8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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Form 8-K

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Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 3, 2013

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(Exact name of registrant as specified in its charter)

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DE	000-50368	26-1631624
(State or other jurisdiction of incorporation)	Commission File Number:	(IRS Employer Identification No.)

145 Hunter Drive, Wilmington, OH 45177

(Address of principal executive offices, including zip code)

(937) 382-5591

(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report)

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

On January 2, 2013, the Board of Directors of Air Transport Services Group, Inc. (“ATSG”), appointed Mr. Richard M. Baudouin, age 60, to the Board as a Class 1 director, to fill the vacancy created by the resignation of Mr. Jeffrey A. Dominick. Mr. Baudouin's term will expire in 2013.

It is anticipated that Mr. Baudouin will be named to serve on the Audit Committee and the Nominating and Governance Committee of the Board.

Mr. Baudouin will complete the Board term of Jeffrey A. Dominick, who resigned from the Board effective Dec. 31, 2012. Mr. Dominick, has accepted a new position with an aviation investment unit of Blackrock, Inc., that may conflict with his responsibilities to ATSG. He had served on ATSG's Board since February 2008.

Item 7.01. Regulation FD Disclosure

On January 3, 2013, Air Transport Services Group, Inc. announced that its Board of Directors had appointed Mr. Baudouin to the Board. A copy of the release is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

Exhibit No.	Description
99.1	Press release issued by Air Transport Services Group, Inc. on January 3, 2013.

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 thereunto duly authorized.

AIR TRANSPORT SERVICES GROUP, INC.
By:	/S/  W. JOSEPH PAYNE
	W. Joseph Payne
	Sr. Vice President
	Corporate General Counsel & Secretary
Date:	January 3, 2013

EX-99.1

ATSG Elects Baudouin to Board of Directors

WILMINGTON, Ohio - January 3, 2013 - Air Transport Services Group, Inc. (NASDAQ:ATSG) today announced the election to its Board of Directors of Richard Baudouin, an experienced aircraft leasing executive who co-founded Aviation Capital Group (ACG), a global leader in aircraft leasing and finance.

Baudouin, 60, is currently one of three principals in Infinity Aviation Capital, LLC, an investment firm involved in aircraft leasing. He has more than 30 years of experience in aircraft finance and leasing, including more than $7 billion in aircraft financing agreements via Infinity, ACG, and GE Capital's aircraft finance unit.

ATSG President and CEO Joe Hete said, “Richard Baudouin has an exceptional track record in commercial aircraft leasing and financing that will be invaluable to ATSG as we further develop and expand our Cargo Aircraft Management (CAM) leasing business. He also has extensive contacts with major players in the global leasing marketplace. I look forward to working with him to help us leverage our expanding fleet of Boeing 757 and 767 freighter aircraft for even greater returns for our shareholders.”

Baudouin launched ACG in 1989 with several partners, and oversaw the marketing and capital markets units of the firm. ACG was acquired by Pacific Life Insurance Co. in 2005, and is now one of the world's largest aircraft leasing companies, with more than 260 Airbus and Boeing passenger and freighter aircraft, leased to approximately 90 airlines in 40 countries. He holds a Masters in Business Administration degree from the George Washington University in Washington, D.C.

Baudouin will complete the Board term of Jeffrey A. Dominick, who resigned from the Board effective Dec. 31, 2012. Dominick, one of the original partners of MassMutual Capital, a private equity investment subsidiary of the MassMutual Financial Group, has accepted a new position with an aviation investment unit of Blackrock, Inc., that may conflict with his responsibilities to ATSG. He had served on ATSG's Board since February 2008.

About ATSG

ATSG is a leading provider of aircraft leasing and air cargo transportation and related services to domestic and foreign air carriers and other companies that outsource their air cargo lift requirements. ATSG, through its leasing and airline subsidiaries, is the world's largest owner and operator of converted Boeing 767 freighter aircraft. Through its principal subsidiaries, including three airlines with separate and distinct U.S. FAA Part 121 Air Carrier certificates, ATSG provides aircraft leasing, air cargo lift, aircraft maintenance services and airport ground services. ATSG's subsidiaries include ABX Air, Inc.; Airborne Global Solutions, Inc.; Air Transport International, Inc.; Cargo Aircraft Management, Inc.; Capital Cargo International Airlines, Inc.; and Airborne Maintenance and Engineering Services, Inc. For more information, please see www.atsginc.com. 

Contact: Quint Turner

ABX Air, Inc.

937-382-5591