8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549-1004

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): August 26, 2011 (August 22, 2011)

ARKANSAS BEST CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	0-19969	71-0673405
(State or other	(Commission	(IRS Employer
jurisdiction of	File Number)	Identification No.)
incorporation or
organization)

3801 Old Greenwood Road

Fort Smith, Arkansas 72903

(479) 785-6000

(Address, including zip code, and telephone number, including area code, of

the registrant’s principal executive offices)

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.

oWritten communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

oPre-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 August 22, 2011, the Board of Directors (the “Board”) of Arkansas Best Corporation (the “Company”) elected Mr. Craig E. Philip to the Board as a director, effective August 22, 2011.  Mr. Philip will be appointed to a committee of the Board at a later date. Mr. Philip’s term on the Board will expire at the Company’s annual meeting of stockholders in 2012.

Mr. Philip is the Chief Executive Officer of Ingram Barge Company. There are no understandings or arrangements between Mr. Philip and any other person pursuant to which Mr. Philip was elected to serve as a director of the Company.  There were no related-person transactions between the Company and Mr. Philip reportable under Item 404(a) of Regulation S-K.

As a non-employee director, Mr. Philip will receive an initial grant of restricted stock units valued at $100,000 on the fifth business day following the Company’s Third Quarter 2011 earnings release pursuant to the Form of Restricted Stock Unit Agreement (the “Restricted Stock Unit Agreement”), pursuant to the Company’s Non-Employee Director Granting of Equity Based Compensation Policy.  The foregoing description is qualified in its entirety by reference to the full text of the Form of Restricted Stock Unit Agreement previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on May 5, 2009, and incorporated herein by reference.

In addition, the Company entered into an indemnification agreement with Mr. Philip on August 22, 2011 (the “Indemnification Agreement”).  The Indemnification Agreement provides that the Company will indemnify Mr. Philip in connection with serving in his capacity as a director of the Company to the fullest extent authorized, permitted or not prohibited (i) by the General Corporation Law of the State of Delaware, or any other applicable law (including judicial, regulatory or administrative interpretations or readings thereof), the Company’s Restated Certificate of Incorporation or Amended and Restated Bylaws as in effect on the date hereof, or (ii) by any amendment thereof or other statutory provisions authorizing or permitting such indemnification that is adopted after the date hereof. The foregoing description is qualified in its entirety by reference to the full text of the Form of Indemnification Agreement previously filed as Exhibit 10.3 to the Company’s Annual Report on Form 10-K, filed with the Commission on February 24, 2010, and incorporated herein by reference.

ITEM 9.01 EXHIBITS

(d) Exhibits

Exhibit Number	Description
10.1#	Form of Restricted Stock Unit Award Agreement (Non-Employee Directors) (previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on May 5, 2009, Commission File No. 0-19969, and incorporated herein by reference).
10.2	Form of Indemnification Agreement by and between Arkansas Best Corporation and the Company’s Board of Directors (previously filed as Exhibit 10.3 to the Company’s Annual Report on Form 10-K, filed with the Commission on February 24, 2010, Commission File No. 0-19969, and incorporated herein by reference).
99.1*	Press release of the Company issued August 22, 2011.

#Designates a compensation plan or arrangement for directors or officers.

*Filed herewith.

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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.

ARKANSAS BEST CORPORATION
(Registrant)
Date:	August 26, 2011	/s/ Michael R. Johns
		Michael R. Johns,
		Vice President — General Counsel and
		Corporate Secretary

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EXHIBIT INDEX

Exhibit Number	Description
10.1#	The Form of Restricted Stock Unit Award Agreement (Non-Employee Directors) (previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on May 5, 2009, Commission File No. 0-19969, and incorporated herein by reference).
10.2	Form of Indemnification Agreement by and between Arkansas Best Corporation and the Company’s Board of Directors (previously filed as Exhibit 10.3 to the Company’s Annual Report on Form 10-K, filed with the Commission on February 24, 2010, Commission File No. 0-19969, and incorporated herein by reference).
99.1*	Press release of the Company issued August 22, 2011.

#Designates a compensation plan or arrangement for directors or officers.

*Filed herewith.

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

CRAIG PHILIP JOINS THE BOARD OF DIRECTORS

OF ARKANSAS BEST CORPORATION

(Fort Smith, Arkansas, August 22, 2011) — Arkansas Best Corporation (Nasdaq: ABFS) today announced that Craig E. Philip, current Chief Executive Officer of Ingram Barge Company, has been appointed to the Arkansas Best Corporation Board of Directors.  Mr. Philip, 58, assumed his current leadership position with Ingram in 1999 and since that time, Ingram has grown to become the Nation’s largest domestic marine transporter of bulk commodities along the Mississippi River System and the Gulf Intracoastal Waterways.

“We are delighted to have Craig Philip join the Arkansas Best board.  He brings a unique blend of leadership in various modes of transportation, combined with experience in industry marketing and tactical planning,” said Judy R. McReynolds, Arkansas Best President and Chief Executive Officer.  “His practical knowledge and insight will be valuable as we strategically advance Arkansas Best into the future.”

Prior to re-joining Ingram in 1991, Mr. Philip served as Vice President of the Intermodal Division of Southern Pacific Railroad.  Mr. Philip also worked for Ingram Barge from 1982 until 1987 after starting his career with Conrail in 1980.  His career in the marine, rail and intermodal industries spans more than 30 years.  He has held adjunct faculty positions at Princeton University and at Vanderbilt University.  He holds masters and doctorate degrees in engineering from the Massachusetts Institute of Technology and an undergraduate degree in Civil Engineering from Princeton University.

Mr. Philip will be appointed to a board committee at a later date.

Arkansas Best Corporation, headquartered in Fort Smith, Arkansas, is a transportation holding company. ABF Freight System, Inc., Arkansas Best’s largest subsidiary, has been in continuous service since 1923. ABF has evolved from a local less-than-truckload (LTL) motor carrier into a global provider of customizable supply chain solutions.  More information is available at arkbest.com and abf.com.

Contact:	Mr. David Humphrey, Vice President of Investor Relations & Corporate Communications
	Telephone: (479) 785-6200

END OF RELEASE