FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * Osborne David J.   2. Issuer Name and Ticker or Trading Symbol HAWAIIAN HOLDINGS INC [HA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP, CIO (Last) (First) (Middle) C/O HAWAIIAN HOLDINGS, INC., 3375 KOAPAKA STREET, SUITE G-350 3. Date of Earliest Transaction (Month/Day/Year) 02/21/2012 (Street) HONOLULU, HI 96819 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) 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 Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/21/2012   M   16,667 A $ 0 51,816 D   Common Stock 02/21/2012   F   5,725 (1) D $ 5.71 46,091 D   Common Stock 02/21/2012   M   40,000 A $ 3.45 86,091 D   Common Stock 02/21/2012   M   60,000 A $ 5.2 146,091 D   Common Stock 02/21/2012   S   100,000 D $ 5.7653 (2) 46,091 D

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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Deferred Stock Units

(3)

02/21/2012

M

16,667

(4)

(4)

Common Stock

16,667

$ 0

8,333

D

Options

$ 3.45

02/21/2012

M

40,000

(5)

08/29/2017

Common Stock

40,000

$ 0

0

D

Options

$ 5.2

02/21/2012

M

60,000

(6)

02/28/2013

Common Stock

60,000

$ 0

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Osborne David J. C/O HAWAIIAN HOLDINGS, INC. 3375 KOAPAKA STREET, SUITE G-350 HONOLULU, HI 96819			EVP, CIO

Signatures

/s/ Hoyt Zia, by power of attorney		02/23/2012
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Represents shares of Common Stock retained by Hawaiian Holdings, Inc. for tax withholding purposes in connection with the distribution of shares of Common Stock.
(2)	The reported price is a weighted average sale price for multiple sale transactions ranging from a low sale price of $5.70 to a high sale price of $5.885. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price upon request from the staff of the Securities and Exchange Commission, the Issuer or a stockholder of the Issuer.
(3)	Each DSU represented a contingent right to receive one share of HA common stock.
(4)	The reported DSU's vested in three equal installments on February 20, 2010, February 20, 2011 and February 20, 2012 and the shares of common stock underlying such DSU's were distributed on February 21, 2012.
(5)	The options were granted on August 29, 2007 and vested at a rate of 33 1/3% per year beginning on the first anniversary of the date of grant.
(6)	The options were granted on February 29, 2008 and vested at a rate of 33 1/3% per year beginning on the first anniversary of the date of grant.

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