SEC Form 5

FORM 5		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0362 Estimated average burden hours per response: 1.0
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Form 3 Holdings Reported.
X	Form 4 Transactions Reported.

1. Name and Address of Reporting Person* RILEY BRYANT R (Last) (First) (Middle) 11100 SANTA MONICA BLVD STE 810 (Street) LOS ANGELES CA 90025 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol KITTY HAWK INC [ KHK ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year) 12/31/2006
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Common Stock	08/17/2006		P4	250,000	A	$0.44	5,893,126	I	Footnote(1)
Common Stock	08/18/2006		P4	762,798	A	$0.47	6,655,924	I	Footnote(1)
Common Stock	08/21/2006		P4	10,000	A	$0.46	6,665,924	I	Footnote(1)
Common Stock	08/23/2006		P4	46,308	A	$0.42	6,712,232	I	Footnote(1)
Common Stock							210,562	I	Footnote(2)
Common Stock							90,000	I	Footnote(3)
Common Stock							70,000	I	Footnote(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrants to Purchase Common Stock	$0.82						11/14/2005	11/10/2010	Common Stock	60,976		60,976(5)	I	Footnote(3)
Series B Convertible Stock	$0.9604(7)						11/14/2005	(6)	Common Stock	260,309		250	I	Footnote(3)
Warrants to Purchase Common Stock	$0.82						11/14/2005	11/04/2010	Common Stock	426,829		426,829(5)	I	Footnote(1)
Series B Convertible Stock	$0.9604(7)						11/14/2005	(6)	Common Stock	1,822,158		1,750	I	Footnote(1)

1. Name and Address of Reporting Person* RILEY BRYANT R (Last) (First) (Middle) 11100 SANTA MONICA BLVD STE 810 (Street) LOS ANGELES CA 90025 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Riley Investment Management LLC (Last) (First) (Middle) 11100 SANTA MONICA BLVD. SUITE 810 (Street) LOS ANGELES CA 91042 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Riley Investment Partners Master Fund, L.P. (Last) (First) (Middle) 11100 SANTA MONICA BOULEVARD SUITE 810 (Street) LOS ANGELES CA 90025 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Bryant Riley, as sole equity owner of Riley Investment Management LLC, General Partner of Riley Investment Partners Master Fund, L.P (the "Master Fund"). The Master Fund is the holder of the shares.

2. Bryant Riley, as controlling shareholder of B. Riley and Co. Inc.

3. Bryant Riley, as trustee of the B. Riley & Co. Retirement Trust

4. Bryant Riley, as custodian for his children. Reporting Persons disclaim beneficial ownership of these securities.

5. On an as converted to common stock basis.

6. Not applicable

7. Conversion price is per $1,000 in stated amount

	Bryant R. Riley	02/14/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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