8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section13 or 15(d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 10, 2007

SWIFT TRANSPORTATION CO., INC.

(Exact Name of Registrant as Specified in Charter)

Nevada	0-18605	86-0666860
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer 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 Rule425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.01 Changes In Control Of Registrant

     On May 10, 2007, Swift Transportation Co., Inc. (the “Company”) completed its merger with Saint Acquisition Corporation (“Saint Acquisition”), pursuant to the Agreement and Plan of Merger (the “Merger Agreement”), dated January 19, 2007, between the Company, Saint Acquisition and Saint Corporation (“Saint”). Pursuant to the Merger Agreement, each share of the Company’s common stock issued and outstanding immediately prior to the effective time of the Merger was canceled and converted into the right to receive $31.55 in cash, without interest. Upon completion of the Merger, the Company became a wholly-owned subsidiary of Saint. In connection with the completion of the Merger, at the close of the market on May 10, 2007, the common stock of the Company ceased trading on NASDAQ.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

     In connection with the Merger, each of Jock Patton, Robert W. Cunningham, Karl Eller, Alphonse E. Frei, David Goldman, Paul M. Mecray III, Jerry Moyes, Karen E. Rasmussen and Samuel C. Cowley resigned from his or her respective position as a member of the Board of Directors, and any committee thereof, of the Company and from any other position he or she held with the Company or any of its subsidiaries. Mr. Cunningham and Glynis A. Bryan, the Chief Executive Officer and Chief Financial Officer of the Company respectively, have also resigned from such positions in connection with the Merger. Following the Merger, Robert T. Goates has been appointed by Saint to serve as the sole director of the Company. Mr. Goates also will serve as interim Chief Executive Officer and interim Chief Financial Officer of the Company. Jerry Moyes will become Chief Executive Officer of the Company upon termination of the Company’s registration as a public company.

     A copy of the press release announcing the completion of the Merger is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

     Certain other information relating to the transaction is included in Schedule 13E-3 filed on May 10, 2007 by the Company and other persons involved in the transaction. Such information is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

Exhibit 99.1            Press Release dated May 10, 2007.

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: May 10, 2007

SWIFT TRANSPORTATION CO., INC.
 

/s/ Robert Goates  

By: Robert Goates  

Interim Chief Financial Officer 

EX-99.1

EXHIBIT 99.1

For Immediate Release

JERRY MOYES COMPLETES ACQUISITION OF SWIFT TRANSPORTATION

PHOENIX, AZ, May 10, 2007 — Jerry Moyes today announced that Saint Corporation, a corporation formed by Mr. Moyes and certain related parties, has successfully completed the acquisition of Swift Transportation Co., Inc. (NASDAQ: SWFT). Mr. Moyes is the founder, and former Chairman of the Board and CEO, of Swift. As previously announced on January 19, 2007, Saint entered into a definitive agreement with Swift to acquire all of the outstanding shares of Swift common stock for $31.55 per share in cash, including the assumption of approximately $332 million of net debt, valuing the all-cash transaction at approximately $2.6 billion, or approximately $3.6 billion counting the Moyes family’s rollover of their Swift investment and their contribution of Interstate Equipment Leasing.

“I am extremely pleased to have successfully completed the acquisition of Swift,” said Jerry Moyes. “I am confident that as a private company, Swift will be better positioned to operate in today’s highly competitive trucking industry. Our customers will continue to receive the high-levels of service that they have come to expect from Swift, as our commitment to serving their needs remains steadfast. I am confident that together with the 25,000 hard working and dedicated Swift employees and independent contractor drivers, we will build upon Swift’s unique legacy and further position this great company for continued growth and success. I want to thank Swift’s customers, stockholders and employees for their support throughout this process.”

In connection with the completion of the transaction, Swift stock will cease to trade on the NASDAQ and will be delisted.

About Swift Transportation

Swift Transportation Co., Inc., a truckload carrier headquartered in Phoenix, Arizona, operates the largest fleet of truckload carrier equipment in the United States with regional operations throughout the continental United States.

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Contact:
Robert Goates
Interim Chief Financial Officer
Saint Corporation / Swift Transportation
(602) 269-9700