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~~August 2826, 2005

H-LINES FINANCE HOLDING CORP.

(Exact Name of Registrant as Specified in its Charter)

Delaware

333-123682

35-2242993

(State or Other Jurisdiction

of Organization)

(Commission File Number)

(I.R.S. Employer

Identification No.)

4064 Colony Road, Suite 200

Charlotte, North Carolina 28211

(Address of Principal Executive Offices, including Zip Code)

(704) 973-7000

(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

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 81.01. ~~OTHER~~ENTRY ~~EVENTS~~INTO A MATERIAL DEFINITIVE AGREEMENT.

On ~~July~~August 2826, 2005, Horizon Lines, LLC (“Horizon Lines”), an indirect subsidiary of H-Lines Finance Holding Corp., and DaimlerChrysler Capital Services and Elspeth Pacific, Inc., its wholly owned subsidiary (collectively, the “~~Company~~Owner Participant”), ~~delivered~~entered into a ~~certain~~binding ~~quarterly~~understanding ~~report~~containing (the ~~“Quarterly~~material ~~Report”)~~terms ~~dated~~pursuant to which Horizon Lines will ~~July~~acquire ~~28,~~the ~~2005,~~Owner aParticipant’s ~~copy~~interest ofin ~~which~~two isvessels, ~~attached~~the asHorizon ~~Exhibit~~Enterprise 99and the Horizon Pacific.1 These vessels are currently chartered to ~~this~~Horizon ~~Current~~Lines ~~Report~~by onthe ~~Form~~Owner ~~8-K~~Participant and ~~incorporated~~are ~~herein~~mortgaged byto ~~reference~~Wachovia Bank, toNational ~~the~~Association, as ~~holders~~Indenture ofTrustee ~~record~~on behalf of ~~its~~certain ~~11%~~loan ~~senior~~participants. ~~discount~~The ~~notes~~total ~~due~~consideration ~~2013~~for ~~pursuant~~the purchase of these vessels is expected to ~~the~~be ~~requirements~~approximately $29.7 million, which may include a payment in respect of anindebtedness ~~indenture~~on ~~dated~~these vessels. ~~December~~Horizon ~~10,~~Lines ~~2004,~~expects byto ~~and~~use ~~between~~available cash to fund the ~~Company~~purchase ~~and~~of these vessels. The ~~Bank~~closing of ~~New~~this ~~York~~transaction ~~Trust~~is ~~Company~~subject to the negotiation, ~~N.A.~~execution (and delivery of definitive documentation and to the ~~“Indenture”)~~approval of the U.S. Maritime Administration.

~~The~~SAFE ~~Quarterly~~HARBOR ~~Report~~STATEMENT ~~is being filed with the Securities and Exchange Commission pursuant to the requirements of the Indenture.~~

~~ITEM~~This 9Current Report on Form 8-K contains forward-looking statements.01 Forward-looking statements are those that do not relate solely to historical fact. ~~FINANCIAL~~They ~~STATEMENTS~~include, ~~AND~~but ~~EXHIBITS~~are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events. Words such as, but not limited to, “believe,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” “targets,” “projects,” “likely,” “will,” “would,” “could” and similar expressions or phrases identify forward-looking statements.

~~(c)~~All forward-looking ~~Exhibits~~statements involve risks and uncertainties. The occurrence of the events described, and the achievement of the expected results, depend on many events, some or all of which are not predictable or within our control. Actual results may differ materially from expected results.

Exhibit No.		Description
99.1		Quarterly report dated July 28, 2005 delivered by H-Lines Finance Holding Corp. to the holders of record of its 11% senior discount notes due 2013.

In light of these risks and uncertainties, expected results or other anticipated events or circumstances discussed in this Current Report on Form 8-K might not occur. We undertake no obligation, and specifically decline any obligation, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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.

	H-LINES FINANCE HOLDING CORP.	~~H-LINES FINANCE HOLDING CORP.~~
	(Registrant)	~~(Registrant)~~
Date: July 28, 2005		By:	/s/ M. MARK URBANIA
Date: September 1, 2005	By:	/s/ M. MARK URBANIA
			M. Mark Urbania Senior Vice President, Chief Financial Officer and Assistant Secretary
		M. Mark Urbania
		Senior Vice President, Chief Financial Officer and Assistant Secretary

~~EXHIBIT~~3 ~~INDEX~~

Exhibit No.		Description
99.1		Quarterly report dated July 28, 2005 delivered by H-Lines Finance Holding Corp. to the holders of record of its 11% senior notes due 2013.

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