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): April 18, 2007

SWIFT TRANSPORTATION CO., INC.

(Exact Name of Registrant as Specified in Charter)

Nevada	0-18605	86-0666860
(State or Other Jurisdiction	(Commission File	(IRS Employer
of Incorporation)	Number)	Identification No.)
2200 South 75th Avenue, Phoenix, Arizona		85043
(Address of Principal Executive Offices)		(Zip Code)

(602) 269-9700
(Registrant’s telephone number, including area code)
(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 ( see General Instruction A.2. below):

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))

TABLE OF CONTENTS

EX-99.1

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

We are providing in this Report on Form 8-K our results for the three months ended March 31, 2007. Net earnings were $10.0 million or $0.13 per diluted share compared to $37.9 million or $0.50 per diluted share for the three months ended March 31, 2007 and 2006, respectively. First quarter results in 2007 and 2006 include $36,000 and $811,000, respectively, in pre-tax benefit for the reduction in market value of the interest rate derivative agreements. In addition, first quarter 2006 results include a $5.1 million gain from the settlement of litigation. Excluding the impacts of the interest rate derivative agreements and the litigation settlement, net earnings for the first quarters of 2007 and 2006 would have been $10.0 million or $0.13 per diluted share and $34.2 million or $0.45 per diluted share, respectively (see Net Earnings Reconciliation Table in the exhibit attached). First quarter 2007 results were impacted by the Company’s pending merger with Saint Acquisition Corporation, severe weather conditions, higher fuel costs and softer freight demand industry-wide during the quarter.

A copy of our unaudited condensed consolidated statement of earnings and additional information for the three months ended March 31, 2007 and 2006 is attached at Exhibit 99.1.

The information in this Form 8-K and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(a)	Not applicable.
(b)	Not applicable.
(c)	Not applicable.
(d)	Exhibits.
99.1	Condensed Consolidated Statement of Earnings and Additional Tables as of and for the three months ended March 31, 2007 and 2006

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.

Dated: April 18, 2007

SWIFT TRANSPORTATION CO., INC.
 

/s/ Glynis Bryan  

By: Glynis Bryan 

Executive Vice President and Chief Financial Officer 

EXHIBIT INDEX

Exhibit 99.1 — Condensed Consolidated Statement of Earnings and Additional Tables as of and for the three months ended March 31, 2007 and 2006

EX-99.1

Exhibit 99.1

Swift Transportation Co., Inc. and Subsidiaries
Condensed Consolidated Statements of Earnings
(unaudited)
(in thousands, except per share amounts)

				Three Months Ended
				March 31,
	2007						2006*
Operating revenue	$	727,150			100.0	%	$	762,596		100.0	%
Operating expenses:
Salaries, wages and employee benefits		233,145			32.1	%		228,631		30.0	%
Operating supplies and expenses		65,381			9.0	%		61,604		8.1	%
Fuel		148,119			20.4	%		144,161		18.9	%
Purchased transportation		130,187			17.9	%		138,198		18.1	%
Rental expense		13,948			1.9	%		11,712		1.5	%
Insurance and claims		36,000			5.0	%		35,825		4.7	%
Depreciation, amortization and impairments		57,337			7.9	%		55,594		7.3	%
Gain on disposal of property and equipment		(210	)		0.0	%		(1,294	)	-0.2	%
Communication and utilities		7,292			1.0	%		7,332		1.0	%
Operating taxes and licenses		15,850			2.2	%		13,679		1.8	%
Total operating expenses		707,049			97.4	%		695,442		91.2	%
Operating income		20,101			2.6	%		67,154		8.8	%
Interest expense		5,144			0.7	%		6,690		0.9	%
Interest income		(684	)		-0.1	%		(422	)	-0.1	%
Other income		(615	)		-0.1	%		(239	)	0.0	%
Earnings before income taxes		16,256			2.1	%		61,125		8.0	%
Income taxes		6,258			0.9	%		23,271		3.1	%
Net earnings	$	9,998			1.2	%	$	37,854		4.9	%
Diluted earnings per share	$	0.13					$	0.50
Shares used in per share calculations		76,124						75,564

* Results for the three months ended March 31, 2006 include adjustments to the previously reported quarters of 2006 for the impact of the adoption of SEC Staff Accounting Bulletin (“SAB”) 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements.

Swift Transportation Co., Inc. and Subsidiaries
Net Earnings Reconciliation Table (a)
(unaudited)
(in thousands, except per share amounts)

	Three months ended
	March 31,
	2007			2006*
Net earnings	$	9,998		$	37,854
Adjustment to market value of interest derivative agreements		(36	)		(811	)
Litigation settlement		—			(5,150	)
		9,962			31,893
Income tax effect		14			2,265
Adjusted net earnings	$	9,976		$	34,158
Shares used in per share calculations		76,124			75,564
Adjusted earnings per share	$	0.13		$	0.45

(a)

Management believes the presentation of earnings without the impact of the adjustments noted above is useful in comparing the results from period to period due to the historical volatility of the interest rate derivative agreements and the infrequent nature of the litigation settlement. Adjusted net earnings should be considered in addition to, not as a substitute for, or superior to, measures of financial performance in accordance with GAAP.

*

Results for the three months ended March 31, 2006 include adjustments to the previously reported quarters of 2006 for the impact of the adoption of SEC Staff Accounting Bulletin (“SAB”) 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements.

Swift Transportation Co., Inc. and Subsidiaries
Operating Statistics
(Unaudited)
(Excluding Fuel Surcharge)

	Three months ended
	March 31,
	2007			2006*
Total Miles(a)		422,416			454,279
Loaded Miles(a)		366,102			398,163
Loaded Miles per Trip		490.4			538.1
Loaded Miles per Tractor per Week		1,679			1,853
Trucking Revenue*	$	597,766		$	641,819
Revenue per Tractor per Week	$	2,742		$	2,987
Revenue per Loaded Mile	$	1.6328		$	1.6119
Average Linehaul Tractors		16,771			16,526
Deadhead Percentage		13.33	%		12.35	%
Period End Linehaul Tractor Count
Company		14,979			14,162
Owner Operator		2,955			3,315
Total		17,934			17,477

(a)	In Thousands
*	Results for the three months ended March 31, 2006 include adjustments to the previously reported quarters of 2006 for the impact of the adoption of SEC Staff Accounting Bulletin (“SAB”) 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements.

Swift Transportation Co., Inc. and Subsidiaries
Selected Balance Sheet Data
(in thousands)

	March 31,
	2007		December 31,
	(unaudited)		2006
Cash	$	71,846	$	47,858
Total Assets	$	2,099,880	$	2,110,648
Debt and securization	$	360,000	$	380,000
Total Liabilities	$	1,073,916	$	1,096,425
Equity	$	1,025,964	$	1,014,223

Swift Transportation Co., Inc. and Subsidiaries
Selected Cash Flow Statement Data
(unaudited)
(in thousands)

	Three months ended March 31,
	2007			2006
Net cash provided by operating activities	$	82,177		$	119,231
Capital expenditures (net of disposal proceeds)	$	(46,842	)	$	(5,216	)
Other investing activities		7,573			9,433
Net cash (used in) provided by investing activities	$	(39,269	)	$	4,217
Purchase of treasury stock	$	(3,667	)	$	(27,569	)
Other financing activities		(15,240	)		(55,102	)
Effect of exchange rate changes on cash		(13	)		(37	)
Net cash used in financing activities, including the effect of exchange rate changes on cash	$	(18,920	)	$	(82,708	)