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

~~Pursuant~~Date toof ~~Section 13~~Report ~~OR 15~~(d) Date of ~~The~~earliest ~~Securities~~event ~~Exchange~~reported): ~~Act~~May 7, ~~of 1934~~2012

Date of Report (Date of earliest event reported): April 16, 2012

REDDY ICE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-32596		56-2381368
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

8750 North Central Expressway, Suite 1800
Dallas, Texas 75231
(Address of principal executive offices)

Registrant’s telephone number, including area code: (214) 526-6740

Not Applicable
(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 17.01. ~~Entry~~Regulation ~~into~~FD ~~a Material Definitive Agreement~~Disclosure.

OnIn ~~April 16,~~connection ~~2012,~~with ~~Reddy Ice Corporation, a Nevada corporation (~~the ~~“Company”),~~Chapter ~~entered~~11 ~~into~~bankruptcy afiling ~~new~~by ~~debtor-in-possession~~each ~~revolving~~of ~~credit~~Reddy ~~facility~~Ice ~~with Macquarie Bank Limited~~Holdings, Inc. asand ~~the~~its ~~sole~~subsidiary ~~lender~~Reddy ~~and~~Ice ~~administrative~~Corporation ~~agent~~ (collectively, the “~~DIP Credit Facility~~Company”)~~. The DIP Credit Facility consists of a revolving credit facility in an amount not to exceed $70 million~~, ~~a portion of~~ the ~~proceeds of which were used to repay the~~ Company’s ~~amended~~anticipates ~~and~~disclosing ~~restated~~certain ~~credit~~financial ~~agreement,~~information ~~dated~~regarding asits offirst ~~October 22,~~quarter ~~2010,~~2012 byfinancial ~~and~~results ~~among~~to ~~the~~parties ~~Company~~not ~~and~~subject ~~Macquarie~~to ~~Bank~~confidentiality ~~Limited,~~agreements ~~as the sole lender and administrative agent~~ (the “~~Pre-Petition~~Disclosed ~~Credit Facility~~Information”)~~, upon entry of the interim order approving the DIP Credit Facility~~. The ~~DIP~~Disclosed ~~Credit~~Information ~~Facility~~was ~~will~~prepared ~~provide additional liquidity during the restructuring process~~ and will, ~~subject~~be todisclosed ~~the~~solely ~~satisfaction~~in ofconnection ~~certain~~with ~~conditions, some of which are not in~~ the ~~Company’s~~Chapter ~~control,~~11 bebankruptcy ~~converted~~cases ~~into~~and anot ~~senior~~for ~~secured~~use ~~first~~by ~~lien~~other ~~revolving~~holders ~~credit~~or ~~facility~~prospective onholders ~~substantially~~of the ~~same terms as the Pre-Petition Credit Facility upon the~~ Company’s ~~emergence from bankruptcy~~securities.

~~Borrowings~~The ~~under~~Disclosed ~~the~~Information ~~DIP~~includes ~~Credit~~historical ~~Facility~~financial ~~will~~information ~~bear interest at a rate equal to LIBOR plus an applicable margin of 7.0% per annum, or, at the Company’s option, the Alternative Base Rate plus an applicable margin of 6.0% per annum. LIBOR~~ and ~~the~~projections ~~Base~~that ~~Rate~~ are subject to ~~floors~~numerous ofassumptions, ~~1.5%~~risks and 2limitations.~~5%,~~ ~~respectively.~~ The ~~DIP~~Disclosed ~~Credit~~Information ~~Facility~~was ~~will~~prepared ~~not~~prior ~~provide~~to ~~for~~ the ~~issuance~~completion of ~~letters~~the ofCompany’s ~~credit.~~financial ~~The~~statements ~~DIP~~for ~~Credit~~the ~~Facility~~quarter ~~will~~ended ~~mature on July~~March 1631, 2012,; ~~with~~as a ~~three~~result ~~month extension at~~ the ~~Company’s~~historical ~~option,~~financial ~~subject~~information toincluded ~~limited~~in ~~conditions to extension, including~~ the ~~payment~~Disclosed ofInformation anmay ~~extension~~differ ~~fee~~from ~~equal to 1.25% of~~ the ~~full~~Company’s ~~amount~~actual ofresults ~~the~~when ~~DIP~~they ~~Credit~~are ~~Facility~~reported.

~~The~~For ~~obligations under~~ the ~~DIP~~three ~~Credit~~months ~~Facility~~ended ~~are~~March 31, ~~fully~~2012 and ~~unconditionally guaranteed by Reddy Ice Holdings~~2011, ~~Inc.~~ ~~and will also be guaranteed by any future domestic subsidiaries of~~ the Company.’s ~~The~~preliminary ~~DIP~~revenues, ~~Credit~~Adjusted ~~Facility~~EBITDA ~~is collateralized by first priority priming liens on substantially all of the Company’s assets~~ and isPro ~~entitled~~Forma toAdjusted ~~superpriority~~EBITDA ~~administrative~~were ~~claim~~as ~~status.~~follows:

Subject to certain conditions, mandatory prepayments of the DIP Credit Facility (and mandatory commitment reductions of the DIP Credit Facility) will be required to be made with portions of proceeds from asset sales, subject to various exceptions.

	Three Months Ended March 31,
	2012			2011
	(in millions)
Revenues	$	44.3		$	40.8
Adjusted EBITDA	(8.9		)	(8.7		)
Pro Forma Adjusted EBITDA	(8.9		)	(9.0		)

The ~~DIP~~financial ~~Credit~~information ~~Facility~~reflected ~~contains~~in ~~affirmative~~the ~~and~~Disclosed ~~negative~~Information ~~covenants~~does ~~applicable~~not purport to present the Company’s ~~and~~financial ~~its~~condition ~~future~~in ~~subsidiaries,~~accordance ~~subject~~with toaccounting ~~materiality~~principles ~~and~~generally ~~other~~accepted ~~qualifications,~~in ~~baskets~~the ~~and~~United ~~exceptions~~States of America (“GAAP”). The ~~affirmative~~Company’s ~~and~~independent ~~negative~~registered ~~covenants~~public ~~are~~accounting ~~substantially~~firm ~~the~~has ~~same~~not asaudited or completed its review procedures on the ~~Pre-Petition~~Disclosed ~~Credit~~Information. ~~Facility~~The Disclosed Information includes Adjusted EBITDA, ~~modified~~which asis ~~necessary~~not a measure recognized under GAAP. This measure does not purport to ~~reflect~~be ~~the~~an ~~commencement~~alternative ~~and~~to ~~continuation~~measures ofpresented ~~the~~in ~~voluntary~~accordance ~~bankruptcy~~with ~~cases~~GAAP, ~~under~~and ~~Chapter 11~~Adjusted ofEBITDA ~~the~~does ~~United~~not ~~States~~purport ~~Bankruptcy~~to ~~Code~~be ~~(the~~an ~~“Bankruptcy~~alternative ~~Cases”~~to Net Income (Loss) ~~and~~as ~~the~~a ~~effects~~measure ~~that~~of ~~customarily~~profitability ~~result~~or cash flows from ~~reorganization~~operations ~~under~~as ~~Chapter~~an 11alternative to liquidity. A reconciliation of the ~~United~~Company’s ~~States~~Adjusted ~~Bankruptcy~~EBITDA ~~Code. The~~to ~~financial~~Net ~~covenants~~Income ~~include~~(Loss) awill ~~maximum~~be ~~leverage~~provided ~~ratio~~in the Company’s Quarterly Reports on Form 10-Q for the quarter ended March 31, ~~compliance~~2012 ~~with~~when ~~cash~~they ~~flow~~are ~~budgets~~filed with the Securities and ~~repayment~~Exchange ~~limitation~~Commission.

Obligations under the DIP Credit Facility may be declared immediately due and payable upon the occurrence of certain events of default, subject to thresholds and grace periods in some cases. The events of default are substantially the same as the Pre-Petition Credit Facility, modified as necessary to reflect the commencement of the Bankruptcy Cases and such other matters as the administrative agent shall specify.2

~~A copy of the DIP Credit Facility is attached hereto as Exhibit 99.1 and is incorporated herein by reference.~~SIGNATURES

~~Item~~Pursuant ~~9.01.~~to ~~Financial~~the ~~Statements~~requirements ~~and~~of ~~Exhibits~~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.

~~(d) Exhibits.~~Date: May 7, 2012

~~99.1† Senior~~REDDY ~~Secured~~ICE ~~Super-Priority Debtor-in-Possession Credit Agreement~~HOLDINGS, ~~dated~~INC. asBy: of/s/ ~~April 16,~~Steven ~~2012,~~J. byJanusek ~~and~~Name: ~~among~~Steven ~~Reddy Ice Corporation, Reddy Ice Holdings, Inc~~J. ~~and~~Janusek ~~Macquarie~~Title: ~~Bank~~Chief ~~Limited,~~Financial ~~as the sole lender~~ and ~~administrative~~Accounting ~~agent.~~Officer

~~† Filed herewith.~~3

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.

Date: April 19, 2012

REDDY ICE HOLDINGS, INC. By: /s/ Steven J. Janusek Name: Steven J. Janusek Title: Chief Financial and Accounting Officer

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