a Certificate of Amendment to Kitty Hawk’s Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware after the adjournment of the Annual Meeting to effect the amendments described above.

– – more– – 

Finally, Kitty Hawk stockholders approved an amendment to the Kitty Hawk 2003 Long Term Equity Incentive Plan, or the Plan, to increase the number of shares of common stock authorized to be issued under the Plan to 7,000,000, effective June 30, 2005.

About Kitty Hawk, Inc.

As a recognized leader in air cargo customer service, Kitty Hawk is the premier provider of guaranteed, mission-critical, scheduled overnight air freight transportation to approximately 60 cities across North America including, Alaska, Hawaii, Toronto, Canada and San Juan, Puerto Rico. With more than 30 years experience in the aviation and air freight industries, Kitty Hawk plays a key connecting role in the global supply chain. Kitty Hawk serves the logistics needs of more than 1,500 freight forwarders, integrated carriers and major airlines with its fleet of B727 freighter aircraft (and soon, new Boeing 737-300SF aircraft), its ground truck-network as well as its 239,000 square-foot cargo warehouse, US Customs clearance and sort facility at its Fort Wayne, Indiana hub.

The statements contained in this release that are not historical facts are forward-looking statements (as such term is defined in the Private Securities Litigation Act of 1995). Actual results may differ materially from those expected in the forward-looking statements. These forward-looking statements involve risks and uncertainties, including pricing pressures, shifts in market demand, general economic conditions and other factors including, among others, those that affect flight activity in military, commercial, business and general aviation, the business activities of Kitty Hawk’s customers and suppliers and developments in information and communications technology.

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