8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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)

February 29, 2008

FROZEN FOOD EXPRESS INDUSTRIES, INC.

(Exact Name of Registrant as Specified in its Charter)

Texas (State or Other Jurisdiction of Incorporation)	1-10006 COMMISSION FILE NUMBER	75-1301831 (IRS Employer Identification No.)
1145 Empire Central Place Dallas, Texas 75247-4309 (Address of Principal Executive Offices)		(214) 630-8090 (Registrant's telephone number, including area code)

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:
r	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
r	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
r	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
r	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 1.02.

Amendment of a Material Agreement

On February 29, 2008, the Registrant through its affiliate and its banks entered into the Third Amendment to the Amended and Restated Credit Agreement among Comerica Bank, as Administrative Agent for itself and other Banks, LaSalle Bank National Association, as Collateral Agent and Syndication Agent for itself and other Banks, and FFE Transportation Services, Inc., as Borrower and certain of its affiliates.  The purpose of the Amendment was to enable the Registrant to continue to declare and pay cash dividends not to exceed $540,000 in the aggregate per quarter during the first two quarters of 2008.  With the Third Amendment, the Registrant’s previously-declared cash dividend, which was approved by the Board of Directors on February 27, 2008, subject to the consent of the banks, became effective on February 29, 2008. See also Item 8.01 of this Current Report on Form 8-K.

ITEM 2.02.	Results of Operations and Financial Condition
	On March 4, 2008, Frozen Food Express Industries, Inc. issued a news release announcing its results of operations for the three- and twelve-month periods ended December 31, 2007, as compared to the comparable periods of 2006.  A copy of the news release is furnished, but not filed, herewith as Exhibit 99.1 ..

ITEM 8.01.	Other Events
	Effective February 29, 2008, the Registrant’s Board of Directors declared a quarterly cash dividend of $0.03 per share of the Registrant’s Common Stock to be paid on March 25, 2008 to holders of record as of March 7, 2008.

ITEM 9.01.	Financial Statements and Exhibits
(a)	Financial statements of business acquired.
	Not applicable.
(b)	Pro-forma financial information.
	Not applicable.
(c)	Shell company transactions.
	Not applicable.
(d)	Exhibits
	10.1	Third Amendment to the Amended and Restated Credit Agreement between Comerica Bank-Texas as administrative agent for itself and other banks, LaSalle Bank National Association, as collateral agent and syndication agent for itself and other banks and FFE Transportation Services, Inc., as Borrower and certain of its affiliates
	99.1	Frozen Food Express Industries Inc. Announces Fourth Quarter Results

   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	FROZEN FOOD EXPRESS INDUSTRIES, INC.
Dated: March 6, 2007	By:	/s/ Thomas G. Yetter
		Thomas G. Yetter Senior Vice President and Chief Financial Officer (Principal Financial Officer)

EXHIBIT INDEX
Exhibit No.	Exhibit Title
10.1	Third Amendment to the Amended and Restated Credit Agreement
99.1	Press Release dated March 4, 2008, regarding the fourth quarter results by Frozen Food Express Industries, Inc.

EX-10.1

 EXHIBIT 10.1

THIRD AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

THIS THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (herein called this “Amendment”) made as of March 3, 2008 among FFE TRANSPORTATION SERVICES, INC., a Delaware corporation (“Borrower”), LASALLE BANK NATIONAL ASSOCIATION, as a Bank, Collateral Agent and Syndication Agent (“LaSalle”) and COMERICA BANK, a Texas banking association, successor interest by merger to Comerica Bank, a Michigan banking corporation, as a Bank, Issuing Bank and Administrative Agent (individually, as “Administrative Agent” and collectively with “LaSalle”, the “Bank”).

W I T N E S S E T H:

WHEREAS, Borrower and Bank have entered into that certain Amended and Restated Credit Agreement dated as of October 12, 2006 (as heretofore amended, the “Original Credit Agreement”), for the purposes and consideration therein expressed, pursuant to which Bank became obligated to make loans to Borrower as therein provided; and

WHEREAS, Borrower and Bank desire to amend the Original Credit Agreement as provided herein;

NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements contained herein and in the Original Credit Agreement, in consideration of the loans which may hereafter be made by Bank to Borrower, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto do hereby agree as follows:

ARTICLE I.

Definitions and References

§ 1.1.           Terms Defined in the Original Credit Agreement.  Unless the context otherwise requires or unless otherwise expressly defined herein, the terms defined in the Original Credit Agreement shall have the same meanings whenever used in this Amendment.

§ 1.2.           Other Defined Terms.  Unless the context otherwise requires, the following terms when used in this Amendment shall have the meanings assigned to them in this § 1.2.

“Amendment” means this Third Amendment to Credit Agreement.

“Amendment Documents” means, collectively, this Amendment and the confirmation by Guarantor with respect to this Amendment and any other document required to be delivered by Borrower pursuant to Article III hereof.

“Credit Agreement” means the Original Credit Agreement as amended hereby.

ARTICLE II.

Amendments to Original Credit Agreement

§ 2.1.           Dividends and Distributions.  Subsection 5.2 (e)(i) of the Original Credit Agreement is hereby amended in its entirety to read as follows:

“(i)           If no Default or Potential Default exists, Parent may declare and pay cash dividends from time to time; provided (A) that during the fiscal year of Parent ending on December 31, 2008, the amount of such dividends paid during any fiscal quarter of such fiscal year shall not exceed an aggregate amount of $540,000 and the amount of such dividends paid during such fiscal year shall not exceed an aggregate amount of  $2,160,000 during such fiscal year; (B) that during the fiscal year of Parent ending on December 31, 2008, the amount of such dividends paid during either the fiscal quarter ending on September 30, 2008 or  December 31, 2008 shall not exceed 100% of the positive Net Income of Parent and its consolidated subsidiaries for the immediately preceding fiscal quarter of such respective fiscal quarter; and (C) that Parent and each other Company would otherwise be in compliance with all other financial covenants contained in this Agreement if such financial covenants were measured as of the date such dividends are paid after giving effect to such dividends.”

ARTICLE III.

Conditions of Effectiveness

§ 3.1.           Effective Date.  This Amendment shall become effective as of the date first above written when and only when Bank shall have received, at Bank’s office,

(a)           a duly executed counterpart of this Amendment,

(b)           a duly executed Consent and Agreement from Guarantor in the form of Exhibit A hereto,

(c)           payments of an amendment fee (i) by Borrower to LaSalle in the amount of $7,500 and (ii) by Borrower to Administrative Agent in the amount of $7,500, and

(d)           each other document to be executed and delivered by Borrower pursuant hereto or thereto.

ARTICLE IV.

Representations and Warranties

§ 4.1.           Representations and Warranties of Borrower.  In order to induce Bank to enter into this Amendment, Borrower represents and warrants to Bank that:

(a)           The representations and warranties contained in Article IV of the Original Credit Agreement are true and correct at and as of the time of the effectiveness hereof;

(b)           Borrower is duly authorized to execute and deliver this Amendment and the other Amendment Documents and is and will continue to be duly authorized to borrow and to perform its obligations under the Credit Agreement.  Borrower has duly taken all corporate action necessary to authorize the execution and delivery of this Amendment and the other Amendment Documents and to authorize the performance of the obligations of Borrower hereunder and thereunder;

(c)           The execution and delivery by Borrower of this Amendment and the other Amendment Documents, the performance by Borrower of its obligations hereunder and thereunder and the consummation of the transactions contemplated hereby do not and will not conflict with any provision of law, statute, rule or regulation or of the articles of incorporation and bylaws of Borrower, or of any material agreement, judgment, license, order or permit applicable to or binding upon Borrower, or result in the creation of any lien, charge or encumbrance upon any assets or properties of Borrower.  Except for those which have been duly obtained, no consent, approval, authorization or order of any court or governmental authority or third party is required in connection with the execution and delivery by Borrower of this Amendment and the other Amendment Documents or to consummate the transactions contemplated hereby and thereby;

(d)           When duly executed and delivered, each of this Amendment and the other Amendment Documents will be a legal and binding instrument and agreement of Borrower, enforceable in accordance with its terms, except as limited by bankruptcy, insolvency and similar laws applying to creditors’ rights generally and by principles of equity applying to creditors’ rights generally; and

(e)           The audited annual consolidated financial statements of Borrower dated as of December 31, 2006 fairly presents the consolidated financial position at such date and the consolidated statement of operations and the changes in consolidated financial position for the periods ending on such dates for Borrower.  Copies of such financial statements have heretofore been delivered to Bank.  Since such date no material adverse change has occurred in the financial condition or businesses or in the consolidated financial condition or businesses of Borrower.

ARTICLE V.

Miscellaneous

§ 5.1.           Ratification of Agreement.  The Original Credit Agreement as hereby amended is hereby ratified and confirmed in all respects.  Any reference to the Credit Agreement in any Loan Document shall be deemed to refer to this Amendment also.  The execution, delivery and effectiveness of this Amendment and the other Amendment Documents shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of Bank under the Credit Agreement or any other Loan Document nor constitute a waiver of any provision of the Credit Agreement or any other Loan Document.

§ 5.2.           Survival of Agreements.  All representations, warranties, covenants and agreements of Borrower herein shall survive the execution and delivery of this Amendment and the performance hereof, and shall further survive until all of the Obligations are paid in full.  All statements and agreements contained in any certificate or instrument delivered by Borrower hereunder or under the Credit Agreement to Bank shall be deemed to constitute representations and warranties by, or agreements and covenants of, Borrower under this Amendment and under the Credit Agreement.

§ 5.3.           Loan Documents.  This Amendment and the other Amendment Documents are each a Loan Document, and all provisions in the Credit Agreement pertaining to Loan Documents apply hereto and thereto.

§ 5.4.           Governing Law.  This Amendment shall be governed by and construed in accordance with the laws of the State of Texas and any applicable laws of the United States of America in all respects, including construction, validity and performance.

§ 5.5.           Counterparts; Fax.  This Amendment may be separately executed in counterparts and by the different parties hereto in separate counterparts, each of which when so executed shall be deemed to constitute one and the same Amendment.  This Amendment may be duly executed by facsimile or other electronic transmission.

§ 5.6.           Merger Acknowledgment.  Comerica Bank, a Michigan banking corporation (the “Merged Bank”) has been merged with and into Comerica Bank, a Texas banking association (the “Surviving Bank”).  Any reference in the Loan Documents to Comerica Bank, a Michigan banking corporation, shall mean Comerica Bank, a Texas banking association, as successor by merger to the Merged Bank.

THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.

THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.

[The remainder of this page is intentionally left blank.]

IN WITNESS WHEREOF, this Amendment is executed as of the date first above written.

FFE TRANSPORTATION SERVICES, INC.,

as Borrower

By: /s/ Thomas G. Yetter

Thomas G. Yetter

Senior Vice President

COMERICA BANK,

as a Bank, as Issuing Bank

and as Administrative Agent

By: /s/ Donald P. Hellman

Donald P. Hellman

Senior Vice President

LASALLE BANK NATIONAL ASSOCIATION,

as a Bank, as Collateral Agent and

as Syndication Agent

By: /s/ Chris Hursey

Chris Hursey

Vice President

 EXHIBIT A

CONSENT AND AGREEMENT

Each of the undersigned Guarantors hereby (i) consents to the provisions of this Amendment and the transactions contemplated herein, (ii) ratifies and confirms the Amended and Restated Guaranty and Amended and Restated Security Agreement, each dated as of October 12, 2006, made by them for the benefit of Bank pursuant to the Credit Agreement, (iii) ratifies and confirms all other Loan Documents made by them for the benefit of Bank, (iv) agrees that all of their respective obligations and covenants thereunder shall remain unimpaired by the execution and delivery of this Amendment and the other documents and instruments executed in connection herewith, and (v) agrees that such Guaranty, such Security Agreement and such other Loan Documents shall remain in full force and effect.

FROZEN FOOD EXPRESS INDUSTRIES, INC.

By: /s/ Thomas G. Yetter

Thomas G. Yetter

Senior Vice President

CONWELL CORPORATION

By: /s/ Leonard W. Bartholomew

Leonard W. Bartholomew

Secretary

FX HOLDINGS, INC. (formerly names AIRPRO HOLDINGS, INC.)

By: /s/ Leonard W. Bartholomew

Leonard W. Bartholomew

Secretary

LISA MOTOR LINES,  INC.

By: /s/ Leonard W. Bartholomew

Leonard W. Bartholomew

Secretary

COMPRESSORS PLUS, INC.

By: /s/ Leonard W. Bartholomew

Leonard W. Bartholomew

Secretary

FFE LOGISTICS, INC.

By: /s/ Leonard W. Bartholomew

Leonard W. Bartholomew

Secretary

CONWELL LLC

By: /s/ Leonard W. Bartholomew

Leonard W. Bartholomew

Secretary

EX-99.1 CHARTER

EXHIBIT 99.1

FOR IMMEDIATE RELEASE

Contacts:

Stoney M.“Mit” Stubbs, Jr., CEO

Thomas G. Yetter, CFO

Email: ir@ffex.net

(214) 630-8090   

Frozen Food Express Industries, Inc.

Announces Fourth Quarter Results

Dallas, Texas – March 4, 2008 – Frozen Food Express Industries, Inc. (NasdaqGSM: FFEX) today announced its financial and operating results for the three- and twelve-month periods ended December 31, 2007.

Three-month results

For the quarter ended December 31, 2007, revenue increased 4.9% to $117.9 million from $112.4 million in the comparable 2006 quarter. Revenue for the 2007 and 2006 fourth-quarter periods included fuel surcharges of $21.9 million and $15.7 million, respectively.  Net of fuel surcharges, revenue was $96.0 million for the fourth quarter of 2007, compared to $96.7 million in the fourth quarter of 2006.  Revenue generated from the logistics, or brokerage, operation of the temperature-controlled transportation company increased by $1.3 million (46.4%) during the fourth quarter of 2007 to $4.1 million, as compared to $2.8 million during the same period of 2006.  “We are carefully monitoring the bottom line results of our brokerage operation in order to minimize expenses typically associated with a start-up operation,” noted Mit Stubbs, Chairman and CEO of FFEX.

Mr. Stubbs continued, "Since mid third quarter and well into the fourth quarter, we were encouraged by signs that our team's efforts to enhance revenue were succeeding, compared to earlier in the year.  Asset utilization was up.  Revenue per loaded mile for truckload and revenue per hundredweight for less-than-truckload (“LTL”) were holding their own, and our controllable operating expenses were behaving well.  We even made a little money for the first two months of the fourth quarter, and for the first time in a long time, we had a profitable three-month trailing period, ended November 30, 2007.  December presented a number of challenges that negated those late-year positives.  So far, 2008 does not look much better (or much worse, either) than did that September-November run.  For 2008, we have a genuine shot at a profit."

For the quarter ended December 31, 2007, FFEX incurred a pre-tax loss of $5.3 million, as compared to pre-tax income from continuing operations of $5.0 million during the same quarter a year ago. Fourth-quarter 2006 pre-tax income included a non-taxable gain of $5.1 million from the sale of a life insurance investment.

For the fourth quarter of 2007, the company reported an after-tax net loss of $3.5 million, or 21 cents per diluted share.  For the comparable three months of 2006, FFEX reported net income of $4.3 million, or 24 cents per diluted share.

Mr. Stubbs continued, “This was another quarter and year where freight demand lagged behind the supply of industry-wide capacity, putting pressure on freight volumes, rates and utilization of our equipment across our core asset-based service offerings.  We mitigated these pressures by retiring some older trucks in order to increase asset productivity through better utilization of a smaller fleet, while maintaining the most modern fleet possible.  We continue to see the positive effect of decisions to increase truck-rail (“intermodal”) movements, with a 9.0% increase in length of haul (truckload loaded miles per shipment) to 1,034 miles during the fourth quarter of 2007, compared to 949 miles in the same quarter of 2006.  For the fourth quarter of 2007, asset productivity (revenue per truck per week, excluding fuel surcharges) improved by nearly 2% to $3,308 from $3,252 during the comparable 2006 quarter.  There was also improvement in our truckload empty mile ratio, an operational and network efficiency metric, as it declined to 9.4% in the fourth quarter of 2007, as compared to 9.9% during the 2006 quarter.

“LTL hundredweight increased 2.4% in the fourth quarter of 2007 as compared to the same quarter of 2006, while revenue per hundredweight (excluding fuel surcharge revenue) declined 6.9%. To counteract seasonality of the LTL freight market, we adjust our winter pricing levels to stimulate LTL freight demand and generate revenue sufficient to cover variable costs and contribute to fixed and overhead costs.  We plan to raise our LTL rates somewhere in the 5% range in mid-second quarter, or as market conditions allow.

“Claims and insurance expense was up 85.1% during the fourth quarter of 2007 as compared to the 2006 quarter.   In December, a major ice storm hit the mid-section of the United States.  As the storm began, we were involved in a chain-reaction accident, for which we have established a substantial reserve.”

Full-year results

For the twelve months ended December 31, 2007, revenue decreased by 6.5% to $452.2 million from $483.7 million during the same period of 2006.  Revenue for 2007 included fuel surcharges of $73.4 million, as compared with $75.1 million during 2006.  During 2007, brokerage revenue increased 24.8% to $15.6 million from $12.5 million in 2006.  Included in 2006 revenue, but absent from the 2007 revenue, was $1.7 million associated with the aftermath of Hurricanes Katrina and Rita.

For the year ended December 31, 2007, FFEX incurred a pre-tax loss of $9.9 million, as compared to pre-tax income from continuing operations of $17.7 million during 2006.  For 2007, the company reported a net loss of $7.7 million, or 45cents per diluted share, compared to net income of $11.2 million, or 61 cents per diluted share during 2006.

Mr. Stubbs concluded, “Our near-term strategy calls for us to continue finding ways to augment our freight network and enhance our revenues while at the same time controlling our costs, particularly with non-asset based growth opportunities that logistics and intermodal services provide. We completed a very rigorous budgetary process for 2008 which we believe brought the management teams to a position of uniform accountability and direction.  We intend to maintain a watchful eye on all costs in our business, allowing us to return to profitability this year.”

About FFEX

Frozen Food Express Industries, Inc. is a publicly-owned, temperature-controlled carrier of perishable goods (primarily food products, health care supplies and confectionery items).  Its services extend from Canada, throughout the 48 contiguous United States, into Mexico.  The refrigerated trucking company is the only one serving this market that is full-service – providing truckload, less-than-truckload and dedicated fleet transportation of refrigerated and frozen products.  Its refrigerated less-than-truckload operation is the largest on the North American continent.  The company also provides truckload transportation of non-temperature-sensitive goods through its non-refrigerated trucking fleet, American Eagle Lines. Additional information about Frozen Food Express Industries, Inc. can be found at the company’s web site, http://www.ffex.net ..

Forward-Looking Statements

This report contains information and forward-looking statements that are based on management’s current beliefs and expectations and assumptions we made based upon information currently available.  Forward-looking statements include statements relating to our plans, strategies, objectives, expectations, intentions, and adequacy of resources, and may be identified by words such as “will”, “could”, “should”, “believe”, “expect”, “intend”, “plan”, “schedule”, “estimate”, “project”, and similar expressions.  These statements are based on our current expectations and are subject to uncertainty and change.

Although we believe the expectations reflected in such forward-looking statements are reasonable, actual results could differ materially from the expectations reflected in such forward-looking statements.  Should one or more of the risks or uncertainties underlying such expectations not materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected.

Factors that are not within our control that could cause actual results to differ materially from those in such forward-looking statements include demand for our services and products, and our ability to meet that demand, which may be affected by, among other things, competition, weather conditions and the general economy, the availability and cost of labor, our ability to negotiate favorably with lenders and lessors, the effects of terrorism and war, the availability and cost of equipment, fuel and supplies, the market for previously-owned equipment, the impact of changes in the tax and regulatory environment in which we operate, operational risks and insurance, risks associated with the technologies and systems we use and the other risks and uncertainties described in our filings with the Securities and Exchange Commission.

FROZEN FOOD EXPRESS INDUSTRIES, INC. AND SUBSIDIARIES

Consolidated Statements of Income

For the Three and Twelve Months Ended December 31,

(Unaudited and in thousands, except per-share amounts)

	Three Months						Twelve Months
	2007			2006			2007			2006
Revenue	$	117,926		$	112,436		$	452,214		$	483,721
Costs and expenses
Salaries, wages and related expenses		31,794			32,866			128,895			130,554
Purchased transportation		30,922			26,543			114,138			114,777
Fuel		22,884			19,789			84,319			87,757
Supplies and expenses		13,590			14,394			54,516			58,758
Revenue equipment rent		8,198			7,398			31,083			30,551
Depreciation		4,749			5,281			19,446			20,606
Communications and utilities		993			1,115			4,206			4,291
Claims and insurance		8,589			4,639			20,801			18,279
Operating taxes and licenses		1,190			1,130			4,740			4,513
Gains on disposition of equipment		(813	)		(770	)		(3,144	)		(3,379	)
Miscellaneous expenses		1,242			741			3,743			5,455
		123,338			113,126			462,743			472,162
(Loss) income from continuing operations		(5,412	)		(690	)		(10,529	)		11,559
Interest (income) and other expense
Interest income		(69	)		(173	)		(640	)		(566	)
Interest expense		50			180			50			405
Equity in earnings of limited partnership		(363	)		(637	)		(781	)		(1,115	)
Life insurance and other		253			(5,072	)		776			(4,836	)
		(129	)		(5,702	)		(595	)		(6,112	)
(Loss) income from continuing operations		(5,283	)		5,012			(9,934	)		17,671
Income tax (benefit) expense		(1,742	)		687			(2,264	)		6,468
Net (loss) income from continuing operations		(3,541	)		4,325			(7,670	)		11,203
Discontinued operations, net		--			(9	)		--			23
Net (loss) income	$	(3,541	)	$	4,316		$	(7,670	)	$	11,226
Net (loss) income from continuing operations per share of common stock
Basic	$	(0.21	)	$	0.25		$	(0.45	)	$	0.63
Diluted	$	(0.21	)	$	0.24		$	(0.45	)	$	0.61
(Loss) income from discontinued operations per share of common stock
Basic	$	--		$	--		$	--		$	--
Diluted	$	--		$	--		$	--		$	--
Net (loss) income per share of common stock
Basic	$	(0.21	)	$	0.25		$	(0.45	)	$	0.63
Diluted	$	(0.21	)	$	0.24		$	(0.45	)	$	0.61
Weighted average shares outstanding
Basic		16,748			17,504			17,187			17,853
Diluted		16,748			17,941			17,187			18,517

FROZEN FOOD EXPRESS INDUSTRIES, INC. AND SUBSIDIARIES Operating Statistics For the Three and Twelve Months Ended December 31, (Unaudited)
	Three Months						Twelve Months
Revenue from [a]:	2007			2006			2007			2006
Truckload linehaul services	$	53.4		$	55.4		$	212.4		$	237.5
Dedicated fleets		5.8			4.6			17.9			21.1
Total truckload		59.2			60.0			230.3			258.6
Less-than-truckload (“LTL”) services		31.2			32.7			127.4			129.8
Fuel surcharges		21.9			15.7			73.4			75.1
Freight brokerage		4.1			2.8			15.6			12.5
Equipment rental		1.5			1.2			5.5			7.7
Total revenue		117.9			112.4			452.2			483.7
Operating expenses		123.3			113.1			462.7			472.2
(Loss) income from operations	$	(5.4	)	$	(0.7	)	$	(10.5	)	$	11.6
Operating ratio [b]		104.6	%		100.6	%		102.3	%		97.6	%
Total truckload revenue	$	59.2		$	60.0		$	230.3		$	258.6
LTL revenue		31.2			32.7			127.4			129.8
Total linehaul and dedicated fleet revenue	$	90.4		$	92.7		$	357.7		$	388.4
Weekly average trucks in service		2,079			2,169			2,122			2,222
Revenue per truck per week [c]	$	3,308		$	3,252		$	3,233		$	3,352
Statistical and revenue data [d]:
Truckload total linehaul miles [e]		40.5			41.5			162.7			177.6
Truckload loaded miles [e]		36.7			37.4			146.8			160.6
Truckload empty mile ratio [f]		9.4	%		9.9	%		9.8	%		9.6	%
Truckload linehaul revenue per total mile	$	1.32		$	1.33		$	1.31		$	1.34
Truckload linehaul revenue per loaded mile	$	1.46		$	1.48		$	1.45		$	1.48
Truckload linehaul shipments [g]		35.5			39.4			151.5			168.3
Truckload loaded miles per shipment		1,034			949			969			954
LTL hundredweight [g]		2,144			2,094			8,582			8,410
LTL linehaul revenue per hundredweight	$	14.55		$	15.62		$	14.85		$	15.43
Tractors in service as of December 31								2,075			2,187
Trailers in service as of December 31								4,046			3,919
Non-driver employees as of December 31								900			997

Notes:

a)   Revenue is stated in millions of dollars.  The amounts presented here may not agree to the amounts shown in the accompanying statements of income due to rounding.

b)   Operating expenses divided by revenue.

c)   Total linehaul and dedicated fleet revenue divided by number of weeks in period divided by weekly average trucks in service.

d)   Due to changes in the manner in which data regarding the numbers of miles, shipments and hundredweight are tabulated, the sum of the quarterly data presented in this and previous reports will not necessarily agree with the year-to-date data reported here. 

e)   In millions.

f)   One minus the quotient of truckload loaded miles divided by truckload total linehaul miles.

g)   In thousands.

Other selected financial information for the twelve months ended, or as of, December, 2007 and 2006 is as follows (unaudited and in thousands):
	2007			2006
Depreciation and amortization expense	$	24,307		$	25,702
Expenditures for property, plant and equipment	$	(22,007	)	$	(39,667	)
Proceeds from sale of property, plant and equipment	$	13,545		$	14,462
Cash and cash equivalents	$	2,473		$	9,589
Long-term debt	$	--		$	4,900