Exhibit 14
 
 HORIZON

LINES, Inc.
 Code

of
 Business

Conduct
 and
 Ethics
 This Code is being distributed electronically
to all officers, employees and directors of
Horizon Lines, Inc. and its subsidiaries.
Each officer, employee and director
should read it carefully.
 Any questions should be directed to the Law
Department or the
Chief Compliance Officer.
 Opening the electronic message will signify
your agreement
to comply with this Code.




---



##### 



Purpose
of Code of Business Conduct and Ethics
    
    
    honest and ethical conduct, including the ethical handling of actual or apparent
conflicts of interest between personal and professional relationships;
    
    full, fair, accurate, timely and understandable disclosure in reports and documents that
the Company files with, or submits to, governmental and regulatory agencies and in other
public communications made by the Company;
    
    compliance with applicable governmental laws, rules and regulations;
    
    the prompt internal reporting to an appropriate person of potential and actual
violations of this Code; and
    
    accountability for adherence to this Code.




---



##### 



ADMINISTRATION




---



##### 



TABLE OF CONTENTS
 REPORTING VIOLATIONS
    
    
    6ANTITRUST AND SHIPPING LAWS
    
    
    7U.S. SECURITIES LAW
    
    
    11CONFLICTS OF INTEREST
    
    
    12CORRUPTION AND BRIBERY
    
    
    15TRANSACTIONS WITH U.S. GOVERNMENT
    
    
    18THE FOREGIN CORRUPT PRACTICES ACT (FCPA)
    
    
    19CONFIDENTIALITY
    
    
    20POLITICAL AND LOBBYING ACTIVITIES
    
    
    21DISCRIMINATION, HARASSMENT, AND RETALIATION
    
    
    23POLICY ON A DRUG-FREE WORKPLACE
    
    
    26SAFETY AND ENVIRONMENTAL CONCERNS
    
    
    27COPYRIGHTS, TRADEMARKS, AND PATENTS
    
    
    28INVESTIGATIONS
    
    
    28ACCOUNTING AND FINANCIAL REPORTING
    
    
    29COMMUNICATIONS WITH MEDIA AND PUBLIC
    
    
    30RESPONSIBILITIES OF MANAGEMENT
    
    
    30USE OF AGENTS AND NON-EMPLOYEES
    
    
    30LIMITS ON AUTHORITY
    
    
    30PROTECTION AND PROPER USE OF HORIZON PROPERTY
    
    
    31FAIR DEALING
    
    
    32ADMINISTRATION AND WAIVER OF CODE
    
    
    32CONCLUSION
    
    
    33
 NOTE:




---



##### 



REPORTING VIOLATIONS




---



##### 



ANTITRUST AND SHIPPING LAWS
  ,
  per se
   per se
 per
se
 Price
Fixing. per se per se
 7




---



##### 



per se
 Division
of Markets.
 Tying
Devices.
 Reciprocity.
 U.S.A.
Shipping Laws.
   8




---



##### 



Other
Anti-Monopoly and Fair Trade Laws.
  9




---



##### 



10




---



##### 



U.S. SECURITIES LAW
 Insider
Trading Laws
  Disclosure
  11




---



##### 



CONFLICTS OF INTEREST
 1
  )
    
 1  Immediate Family means the employees spouse, minor
children and dependents, including natural, adoptive and step children, any
other indivual residing in the same household as an Associate, and any
individual or organization which represents or acts as agent or fiduciary for
such individuals. 12




---



##### 




    
    involvement in a situation in which an Associate uses his/her position or job for any
form of private gain, or could lose complete independence, objectivity or impartiality with
regard to Company business;
    
    solicitation or acceptance by an Associate or member of his or her Immediate Family of
any benefit from any person:
   
    
    engagement by an Associate in any activity that is not compatible with the full and
proper discharge of the Associates duties and responsibilities to the Company; and
    
    an Associate or member of his or her Immediate Family having a direct or indirect
personal financial interest in, or a relationship with, or receiving a benefit from, any
organization which is in competition, or which has transactions, with the Company. (This
does not apply to the ownership of securities in any enterprise listed on a national
securities exchange if the market value or share of ownership does not represent a material
part of the Associates net worth or
 13




---



##### 



income, or the business relationship with the Company does not represent a major or material
portion of the value of the income or business activity of the enterprise.)
   FORMER
GOVERNMENT EMPLOYEES
  14




---



##### 



CORRUPTION AND BRIBERY
     ,
  With regard to U.S. government personnel:
 
    
    No gift of any value may be given to military personnel or to civilian employees of the
Department of Defense or of a military department or organization. There are extremely
limited circumstances in which a light meal or snacks may be provided; however, prior
authorization by the Law Department must be received before any such meals or snacks are
given.
 
    
    During the conduct of any Federal procurement of property or services (beginning
with the development, preparation or issuance of a solicitation, continuing through
evaluation of bids or proposals, selection of sources and conduct of negotiations, or
extension of a contract), no person acting for the Company may:
 15




---



##### 



any
governmental
   
    
    All employees shall consult with the Law Department prior to giving any gift of more
than minimal value (such as inexpensive company promotional material) to any U.S. federal,
state, or local official or employee.
 In commercial situations
 
    
    meals and refreshments, and entertainment such as sporting or theatrical events, of
non-exorbitant reasonable value considering the nature of the event and on infrequent
occasions, provided the Associate and the other person are both properly in attendance for
the conduct of business;
 
    
    advertising or promotional materials, such as pens, pencils, note pads, calendars,
paperweights and other items of nominal or reasonable intrinsic value given ordinarily in
the general course of business PROVIDED, in all instances, that;
 and
 and
 and
 and
    16




---



##### 




    
    influencing any officials to do, or omit to do, anything when the doing or omission
would be contrary to applicable law, U.S. or foreign, or to the policies of this Company
(see Foreign Corrupt Practices Act (FCPA)); or
 
    
    compromising the responsibilities or obligations of such persons. Some laws and codes
of conduct applicable to public officials permit them to accept product models or pictures
or like promotional or public relations materials. However, no gift of any sort shall be
made to any public official without a prior opinion of the Law Department plus such
approvals as are required by applicable Company procedures.
 17




---



##### 



TRANSACTIONS WITH U.S. GOVERNMENT
     18




---



##### 



THE FOREIGN CORRUPT PRACTICES ACT (FCPA)
     
    
    a payment in the nature of grease or gratuity;
 
    
    a tip to a low-level foreign governmental employee (including an employee of a
government instrumentality"- a term which may include government monopolies, corporations,
etc.) whose duties are essentially ministerial or clerical and who does not make policy or
rules or laws or award contracts; or
 
    
    a tip or grease payment given only for the purpose of assuring that the recipient does
what he or she is obliged to do in any event in the normal pursuit of his or her duties.
   19




---



##### 



CONFIDENTIALITY
    20




---



##### 



POLITICAL AND LOBBYING ACTIVITIES
  Political:
    Lobbying
and Public Issues:
 21




---



##### 



22




---



##### 



DISCRIMINATION, HARASSMENT, AND RETALIATION
 expressly prohibited
  Discrimination
 because of such  2
 Sexual Harassment
      
 2
    
    The term protected group includes groups based on
age, race gender, religion, national origin and military status. 23




---



##### 



Retaliation
 because of
 Discipline
 any
 Complaints
of Discrimination, Harassment or Retaliation
 First Second
  24




---



##### 



must
 Who Is Covered
  Confidentiality
  Your Duty
 please you may lose your legal rights or
 25




---



##### 



POLICY ON A DRUG-FREE WORKPLACE
    26




---



##### 



SAFETY AND ENVIRONMENTAL CONCERNS
     27




---



##### 



COPYRIGHTS, TRADEMARKS, AND PATENTS
    INVESTIGATIONS
    28




---



##### 



ACCOUNTING AND FINANCIAL REPORTING
    ,
  29




---



##### 



COMMUNICATIONS WITH MEDIA AND PUBLIC
 ,
 RESPONSIBILITIES OF MANAGEMENT
   USE OF AGENTS AND NON-EMPLOYEES
  LIMITS ON AUTHORITY
  30




---



##### 



PROTECTION AND PROPER USE OF HORIZON PROPERTY
       31




---



##### 



FAIR DEALING
 ,
 ADMINISTRATION AND WAIVER OF CODE
 The Bridge
  32




---



##### 



CONCLUSION
  Strict adherence to the principles in this Code is a condition to continued employment
 ,
 in advance of taking
action
 
 33




---



##### 



HORIZON LINES, INC. AND ITS SUBSIDIARY COMPANIES CODE OF
BUSINESS CONDUCT
 
 (Print or type name)
   
 (Signature) (Date)
 
 (Location)
  34