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P.A.M. Transportation Services, Inc.

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FY2007 Annual Report · P.A.M. Transportation Services, Inc.
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10-K 1 form10k_2007.htm PTSI 2007 FORM 10-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

ý

o

Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Fiscal Year Ended December 31, 2007
or

Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File No. 0-15057

P.A.M. TRANSPORTATION SERVICES, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)

71-0633135
(I.R.S. Employer
Identification No.)

297 West Henri De Tonti Blvd, Tontitown, Arkansas 72770

(Address of principal executive offices) (Zip Code)

 (479) 361-9111
Registrant's telephone number, including area code

Securities registered pursuant to section 12(b) of the Act:

Title of each class
Common Stock, $.01 par value

Name of each exchange on which registered
The NASDAQ Stock Market, LLC

  Securities registered pursuant to section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes  o

No  þ

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes  o

No  þ

Indicate  by  check  mark  whether  the  registrant  (1)  has  filed  all  reports  required  to  be  filed  by  Section  13  or  15(d)  of  the
Securities  Exchange  Act  of  1934  during  the  preceding  12  months  (or  for  such  shorter  period  that  the  registrant  was
required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes  þ

No  o

 
 
 
 
 
 
 
 
 
 
 
 
 
Indicate  by  check  mark  if  disclosure  of  delinquent  filers  pursuant  to  Item  405  of  Regulation  S-K  (Section  229.405  of  this
chapter) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a
smaller reporting company (as defined in Rule 12b-2 of the Exchange Act):

Large accelerated filer o

Accelerated filer þ

Non-accelerated filer o

Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yes  o

No  þ

The  aggregate  market  value  of  the  common  stock  of  the  registrant  held  by  non-affiliates  of  the  registrant  computed  by
reference  to  the  average  of  the  closing  bid  and  asked  prices  of  the  common  stock  as  of  the  last  business  day  of  the
registrant's most recently completed second quarter was $88,311,474. Solely for the purposes of this response, executive
officers,  directors  and  beneficial  owners  of  more  than  five  percent  of  the  registrant’s  common  stock  are  considered  the
affiliates of the registrant at that date.

The number of shares outstanding of the issuer’s common stock, as of March 10, 2008:  9,709,607 shares of $.01 par value
common stock.

DOCUMENTS INCORPORATED BY REFERENCE

Portions  of  the  registrant’s  definitive  Proxy  Statement  for  its  Annual  Meeting  of  Stockholders  to  be  held  in  2008  are
incorporated by reference in answer to Part III of this report, with the exception of information regarding executive officers
required under Item 10 of Part III, which information is included in Part I, Item 1.

FORWARD-LOOKING STATEMENTS

This  Report  contains  forward-looking  statements,  including  statements  about  our  operating  and  growth  strategies,  our
expected financial position and operating results, industry trends, our capital expenditure and financing plans and similar
matters.  Such  forward-looking  statements  are  found  throughout  this  Report,  including  under  Item  1,  Business,  Item  1A,
Risk Factors, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, and Item
7A,  Quantitative  and  Qualitative  Disclosures  About  Market  Risk.  In  those  and  other  portions  of  this  Report,  the  words
“believe,”  “may,”  “will,”  “estimate,”  “continue,”  “anticipate,”  “intend,”  “expect,”  “project”  and  similar  expressions,  as  they
relate to us, our management, and our industry are intended to identify forward-looking statements. We have based these
forward-looking  statements  largely  on  our  current  expectations  and  projections  about  future  events  and  financial  trends
affecting our business. Actual results may differ materially. Some of the risks, uncertainties and assumptions about P.A.M.
that  may  cause  actual  results  to  differ  from  these  forward-looking  statements  are  described  under  the  headings  “Risk
Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Quantitative and
Qualitative Disclosures About Market Risk.”

All forward-looking statements attributable to us, or to persons acting on our behalf, are expressly qualified in their entirety
by this cautionary statement.

We  undertake  no  obligation  to  publicly  update  or  revise  any  forward-looking  statements,  whether  as  a  result  of  new
information,  future  events  or  otherwise.  In  light  of  these  risks  and  uncertainties,  the  forward-looking  events  and
circumstances discussed in this Report might not transpire.

 
 
 
 
 
 
 
 
 
 
 
 
P.A.M. TRANSPORTATION SERVICES, INC.
FORM 10-K
For the fiscal year ended December 31, 2007
TABLE OF CONTENTS

Item 1
Item 1A
Item 1B
Item 2
Item 3
Item 4

Item 5

Item 6
Item 7

Item 7A
Item 8
Item 9

Item 9A
Item 9B

Item 10
Item 11
Item 12

Item 13
Item 14

PART I

Business
Risk Factors
Unresolved Staff Comments
Properties
Legal Proceedings
Submission of Matters to a Vote of Security Holders

Market for Registrant's Common Equity, Related Stockholder Matters
  and Issuer Purchases of Equity Securities

PART II

Selected Financial Data
Management's Discussion and Analysis of Financial Condition
  and Results of Operation

Quantitative and Qualitative Disclosures About Market Risk
Financial Statements and Supplementary Data
Changes in and Disagreements with Accountants on Accounting
  and Financial Disclosure

Controls and Procedures
Other Information

Directors, Executive Officers and Corporate Governance
Executive Compensation
Security Ownership of Certain Beneficial Owners and Management
  and Related Stockholder Matters

PART III

Certain Relationships and Related Transactions, and Director Independence
Principal Accountant Fees and Services

Item 15

Exhibits, Financial Statement Schedules

PART IV

SIGNATURES

EXHIBIT INDEX

Page
1
8
11
11
11
11

12
14

15
26
28

55
55
56

57
57

57
58
58

58

61

62

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Item 1. Business.

PART I

Unless the context otherwise requires, all references in this Annual Report on Form 10-K to “P.A.M.,” the “Company,” “we,”
“our,” or “us” mean P.A.M. Transportation Services, Inc. and its subsidiaries.

We are a truckload dry van carrier transporting general commodities throughout the continental United States, as well as in
certain  Canadian  provinces.  We  also  provide  transportation  services  in  Mexico  under  agreements  with  Mexican  carriers.
Our  freight  consists  primarily  of  automotive  parts,  consumer  goods,  such  as  general  retail  store  merchandise,  and
manufactured goods, such as heating and air conditioning units.

P.A.M. Transportation Services, Inc. is a holding company organized under the laws of the State of Delaware in June 1986
which  conducts  operations  through  the  following  wholly  owned  subsidiaries:  P.A.M.  Transport,  Inc.,  T.T.X.,  Inc.,  P.A.M.
Dedicated  Services,  Inc.,  P.A.M.  Logistics  Services,  Inc.,  Choctaw  Express,  Inc.,  Choctaw  Brokerage,  Inc.,  Transcend
Logistics,  Inc.,  Allen  Freight  Services,  Inc.,  Decker  Transport  Co.,  Inc.,  East  Coast  Transport  and  Logistics,  LLC,  S  &  L
Logistics, Inc., P.A.M. International, Inc., P.A.M. Canada, Inc. and McNeill Express, Inc. Our operating authorities are held
by P.A.M. Transport, Inc., P.A.M. Dedicated Services, Inc., Choctaw Express, Inc., Choctaw Brokerage, Inc., Allen Freight
Services, Inc., T.T.X., Inc., Decker Transport Co., Inc., East Coast Transport and Logistics, LLC, and McNeill Express, Inc.

We are headquartered and maintain our primary terminal and maintenance facilities and our corporate and administrative
offices in Tontitown, Arkansas, which is located in northwest Arkansas, a major center for the trucking industry and where
the  support  services  (including  warranty  repair  services)  for  most  major  truck  and  trailer  equipment  manufacturers  are
readily available.

In order to conform to industry practice, the Company began to classify fuel surcharges charged to customers as revenue
rather than as a reduction of operating supplies expense as had been presented in reports prior to the period ended June
30, 2004. During 2006, the Company began to separately display as a line item “Fuel expense” for amounts paid for fuel
which  previously  had  been  aggregated  with  other  operating  supplies  and  included  in  the  line  item  “Operating  supplies”.
These  reclassifications  have  had  no  effect  on  operating  income,  net  income  or  earnings  per  share.  The  Company  has
made corresponding reclassifications to comparative periods shown.

Segment Financial Information

The Company's operations are all in the motor carrier segment and are aggregated into a single operating segment in
accordance with the aggregation criteria presented in SFAS 131.

Operations

Our operations can generally be classified into truckload services or brokerage and logistics services. Truckload services
include  those  transportation  services  in  which  we  utilize  company  owned  trucks  or  owner-operator  owned  trucks  for  the
pickup and delivery of freight. The brokerage and logistics services consists of services such as transportation scheduling,
routing, mode selection, transloading and other value added services related to the transportation of freight which may or
may not involve the usage of company owned or owner-operator owned equipment. Both our truckload operations and our
brokerage and logistics operations have similar economic characteristics and are impacted by virtually the same economic
factors as discussed elsewhere in this Report. Truckload services operating revenues, before fuel surcharges represented
90.4%,  87.8%,  and  88.0%  of  total  operating  revenues  for  the  years  ended  December  31,  2007,  2006,  and  2005,
respectively. The remaining operating revenues, before fuel surcharge for the same periods were generated by brokerage
and logistics services, representing 9.6%, 12.2%, and 12.0%, respectively. Approximately 99% of the Company's revenues
are generated by operations conducted in the United States and all of the Company's assets are located or based in the
United States.

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1

 
 
Business and Growth Strategy

Our strategy focuses on the following elements:

Maintaining Dedicated Fleets in High Density Lanes. We strive to maximize utilization and increase revenue per truck while
minimizing  our  time  and  empty  miles  between  loads.  In  this  regard,  we  seek  to  provide  dedicated  equipment  to  our
customers  where  possible  and  to  concentrate  our  equipment  in  defined  regions  and  disciplined  traffic  lanes.  Dedicated
fleets in high density lanes enable us to:

  · maintain more consistent equipment capacity;

  ·

provide a high level of service to our customers, including time-sensitive delivery schedules;

·

attract and retain drivers; and

  · maintain a sound safety record as drivers travel familiar routes.

Providing Superior and Flexible Customer Service . Our wide range of services includes dedicated fleet services, logistics
services, “just-in-time” delivery, two-man driving teams, cross-docking and consolidation programs, specialized trailers, and
Internet-based  customer  access  to  delivery  status.  These  services,  combined  with  a  decentralized  regional  operating
strategy,  allow  us  to  quickly  and  reliably  respond  to  the  diverse  needs  of  our  customers,  and  provide  an  advantage  in
securing new business. We also maintain ISO 9002 certification to ensure that we operate in accordance with approved
quality assurance standards.

Many of our customers depend on us to make delivery on a “just-in-time” basis, meaning that parts or raw materials are
scheduled for delivery as they are needed on the manufacturer’s production line. The need for this service is a product of
modern  manufacturing  and  assembly  methods  that  are  designed  to  drastically  decrease  inventory  levels  and  handling
costs. Such requirements place a premium on the freight carrier’s delivery performance and reliability.

Employing Stringent Cost Controls . We focus intently on controlling our costs while not sacrificing customer service. We
maintain  this  balance  by  scrutinizing  all  expenditures,  minimizing  non-driver  personnel,  operating  a  late-model  fleet  of
trucks and trailers to minimize maintenance costs, and adopting new technology only when proven and cost justified.

Making  Strategic  Acquisitions.  We  continually  evaluate  strategic  acquisition  opportunities,  focusing  on  those  that
complement  our  existing  business  or  that  could  profitably  expand  our  business  or  services.  Our  operational  integration
strategy is to centralize administrative functions of acquired businesses at our headquarters, while maintaining the localized
operations of acquired businesses. We believe that allowing acquired businesses to continue to operate under their pre-
acquisition  names  and  in  their  original  regions  allows  such  businesses  to  maintain  driver  loyalty  and  customer
relationships.

Industry

According  to  the  American  Trucking  Association’s  “American  Trucking  Trends  2007-2008”  report,  the  trucking  industry
transported approximately 70% of the total volume of freight transported in the United States during 2006, which equates to
an all-time high carrying load of 10.7 billion tons, and $645.6 billion in revenue, representing 83.8% of the nation’s freight
bill. The truckload industry is highly fragmented and is impacted by several economic and business factors, many of which
are beyond the control of individual carriers. The state of the economy, coupled with equipment capacity levels, can impact
freight  rates.  Volatility  of  various  operating  expenses,  such  as  fuel  and  insurance,  make  the  predictability  of  profit  levels
uncertain.  Availability,  attraction,  retention  and  compensation  for  drivers  affect  operating  costs,  as  well  as  equipment
utilization. In addition, the capital requirements for equipment, coupled with potential uncertainty of used equipment values,
impact the ability of many carriers to expand their operations. The current operating environment is characterized by the
following:

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2

 
·

·

Price increases by truck and trailer equipment manufacturers, rising fuel costs, and intense competition for drivers.

In the  last  few  years,  many  less  profitable  or  undercapitalized  carriers  have been  forced  to  consolidate  or  to  exit  the
industry.

Competition

The  trucking  industry  is  highly  competitive  and  includes  thousands  of  carriers,  none  of  which  dominates  the  market  in
which the Company operates. The Company's market share is less than 1% and we compete primarily with other irregular
route  medium-  to  long-haul  truckload  carriers,  with  private  carriage  conducted  by  our  existing  and  potential  customers,
and,  to  a  lesser  extent,  with  the  railroads.  Increased  competition  has  resulted  from  deregulation  of  the  trucking  industry.
We compete on the basis of quality of service and delivery performance, as well as price. Many of the other irregular route
long-haul  truckload  carriers  have  substantially  greater  financial  resources,  own  more  equipment  or  carry  a  larger  total
volume of freight.

Marketing and Significant Customers

Our marketing emphasis is directed to that portion of the truckload market which is generally service-sensitive, as opposed
to being solely price competitive. We seek to become a “core carrier” for our customers in order to maintain high utilization
and  capitalize  on  recurring  revenue  opportunities.  Our  marketing  efforts  are  diversified  and  designed  to  gain  access  to
dedicated fleet services (including those in Mexico and Canada), domestic regional freight traffic, and cross-docking and
consolidation programs.

Our marketing efforts are conducted by a sales staff of 12 employees who are located in our major markets and supervised
from our headquarters. These individuals work to improve profitability by maintaining an even flow of freight traffic (taking
into  account  the  balance  between  originations  and  destinations  in  a  given  geographical  area)  and  high  utilization,  and
minimizing movement of empty equipment.

Our five largest customers, for which we provide carrier services covering a number of geographic locations, accounted for
approximately 56%, 59% and 57% of our total revenues in 2007, 2006 and 2005, respectively. General Motors Corporation
accounted for approximately 38%, 41% and 39% of our revenues in 2007, 2006 and 2005, respectively.

We  also  provide  transportation  services  to  other  manufacturers  who  are  suppliers  for  automobile  manufacturers.
Approximately 49%, 52% and 52% of our revenues were derived from transportation services provided to the automobile
industry  during  2007,  2006  and  2005,  respectively.  This  portion  of  our  business,  however,  is  spread  over  18  assembly
plants and over 60 suppliers/vendors located throughout North America, which we believe reduces the risk of a material
loss of business.

Revenue Equipment

At  December  31,  2007,  we  operated  a  fleet  of  2,055  trucks  and  4,882  trailers.  We  operate  late-model,  well-maintained
premium  trucks  to  help  attract  and  retain  drivers,  promote  safe  operations,  minimize  maintenance  and  repair  costs,  and
improve  customer  service  by  minimizing  service  interruptions  caused  by  breakdowns.  We  evaluate  our  equipment
decisions  based  on  factors  such  as  initial  cost,  useful  life,  warranty  terms,  expected  maintenance  costs,  fuel  economy,
driver comfort, customer needs, manufacturer support, and resale value. Our current policy is to replace most of our trucks
at 500,000 miles, which normally occurs 30 to 48 months after purchase.

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3

 
 
 
We  historically  have  contracted  with  owner-operators  to  provide  and  operate  a  small  portion  of  our  truck  fleet.  Owner-
operators  provide  their  own  trucks  and  are  responsible  for  all  associated  expenses,  including  financing  costs,  fuel,
maintenance, insurance, and taxes. We believe that a combined fleet complements our recruiting efforts and offers greater
flexibility  in  responding  to  fluctuations  in  shipper  demand.  At  December  31,  2007  the  Company's  truck  fleet  included  55
owner-operator trucks.

During  1999,  the  U.S.  Environmental  Protection  Agency  (“EPA”)  proposed  a  three-phase  strategy  to  reduce  engine
emissions  from  heavy-duty  vehicles  through  a  combination  of  advanced  emissions  control  technologies  and  diesel  fuel
with a reduced sulfur content. Each phase and its effect on the Company’s operations, if known, are described below.

The first phase (Phase I) mandated new engine emission standards for all model year 2004 heavy-duty trucks, however,
through agreements with heavy-duty diesel engine manufacturers, the effective date was accelerated to October 1, 2002.
Therefore, effective October 1, 2002, all newly manufactured truck engines had to comply with the new engine emission
standards.  All  truck  engines  manufactured  prior  to  October  1,  2002  were  not  subject  to  these  new  standards.  As  of
December 31, 2007, the majority of our Company-owned truck fleet consisted of trucks with engines that comply with these
emission standards. The Company has experienced a reduction in fuel efficiency and increased depreciation expense due
to the higher cost of trucks with these new engines.

In  the  second  phase  (Phase  II),  effective  January  1,  2007,  the  EPA  mandated  a  new  set  of  more  stringent  emissions
standards for vehicles powered by diesel fuel engines manufactured in 2007 through 2009. These new engines have been
designed for and require the use of a more costly type of fuel known as ultra-low-sulfur-diesel (“ULSD”) which, according to
EPA estimates, will cost from $0.04 to $0.05 more per gallon due to increased refining costs. The EPA has also mandated
that refiners and importers nationwide must ensure that at least 80% of the volume of the highway diesel fuel they produce
or import is ULSD-compliant by June 1, 2006, however, the EPA does not require service stations and truck stops to sell
ULSD  fuel.  Therefore,  it  is  possible  that  ULSD  fuel  might  not  be  available  in  a  particular  area  in  which  the  Company
operates. A majority of the Company’s current truck fleet can be fueled with either ULSD or low-sulfur diesel (“LSD”) but
additional  future  purchases  of  trucks  which  contain  2007  or  later  diesel  engines  will  require  the  use  of  ULSD  fuel  which
may result in lower fuel economy as the process that removes sulfur can also reduce the energy content of the fuel. As of
December 31, 2007, 163 trucks  in  our  Company-owned  truck  fleet  consisted  of  trucks  with  engines  that  comply  with  the
Phase II emission standards and require the use of ULSD. During 2008, the Company expects to take delivery of 550 new
trucks,  all  of  which  will  contain  engines  compliant  with  the  Phase  II  emission  standards  requiring  the  use  of  ULSD.  As
compared to our current Company-owned truck fleet which contain primarily Phase I diesel engines, trucks powered by the
Phase II compliant diesel engines have a higher purchase price and as a result, we expect that depreciation expense will
increase as we continue to replace older trucks with trucks powered by the Phase II diesel engines. We also expect that
these engines will result in higher maintenance costs and be less fuel efficient. To the extent we are unable to offset these
anticipated increased costs with rate increases charged to customers or offsetting cost savings in other areas, our results
of operations would be adversely affected.

During the third phase (Phase III), effective in 2010, final emission standards become effective and LSD fuel will no longer
be available for highway use. The EPA requires that by June 1, 2010 all diesel fuel imported or produced must be ULSD-
compliant  as  it  phases  out  low-sulfur-diesel  fuel  availability  by  December  1,  2010  when  all  highway  diesel  fuel  must  be
ULSD fuel. We are unable at this time to determine the increase in acquisition and operating costs of trucks powered by the
Phase  III  compliant  engines  but  we  expect  that  the  engines  produced  under  the  final  standards  will  be  less  fuel-efficient
and have higher acquisition and maintenance costs than either the 2002 or 2007 engines.

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4

Technology

We  have  installed  Qualcomm  Omnitracs™  display  units  in  all  of  our  trucks.  The  Omnitracs  system  is  a  satellite-based
global positioning and communications system that allows fleet managers to communicate directly with drivers. Drivers can
provide location status and updates directly to our computer which increases productivity and convenience. The Omnitracs
system provides us with accurate estimated time of arrival information, which optimizes load selection and service levels to
our customers. In order to optimize our truck-to-trailer ratio, we have also installed Qualcomm TrailerTracs™ tracking units
in all of our trailers. The TrailerTracs system is a trailer tracking product that enables us to more efficiently track the location
of trailers in our inventory. During 2006, the Company began replacing its tethered TrailerTracs units, which were unable to
transmit  data  unless  connected  to  Qualcomm-equipped  trucks,  with  more  advanced  untethered  TrailerTracs  units  which
are  able  to  operate  and  transmit  data  independent  of  a  truck  connection.  At  December  31,  2007,  substantially  all  of  the
Company’s trailer fleet has been fitted with these new untethered devices.

Our  computer  system  manages  the  information  provided  by  the  Qualcomm  devices  to  provide  us  real-time  information
regarding  the  location,  status  and  load  assignment  of  all  of  our  equipment,  which  permits  us  to  better  meet  delivery
schedules,  respond  to  customer  inquiries  and  match  equipment  with  the  next  available  load.  Our  system  also  provides
electronically to our customers real-time information regarding the status of freight shipments and anticipated arrival times.
This system provides our customers flexibility and convenience by extending supply chain visibility through electronic data
interchange, the Internet and e-mail.

Maintenance

We  have  a  strictly  enforced  comprehensive  preventive  maintenance  program  for  our  trucks  and  trailers.  Inspections  and
various levels of preventive maintenance are performed at set mileage intervals on both trucks and trailers. A maintenance
and safety inspection is performed on all vehicles each time they return to a terminal.

Our trucks carry full warranty coverage for at least three years or 350,000 miles. Extended warranties are negotiated with
the  truck  manufacturer  and  manufacturers  of  major  components,  such  as  engine,  transmission  and  differential
manufacturers,  for  up  to  four  years  or  500,000  miles.  Trailers  carry  full  warranties  by  the  manufacturer  and  major
component manufacturers for up to five years.

Employees

At December 31, 2007, we employed 3,181 persons, of whom 2,667 were drivers, 178 were maintenance personnel, 178
were  employed  in  operations,  17  were  employed  in  marketing,  71  were  employed  in  safety  and  personnel,  and  70  were
employed in general administration and accounting. None of our employees are represented by a collective bargaining unit
and we believe that our employee relations are good.

Drivers

At  December  31,  2007,  we  utilized  2,667  company  drivers  in  our  operations.  We  also  had  55  owner-operators  under
contract  compensated  on  a  per  mile  basis.  Our  drivers  are  compensated  on  the  basis  of  miles  driven,  loading  and
unloading, extra stops and layovers in transit. Drivers can earn bonuses by recruiting other qualified drivers who become
employed by us and both cash and non-cash prizes are awarded for consecutive periods of safe, accident-free driving. All
of  our  drivers  are  recruited,  screened,  drug  tested  and  trained  and  are  subject  to  the  control  and  supervision  of  our
operations  and  safety  departments.  Our  driver  training  program  stresses  the  importance  of  safety  and  reliable,  on-time
delivery.  Drivers  are  required  to  report  to  their  driver  managers  daily  and  at  the  earliest  possible  moment  when  any
condition en route occurs that might delay their scheduled delivery time.

In  addition  to  strict  application  screening  and  drug  testing,  before  being  permitted  to  operate  a  vehicle  our  drivers  must
undergo  classroom  instruction  on  our  policies  and  procedures,  safety  techniques  as  taught  by  the  Smith  System  of
Defensive Driving, the proper operation of equipment, and must pass both written and road tests. Instruction in defensive
driving and safety techniques continues after hiring, with seminars at several of our terminals. At December 31, 2007, we
employed 71 persons on a full-time basis in our driver recruiting, training and safety instruction programs.

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5

Intense  competition  in  the  trucking  industry  for  qualified  drivers  over  the  last  several  years,  along  with  difficulties  and
added expense in recruiting and retaining qualified drivers, has had a negative impact on the industry. Our operations have
also been impacted and from time to time we have experienced under-utilization and increased expenses due to a shortage
of qualified drivers. We place a high priority on the recruitment and retention of an adequate supply of qualified drivers.

Executive Officers of the Registrant

Our executive officers are as follows:

Name

Robert W. Weaver
W. Clif Lawson
Larry J. Goddard

Age
58
54
49

Position

  President and Chief Executive Officer
  Executive Vice President and Chief Operating Officer
  Vice President - Finance, Chief Financial Officer, Secretary

and Treasurer

Years of service
25
23
20

Each of our executive officers has held his present position with the Company for at least the last five years. The Company
has entered into an employment agreement with Robert W. Weaver that expires on July 10, 2009. The Company has the
option to extend the employment agreement for two consecutive years following the July 10, 2009 expiration date for an
additional one year at a time. The Company has also entered into employment agreements with both W. Clif Lawson and
Larry  J.  Goddard  which  each  expire  on  June  1,  2010.  The  Company  has  the  option  to  extend  these  employment
agreements for one additional year following the June 1, 2010 expiration date.

Internet Web Site

The Company maintains a web site where additional information concerning its business can be found. The address of that
web  site  is  www.pamt.com.  The  Company  makes  available  free  of  charge  on  its  Internet  web  site  its  Annual  Report  on
Form  10-K,  quarterly  reports  on  Form  10-Q,  current  reports  on  Form  8-K,  and  amendments  to  those  reports  filed  or
furnished  pursuant  to  Section  13(a)  or  15(d)  of  the  Securities  Exchange  Act  of  1934  (the  “Exchange  Act”)  as  soon  as
reasonably practicable after it electronically files or furnishes such materials to the Securities and Exchange Commission.

Seasonality

Our revenues do not exhibit a significant seasonal pattern due primarily to our varied customer mix. Operating expenses
can be somewhat higher in the winter months primarily due to decreased fuel efficiency and increased maintenance costs
associated  with  inclement  weather.  In  addition,  the  automobile  plants  for  which  we  transport  a  large  amount  of  freight
typically utilize scheduled shutdowns of two weeks in July and one week in December and the volume of freight we ship is
reduced during such scheduled plant shutdowns.

Regulation

We  are  a  common  and  contract  motor  carrier  regulated  by  various  federal  and  state  agencies.  We  are  subject  to  safety
requirements  prescribed  by  the  U.S.  Department  of  Transportation  (“DOT”).  Such  matters  as  weight  and  dimension  of
equipment  are  also  subject  to  federal  and  state  regulations.  All  of  our  drivers  are  required  to  obtain  national  driver’s
licenses pursuant to the regulations promulgated by the DOT. Also, DOT regulations impose mandatory drug and alcohol
testing  of  drivers.  We  believe  that  we  are  in  compliance  in  all  material  respects  with  applicable  regulatory  requirements
relating to our trucking business and operate with a “satisfactory” rating (the highest of three grading categories) from the
DOT.

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6

 
 
   
 
   
 
   
 
 
 
 
 
 
 
The  Federal  Motor  Carrier  Safety  Administration  (“FMCSA”),  a  separate  administration  within  the  DOT  charged  with
regulating  motor  carrier  safety,  issued  a  final  rule  on  April  24,  2003  (“2003  rule”)  that  made  several  changes  to  the
regulations that govern truck drivers' hours-of-service (“HOS”). These new federal regulations became effective on January
4, 2004. On July 16, 2004, the U.S. Circuit Court of Appeals for the District of Columbia (the “Court”) rejected these new
hours of service rules for truck drivers that had been in place since January 2004 because it agreed that the FMCSA had
failed  to  address  the  impact  of  the  rules  on  the  health  of  drivers  as  required  by  Congress.  In  addition,  the  Court’s  ruling
noted other areas of concern including the increase in driving hours from 10 hours to 11 hours, the exception that allows
drivers in trucks with sleeper berths to split their required rest periods, the new rule allowing drivers to reset their 70-hour
clock to 0 hours after 34 consecutive hours off duty, and the decision by the FMCSA not to require the use of electronic
onboard  recorders  to  monitor  driver  compliance.  However,  to  avoid  industry  disruption  and  burden  on  the  state
enforcement,  Congress  enacted  section  7(f)  of  the  Surface  Transportation  Extension  Act  of  2004.  This  section  provided
that  the  2003  rule  would  remain  in  effect  until  a  new  rule  addressed  the  Court’s  issues  or  until  September  30,  2005,
whichever  occurred  first.  On  January  24,  2005,  the  FMCSA  re-proposed  its  April  2003  HOS  rules,  adding  references  to
how  the  rules  would  affect  driver  health,  but  made  no  other  changes  to  the  regulations.  The  FMCSA  sought  public
comments by March 10, 2005 on what changes to the rule, if any, were necessary to respond to the concerns raised by the
court,  and  to  provide  data  or  studies  that  would  support  changes  to,  or  continued  use  of,  the  2003  rule.  On  August  25,
2005, the FMCSA published a final HOS rule (“2005 rule”) that retained most of the provisions of the 2003 rule with the
most  significant  exception  being  that  of  requiring  drivers  that  utilize  the  sleeper  berth  provision  to  take  at  least  eight
consecutive  hours  in  the  sleeper  berth  during  their  ten  hours  off-duty.  Under  the  2003  rule,  drivers  were  allowed  to  split
their ten hour off-duty time in the sleeper berth into two periods, provided neither period was less than two hours.

The 2005 rule was later challenged in court on several grounds and in July 2007 the Court vacated the 11-hour driving time
and 34-hour restart provisions stating that the FMCSA methodologies, used in the studies regarding how the 2003 rules
affected  driver  health,  were  not  disclosed  in  time  for  public  comment  and  that  the  explanation  for  some  of  its  critical
elements were not provided. In an order filed on September 28, 2007, the Court granted a 90-day stay of the mandate and
directed  that  issuance  of  the  mandate  be  withheld  until  December  27,  2007.  In  an  effort  to  prevent  disruption  to
enforcement  and  compliance  with  HOS  rules  when  the  stay  expires,  as  well  as  possible  effects  on  timely  delivery  of
essential  goods  and  services,  the  FMCSA  issued  an  interim  final  rule  (“IFR”)  effective  December  27,  2007  which  allows
commercial motor vehicle drivers up to 11 hours of driving time within a 14-hour, non-extendable window from the start of
the  workday,  following  10  consecutive  hours  off  duty  (11-hour  limit).  This  IFR  also  allows  motor  carriers  and  drivers  to
restart  calculations  of  the  weekly  on-duty  time  limits  after  the  driver  has  at  least  34  consecutive  hours  off  duty  (34-hour
restart provision). The FMCSA expects to issue a final rule in 2008.

In  general,  more  restrictive  sleeper  berth  provisions  may  impact  multiple-stop  shipments  and  those  shipments  incurring
delays  in  loading  or  unloading.  Improper  planning  on  such  shipments  could  result  in  delivery  delays  and  equipment
utilization inefficiencies.

Our motor carrier operations are also subject to environmental laws and regulations, including laws and regulations dealing
with underground fuel storage tanks, the transportation of hazardous materials and other environmental matters, and our
operations involve certain inherent environmental risks. We maintain four bulk fuel storage and fuel islands. Our operations
involve  the  risks  of  fuel  spillage  or  seepage,  environmental  damage,  and  hazardous  waste  disposal,  among  others.  We
have instituted programs to monitor and control environmental risks and assure compliance with applicable environmental
laws. As part of our safety and risk management program, we periodically perform internal environmental reviews so that
we  can  achieve  environmental  compliance  and  avoid  environmental  risk.  We  transport  a  minimum  amount  of
environmentally  hazardous  substances  and,  to  date,  have  experienced  no  significant  claims  for  hazardous  materials
shipments. If we should fail to comply with applicable regulations, we could be subject to substantial fines or penalties and
to civil and criminal liability.

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7

Company operations conducted in industrial areas, where truck terminals and other industrial activities are conducted, and
where groundwater or other forms of environmental contamination have occurred, potentially expose us to claims that we
contributed to the environmental contamination.

We believe we are currently in material compliance with applicable laws and regulations and that the cost of compliance
has not materially affected results of operations.

In  addition  to  environmental  regulations  directly  affecting  our  business,  we  are  also  subject  to  the  effects  of  new  truck
engine design requirements implemented by the EPA. See "Revenue Equipment" above.

Item 1A. Risk Factors.

Set forth below and elsewhere in this Report and in other documents we file with the SEC are risks and uncertainties that
could  cause  our  actual  results  to  differ  materially  from  the  results  contemplated  by  the  forward-looking  statements
contained in this Report.

Our business is subject to general economic and business factors that are largely beyond our control, any of which could
have a material adverse effect on our operating results.

These  factors  include  significant  increases  or  rapid  fluctuations  in  fuel  prices,  excess  capacity  in  the  trucking  industry,
surpluses in the market for used equipment, interest rates, fuel taxes, license and registration fees, insurance premiums,
self-insurance levels, and difficulty in attracting and retaining qualified drivers and independent contractors.

We are also affected by recessionary economic cycles and downturns in customers’ business cycles, particularly in market
segments  and  industries,  such  as  the  automotive  industry,  where  we  have  a  significant  concentration  of  customers.
Economic conditions may adversely affect our customers and their ability to pay for our services.

We operate in a highly competitive and fragmented industry, and our business may suffer if we are unable to adequately
address downward pricing pressures and other factors that may adversely affect our ability to compete with other carriers.

Numerous competitive factors could impair our ability to maintain our current profitability. These factors include, but are not
limited to, the following:

·

·

·

·

·

w e compete  with  many  other  truckload  carriers  of  varying  sizes  and,  to  a lesser  extent,  with  less-than-truckload
carriers and railroads, some of which have more equipment and greater capital resources than we do;

some of our competitors periodically reduce their freight rates to gain business, especially during times of reduced
growth rates in the economy, which may limit our ability to maintain or increase freight rates, maintain our margins or
maintain significant growth in our business;

many customers reduce the number of carriers they use by selecting so-called “core carriers” as approved service
providers, and in some instances we may not be selected;

many customers  periodically  accept  bids  from  multiple  carriers  for  their shipping  needs,  and  this  process  may
depress freight rates or result in the loss of some of our business to competitors;

t h e trend  toward  consolidation  in  the  trucking  industry  may  create  other  large carriers  with  greater  financial
resources and other competitive advantages relating to their size and with whom we may have difficulty competing;

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8

·

·

·

advances in technology require increased investments to remain competitive, and our customers may not be willing
to accept higher freight rates to cover the cost of these investments;

competition from  Internet-based  and  other  logistics  and  freight  brokerage  companies may  adversely  affect  our
customer relationships and freight rates; and

economies of scale that may be passed on to smaller carriers by procurement aggregation  providers  may  improve
their ability to compete with us.

We are highly dependent on our major customers, the loss of one or more of which could have a material adverse effect on
our business.

A  significant  portion  of  our  revenue  is  generated  from  our  major  customers.  For  2007,  our  top  five  customers,  based  on
revenue,  accounted  for  approximately  56%  of  our  revenue,  and  our  largest  customer,  General  Motors  Corporation,
accounted for approximately 38% of our revenue. We also provide transportation services to other manufacturers who are
suppliers for automobile manufacturers. As a result, concentration of our business within the automobile industry is greater
than the concentration in a single customer. Approximately 49% of our revenues for 2007 were derived from transportation
services provided to the automobile industry.

Generally,  we  do  not  have  long-term  contractual  relationships  with  our  major  customers,  and  we  cannot  assure  that  our
customer  relationships  will  continue  as  presently  in  effect.  A  reduction  in  or  termination  of  our  services  by  our  major
customers could have a material adverse effect on our business and operating results.

Ongoing insurance and claims expenses could significantly reduce our earnings.

Our future insurance and claims expenses might exceed historical levels, which could reduce our earnings. The Company
is self insured for health and workers compensation insurance coverage up to certain limits. If medical costs continue to
increase, or if the severity or number of claims increase, and if we are unable to offset the resulting increases in expenses
with higher freight rates, our earnings could be materially and adversely affected.

We may be unable to successfully integrate businesses we acquire into our operations.

Integrating  businesses  we  acquire  may  involve  unanticipated  delays,  costs  or  other  operational  or  financial  problems.
Successful  integration  of  the  businesses  we  acquire  depends  on  a  number  of  factors,  including  our  ability  to  transition
acquired companies to our management information systems. In integrating businesses we acquire, we may not achieve
expected economies of scale or profitability or realize sufficient revenues to justify our investment. We also face the risk
that  an  unexpected  problem  at  one  of  the  companies  we  acquire  will  require  substantial  time  and  attention  from  senior
management,  diverting  management’s  attention  from  other  aspects  of  our  business.  We  cannot  be  certain  that  our
management and operational controls will be able to support us as we grow.

Difficulty in attracting drivers could affect our profitability and ability to grow.

Periodically,  the  transportation  industry  experiences  difficulty  in  attracting  and  retaining  qualified  drivers,  including
independent  contractors,  resulting  in  intense  competition  for  drivers.  We  have  from  time  to  time  experienced  under-
utilization and increased expenses due to a shortage of qualified drivers. If we are unable to continue to attract drivers and
contract with independent contractors, we could be required to further adjust our driver compensation package or let trucks
sit idle, which could adversely affect our growth and profitability.

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9

If we are unable to retain our key employees, our business, financial condition and results of operations could be harmed.

We are highly dependent upon the services of the following key employees: Robert W. Weaver, our President and Chief
Executive  Officer;  W.  Clif  Lawson,  our  Executive  Vice  President  and  Chief  Operating  Officer;  and  Larry  J.  Goddard,  our
Vice President and Chief Financial Officer. We do not maintain key-man life insurance on any of these executives. The loss
of any of their services could have a material adverse effect on our operations and future profitability. We must continue to
develop and retain a core group of managers if we are to realize our goal of expanding our operations and continuing our
growth. We cannot assure that we will be able to do so.

We have significant ongoing capital requirements that could affect our profitability if we are unable to generate sufficient
cash from operations.

The trucking industry is capital intensive. If we are unable to generate sufficient cash from operations in the future, we may
have to limit our growth, enter into financing arrangements, or operate our revenue equipment for longer periods, any of
which could have a material adverse affect on our profitability.

Our operations are subject to various environmental laws and regulations, the violation of which could result in substantial
fines or penalties.

We  are  subject  to  various  environmental  laws  and  regulations  dealing  with  the  handling  of  hazardous  materials,
underground fuel storage tanks, and discharge and retention of storm-water. We operate in industrial areas, where truck
terminals and other industrial activities are located, and where groundwater or other forms of environmental contamination
could occur. We also maintain bulk fuel storage and fuel islands at four of our facilities. Our operations involve the risks of
fuel spillage or seepage, environmental damage, and hazardous waste disposal, among others. If we are involved in a spill
or other accident involving hazardous substances, or if we are found to be in violation of applicable laws or regulations, it
could have a materially adverse effect on our business and operating results. If we should fail to comply with applicable
environmental regulations, we could be subject to substantial fines or penalties and to civil and criminal liability.

We  operate  in  a  highly  regulated  industry  and  increased  costs  of  compliance  with,  or  liability  for  violation  of,  existing  or
future regulations could have a material adverse effect on our business.

The  U.S.  Department  of  Transportation  and  various  state  agencies  exercise  broad  powers  over  our  business,  generally
governing  such  activities  as  authorization  to  engage  in  motor  carrier  operations,  safety,  and  financial  reporting.  We  may
also  become  subject  to  new  or  more  restrictive  regulations  relating  to  fuel  emissions,  drivers’  hours  in  service,  and
ergonomics.  Compliance  with  such  regulations  could  substantially  impair  equipment  productivity  and  increase  our
operating expenses.

The  EPA  adopted  new  emissions  control  regulations,  which  require  progressive  reductions  in  exhaust  emissions  from
diesel engines through 2010. In part to offset the costs of compliance with the new EPA engine design requirements, some
manufacturers have increased new equipment prices and eliminated or sharply reduced the price of repurchase or trade-in
commitments.  If  new  equipment  prices  were  to  increase,  or  if  the  price  of  repurchase  commitments  by  equipment
manufacturers  were  to  decrease  more  than  anticipated,  we  may  be  required  to  increase  our  depreciation  and  financing
costs and/or retain some of our equipment longer, which may result in an increase in maintenance expenses. To the extent
we are unable to offset any such increases in expenses with rate increases or cost savings, our results of operations would
be  adversely  affected.  If  our  fuel  or  maintenance  expenses  were  to  increase  as  a  result  of  our  use  of  the  new,  EPA-
compliant engines, and we are unable to offset such increases with fuel surcharges or higher freight rates, our results of
operations  would  be  adversely  affected.  Further,  our  business  and  operations  could  be  adversely  impacted  if  we
experience  problems  with  the  reliability  of  the  new  engines.  Although  we  have  not  experienced  any  significant  reliability
issues  with  these  engines  to  date,  the  expenses  associated  with  the  trucks  containing  these  engines  have  been  slightly
elevated, primarily as a result of lower fuel efficiency and higher depreciation.

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10

Item 1B. Unresolved Staff Comments.

None.

Item 2. Properties.

Our executive offices and primary terminal facilities, which we own, are located in Tontitown, Arkansas. These facilities are
located  on  approximately  49.3  acres  and  consist  of  114,403  square  feet  of  office  space  and  maintenance  and  storage
facilities.

Our  subsidiaries  lease  facilities  in  Jacksonville,  Florida;  Breese  and  Effingham,  Illinois;  Parsippany  and  Paulsboro,  New
Jersey;  North  Jackson,  Ohio;  Oklahoma  City,  Oklahoma;  and  Laredo  and  El  Paso,  Texas.  Our  terminal  facilities  in
Columbia,  Mississippi;  Irving,  Texas;  North  Little  Rock,  Arkansas;  and  Willard,  Ohio  are  owned.  The  leased  facilities  are
leased primarily on contractual terms ranging from one to five years. As of December 31, 2007, the following provides a
summary of the ownership and types of activities conducted at each location:

Location

Tontitown, Arkansas
North Little Rock, Arkansas
Jacksonville, Florida
Breese, Illinois
Effingham, Illinois
Columbia, Mississippi
Parsippany, New Jersey
Paulsboro, New Jersey
North Jackson, Ohio
Willard, Ohio
Oklahoma City, Oklahoma
El Paso, Texas
Irving, Texas
Laredo, Texas

Own/
Lease

Own
Own
Lease
Lease
Lease
Own
Lease
Lease
Lease
Own
Lease
Lease
Own
Lease

Dispatch
Office

Maintenance
Facility

Safety
Training

Yes
Yes
Yes
Yes
No
No
No
Yes
Yes
Yes
Yes
Yes
Yes
Yes

Yes
Yes
Yes
No
Yes
No
No
No
Yes
Yes
Yes
Yes
Yes
Yes

Yes
No
Yes
No
No
No
No
No
Yes
Yes
Yes
No
Yes
No

We also have access to trailer drop and relay stations in various other locations across the country. We lease certain of
these facilities on a month-to-month basis from an affiliate of our largest shareholder.

We believe that all of the properties that we own or lease are suitable for their purposes and adequate to meet our needs.

Item 3. Legal Proceedings.

During  2007,  the  Company  experienced  an  adverse  settlement  and  was  found  partly  liable  for  an  environmental
remediation claim dating back to 1986 and was ordered to pay approximately $300,000 in damages.

The  nature  of  our  business  routinely  results  in  litigation,  primarily  involving  claims  for  personal  injuries  and  property
damage  incurred  in  the  transportation  of  freight.  We  believe  that  all  such  routine  litigation  is  adequately  covered  by
insurance and that adverse results in one or more of those cases would not have a material adverse effect on our financial
condition.

Item 4. Submission of Matters to a Vote of Security Holders.

No matters were submitted to a vote of our security holders during the fourth quarter ended December 31, 2007.

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11

 
PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities.

Our common stock is traded on the NASDAQ Global Market under the symbol PTSI. The following table sets forth, for the
quarters indicated, the range of the high and low sales prices per share for our common stock as reported on the NASDAQ
Global Market.

Calendar Year Ended December 31, 2007

First Quarter
Second Quarter
Third Quarter
Fourth Quarter

Calendar Year Ended December 31, 2006

First Quarter
Second Quarter
Third Quarter
Fourth Quarter

High

Low

$25.19
22.48
19.31
18.69

High

Low

$25.18
28.96
31.50
26.68

$19.29
16.98
17.43
13.80

$17.51
23.24
23.78
20.90

As of February 29, 2008, there were approximately 166 holders of record of our common stock.

Dividends

We have never declared or paid any cash dividends on our common stock. The policy of our Board of Directors is to retain
earnings  for  the  expansion  and  development  of  our  business  and  the  payment  of  our  debt  service  obligations.  Future
dividend policy and the payment of dividends, if any, will be determined by the Board of Directors in light of circumstances
then existing, including our earnings, financial condition and other factors deemed relevant by the Board of Directors.

Repurchases of Common Stock

On April 11, 2005, the Company announced that its Board of Directors had authorized the Company to repurchase up to
600,000 shares of its common stock during the six month period ending October 11, 2005. These 600,000 shares were all
repurchased  by  September  30,  2005.  On  September  6,  2005,  the  Company  announced  that  its  Board  of  Directors  had
authorized  the  Company  to  extend  the  stock  repurchase  program  until  September  6,  2006  and  to  include  up  to  an
additional  900,000  shares  of  its  common  stock.  The  Company  repurchased  458,600  shares  of  these  additional  shares
prior to the September 6, 2006 program expiration date.

On May 30, 2007, the Company announced that its Board of Directors had authorized the Company to repurchase up to
600,000 shares of its common stock during the twelve month period following the announcement. Subsequent to the date
of the announcement and through the remainder of 2007, the Company repurchased 471,500 shares of its common stock,
with 422,700 shares being repurchased during the fourth quarter of 2007.

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12

 
 
The following table summarizes the Company's common stock repurchases during the fourth quarter of 2007. No shares
were purchased during the quarter other than through this program, and all purchases were made by or on behalf of the
Company and not by any “affiliated purchaser”.

Period
October 1-31, 2007
November 1-30, 2007
December 1-31, 2007

Total

Total number
of shares
 purchased
3,300
308,100
111,300
422,700

Average
price paid
per share

$16.47
 15.07
 15.46
$15.18

Total number of
shares purchased as
part of publicly
announced
plans or programs
3,300
308,100
111,300
422,700

Maximum number of
shares that may yet be
purchased under the
plans or programs
547,900
239,800
128,500

128,500

Securities Authorized for Issuance Under Equity Compensation Plans

See Part III, Item 12, “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters”
of  this  Annual  Report  for  a  presentation  of  compensation  plans  under  which  equity  securities  of  the  Company  are
authorized for issuance.

Performance Graph

Set forth below is a line graph comparing the yearly percentage change in the cumulative total stockholder return on our
common  stock  against  the  cumulative  total  return  of  the  CRSP  Total  Return  Index  for  the  Nasdaq  Stock  Market  (U.S.
companies)  and  the  CRSP  Total  Return  Index  for  the  Nasdaq  Trucking  and  Transportation  Stocks  for  the  period  of  five
years  commencing  December  31,  2002  and  ending  December  31,  2007.  The  graph  assumes  that  the  value  of  the
investment  in  our  common  stock  and  in  each  index  was  $100  on  December  31,  2002  and  that  all  dividends  were
reinvested.

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13

 
 
 
 
 
 
 
Item 6. Selected Financial Data.

The  following  selected  financial  and  operating  data  should  be  read  in  conjunction  with  the  Consolidated  Financial
Statements and notes thereto included elsewhere in this Report.

2007

Year Ended December 31,
2005
(in thousands, except earnings per share amounts)

2004

2006

2003

Statement of Operations Data:
Operating revenues:
   Operating revenues, before fuel surcharge
   Fuel surcharge (1)
Total operating revenues

Operating expenses:
   Salaries, wages and benefits
   Fuel expense (2)
   Rent and purchased transportation
   Depreciation and amortization
   Operating supplies (1)(2)
   Operating taxes and licenses
   Insurance and claims
   Communications and utilities
   Other
   (Gain) loss on sale or disposal of property
Total operating expenses
Operating income
Non-operating income
Interest expense
Income before income taxes
Income taxes
Net income

Earnings per common share:
Basic

Diluted

  $

351,701    $
57,140     
408,841     

351,373    $
48,896     
400,269     

326,353    $
34,527     
360,880     

309,475    $
15,591     
325,066     

293,547 
7,491 
301,038 

135,606     
114,242     
38,718     
38,759     
30,845     
17,520     
17,591     
3,113     
7,130     
(48)    
403,476     
5,365     
1,707     
(2,453)    
4,619     
1,966     
2,653    $

127,539     
97,286     
43,844     
33,929     
25,682     
16,421     
16,389     
2,642     
5,426     
47     
369,205     
31,064     
448     
(1,475)    
30,037     
12,073     
17,964    $

122,005     
81,017     
39,074     
31,376     
23,114     
15,776     
15,992     
2,648     
6,205     
147     
337,354     
23,526     
477     
(1,881)    
22,122     
8,983     
13,139    $

119,519     
55,645     
38,938     
30,016     
21,718     
15,488     
15,820     
2,690     
5,131     
915     
305,880     
19,186     
464     
(1,758)    
17,892     
7,304     
10,588    $

119,350 
42,883 
35,287 
26,601 
20,358 
14,710 
13,500 
2,540 
4,755 
368 
280,352 
20,686 
276 
(1,667)
19,295 
7,805 
11,490 

0.26    $

0.26    $

1.74    $

1.74    $

1.20    $

1.20    $

0.94    $

0.94    $

1.02 

1.01 

  $

  $

  $

Average common shares outstanding – Basic

10,238     

10,296     

10,966     

11,298     

11,291 

Average common shares outstanding –
Diluted(3)

10,239     

10,302     

10,976     

11,324     

11,326 

__________
(1)  In order to conform to industry practice, during 2004 the Company began to classify fuel surcharges charged
to customers as revenue rather than as a reduction of operating supplies expense. This reclassification has no
effect  on  net  operating  income,  net  income  or  earnings  per  share.  The Company  has  made  corresponding
reclassifications to comparative periods shown.

(2)  Because of the increased impact of fuel costs on the Company’s results of operations in recent years, during
2006 the Company began to separately display as a line item “Fuel expense” for amounts paid for fuel which
h a d previously  been  aggregated  with  other  operating  supplies  and  included  in the  line  item  “Operating
supplies”. This reclassification has no effect on net operating income, net income or earnings per share. The
Company has made corresponding reclassifications to comparative periods shown.

(3)  Diluted income  per  share  for  2007,  2006,  2005,  2004  and  2003  assumes  the  exercise of  stock  options  to
purchase an aggregate of 19,213, 55,738, 22,297, 62,224 and 77,758 shares of common stock, respectively.

Table of Contents

14

 
 
 
 
 
   
   
   
   
 
 
 
 
   
     
     
     
     
 
   
     
     
     
     
 
   
   
 
   
      
      
      
      
  
   
      
      
      
      
  
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
      
      
      
      
  
   
   
Balance Sheet Data:
Total assets
Long-term debt, excluding current portion
Stockholders' equity

 $ 319,904 
44,172 
179,377 

 $ 314,246 
21,205 
185,028 

2007

2006

At December 31,
2005
(in thousands)
 $ 293,441 
39,693 
164,762 

2004

2003

 $ 285,349 
23,225 
168,543 

 $

264,849 
26,740 
156,875 

2007

Year Ended December 31,
2005

2004

2006

2003

Operating Data:
Operating ratio (1)
Average number of truckloads per week
Average miles per trip
Total miles traveled (in thousands)
Average miles per truck
Average revenue, before fuel surcharge per
truck per day
Average revenue, before fuel surcharge per
loaded mile
Empty mile factor

  $

  $

98.5%    

91.2%    

92.8%    

93.8%    

92.9%

7,849 
647 
246,801 
118,483 

7,200 
659 
229,810 
123,156 

6,946 
680 
228,624 
125,479 

7,278 
664 
235,894 
127,124 

7,105 
701 
242,890 
131,934 

695 

  $

778 

  $

740 

  $

684 

  $

653 

1.38 

  $
6.5%    

1.43 

  $
5.9%    

1.33 

  $
5.5%    

1.19 

  $
4.7%    

1.13 

4.5%

At end of period:
Total company-owned/leased trucks
Average age of trucks (in years)
Total trailers
Average age of trailers (in years)
Number of employees

2,055(2)   

1,998(3)   

1,792(4)   

1,857(5)   

1.75 
4,882 
4.44 
3,181 

1.55 
4,540 
4.16 
3,062 

1.43 
4,406 
3.92 
3,035 

1.70 
4,257 
4.69 
2,736 

1,913(6)
1.94 
4,175 
5.15 
2,765 

__________
(1) Total operating expenses, net of fuel surcharge as a percentage of operating revenues, before fuel surcharge.
(2)  Includes  55  owner  operator  trucks;  (3)  Includes  49  owner  operator  trucks;  (4)  Includes  50  owner  operator

trucks.

(5) Includes 85 owner operator trucks; (6) Includes 103 owner operator trucks.

The Company has not declared or paid any cash dividends during any of the periods presented above.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Business Overview

The  Company's  administrative  headquarters  are  in  Tontitown,  Arkansas.  From  this  location  we  manage  operations
conducted  through  wholly  owned  subsidiaries  based  in  various  locations  around  the  United  States  and  Canada.  The
operations  of  these  subsidiaries  can  generally  be  classified  into  either  truckload  services  or  brokerage  and  logistics
services.  Truckload  services  include  those  transportation  services  in  which  we  utilize  company  owned  trucks  or  owner-
operator  owned  trucks.  Brokerage  and  logistics  services  consist  of  services  such  as  transportation  scheduling,  routing,
mode selection, transloading and other value added services related to the transportation of freight which may or may not
involve  the  usage  of  company  owned  or  owner-operator  owned  equipment.  Both  our  truckload  operations  and  our
brokerage/logistics  operations  have  similar  economic  characteristics  and  are  impacted  by  virtually  the  same  economic
factors as discussed elsewhere in this Report. All of the Company's operations are in the motor carrier segment.

For both operations, substantially all of our revenue is generated by transporting freight for customers and is predominantly
affected by the rates per mile received from our customers, equipment utilization, and our percentage of non-compensated
miles. These aspects of our business are carefully managed and efforts are continuously underway to achieve favorable
results. Truckload services revenues, excluding fuel surcharges, represented 90.4%, 87.8%, and 88.0% of total revenues,
excluding fuel surcharges for the twelve months ended December 31, 2007, 2006, and 2005, respectively.

The  main  factors  that  impact  our  profitability  on  the  expense  side  are  costs  incurred  in  transporting  freight  for  our
customers.  Currently  our  most  challenging  costs  include  fuel,  driver  recruitment,  training,  wage  and  benefit  costs,
independent  broker  costs  (which  we  record  as  purchased  transportation),  insurance,  and  maintenance  and  capital
equipment costs.

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
  
 
   
  
   
  
   
  
   
  
   
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   
  
   
  
   
  
   
  
   
  
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
 
   
  
   
  
   
  
   
  
   
  
   
  
   
  
   
  
   
  
   
  
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
 
 
 
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15

In  discussing  our  results  of  operations  we  use  revenue,  before  fuel  surcharge,  (and  fuel  expense,  net  of  surcharge),
because  management  believes  that  eliminating  the  impact  of  this  sometimes  volatile  source  of  revenue  allows  a  more
consistent basis for comparing our results of operations from period to period. During 2007, 2006 and 2005, approximately
$57.1  million,  $48.9  million  and  $34.5  million,  respectively,  of  the  Company's  total  revenue  was  generated  from  fuel
surcharges. We also discuss certain changes in our expenses as a percentage of revenue, before fuel surcharge, rather
than absolute dollar changes. We do this because we believe the high variable cost nature of certain expenses makes a
comparison of changes in expenses as a percentage of revenue more meaningful than absolute dollar changes.

Results of Operations - Truckload Services

The following table sets forth, for truckload services, the percentage relationship of expense items to operating revenues,
before fuel surcharges, for the periods indicated. Fuel costs are shown net of fuel surcharges.

Years Ended December 31,
2006

2005

2007

Operating revenues, before fuel surcharge
Operating expenses:
   Salaries, wages and
benefits                                                                                  
   Fuel expense, net of fuel
surcharge                                                                                  
   Rent and purchased
transportation                                                                                  
   Depreciation and
amortization                                                                                  
   Operating supplies                                                                                  
   Operating taxes and
licenses                                                                                  
   Insurance and claims                                                                                  
   Communications and
utilities                                                                                  
   Other                                                                                  
   Loss on sale or disposal of
property                                                                                  
Total operating expenses                                                                                      
Operating income                                                                                  
Non-operating income                                                                                  
Interest expense                                                                                  
Income before income
taxes                                                                                  

100.0%   

100.0%   

100.0%

42.0 

18.2 

2.5 

12.2 
9.7 

5.5 
5.5 

0.9 
2.0 

40.6 

16.0 

1.7 

11.0 
8.3 

5.3 
5.3 

0.8 
1.6 

0.0 
98.5 
1.5 
0.5 
(0.7)    

0.0 
90.6 
9.4 
0.1 
(0.4)    

41.8 

16.6 

1.2 

10.9 
8.0 

5.5 
5.5 

0.9 
1.8 

0.1 
92.3 
7.7 
0.1 
(0.5)

1.3%   

9.1%   

7.3%

2007 Compared to 2006

For  the  year  ended  December  31,  2007,  truckload  services  revenue,  before  fuel  surcharges,  increased  3.0%  to  $317.9
million as compared to $308.7 million for the year ended December 31, 2006. The increase was primarily due to an 11.6%
increase in the average size of the Company’s truck fleet from 1,866 units in 2006 to 2,083 units in 2007. However, a 4.1%
decrease in the average rate per total mile charged to customers from approximately $1.34 during 2006 to approximately
$1.29 during 2007 and a decrease in the average daily miles traveled per unit from 509 miles in 2006 to 488 miles in 2007
partially offset revenue growth attributable to fleet growth.

Salaries,  wages  and  benefits  increased  from  40.6%  of  revenues,  before  fuel  surcharges,  in  2006  to  42.0%  of  revenues,
before fuel surcharges, in 2007 which represents an increase from $125.4 million in 2006 to $133.5 million in 2007. The
increase relates primarily to an increase in driver wages as the number of company driver compensated miles increased
from 229.8 million miles in 2006 to 246.8 million miles in 2007. Also contributing to the increase was an increase in driver
lease  expense  and  amounts  recorded  for  employee  health  insurance  expense.  Driver  lease  expense,  which  is  a
component  of  salaries,  wages  and  benefits,  increased  from  $6.2  million  in  2006  to  $7.8  million  in  2007,  as  the  average
number of owner operators under contract increased from 45 during 2006 to 57 during 2007. Employee health insurance
expense increased from $4.3 million in 2006 to $6.3 million in 2007 as a result of healthcare cost increases, in general, and

 
 
 
 
 
 
 
 
 
 
 
   
   
  
   
  
   
  
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
to an increase in the number and severity of health claims reported during 2007 as compared to 2006. Partially offsetting
the increases discussed above was a decrease in amounts accrued for employee bonus plans during 2007 as compared to
2006.

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16

Fuel  expense  increased  from  16.0%  of  revenues,  before  fuel  surcharges,  in  2006  to  18.2%  of  revenues,  before  fuel
surcharges,  in  2007  which  represents  an  increase  from  $49.4  million  during  2006  to  $57.8  million  during  2007.  The
increase was primarily due to higher fuel prices as the average price paid per gallon of diesel fuel increased from $2.55 per
gallon  during  2006  to  $2.76  per  gallon  during  2007.  During  periods  of  rising  fuel  prices  the  Company  is  often  able  to
partially offset fuel cost increases through the use of fuel surcharges charged to customers. The Company collected fuel
surcharges of approximately $47.8 million during 2006 compared to fuel surcharge collections of $56.4 million during 2007.

Rent and purchased transportation increased from 1.7% of revenues, before fuel surcharges, in 2006 to 2.5% of revenues,
before fuel surcharges, in 2007. The increase relates primarily to an increase in amounts paid to third party transportation
service providers for intermodal services.

Depreciation and amortization increased from 11.0% of revenues, before fuel surcharges, in 2006 to 12.2% of revenues,
before  fuel  surcharges,  in  2007  representing  an  increase  from  $33.9  million  during  2006  to  $38.7  million  during  2007.
Depreciation expense increased primarily due to an increase in the average size of the Company-owned truck fleet from
1,820 trucks during 2006 to 2,027 trucks during 2007. To a lesser extent, a larger trailer fleet and higher new trailer prices
also contributed to the increase.

Operating supplies and expenses increased from 8.3% of revenues, before fuel surcharges, in 2006 to 9.7% of revenues,
before fuel surcharges, in 2007. The increase relates primarily to an increase in amounts paid to third party driver training
schools, driver layover pay, and for truck repairs expense.

Operating  taxes  and  licenses  increased  from  5.3%  of  revenues,  before  fuel  surcharges,  in  2006  to  5.5%  of  revenues,
before fuel surcharges, in 2007. Operating taxes and licenses, which consists primarily of fuel taxes, increased from $16.4
million during 2006 to $17.5 million during 2007. Fuel tax expense is primarily affected by the number of gallons of diesel
fuel purchased which is primarily a factor of the number of miles traveled and the miles-per-gallon (“mpg”) achieved. During
2007, a decrease in the average mpg to 5.91 from an average mpg of 5.94 during 2006 combined with an increase in the
number of miles traveled to 246.8 million in 2007 from 229.8 million miles in 2006, resulted in an increase in the number of
diesel fuel gallons purchased.

Insurance  and  claims  expense  increased  from  5.3%  of  revenues,  before  fuel  surcharges,  in  2006  to  5.5%  of  revenues,
before fuel surcharges, in 2007. The increase represents an increase from $16.4 million during 2006 to $17.6 million during
2007. The increase relates primarily to an increase in auto liability insurance premiums which are determined based on a
negotiated  rate-per-mile  (“NRPM”)  with  the  Company’s  insurance  carrier.  During  2007,  the  number  of  miles  used  to
calculate  the  premiums  increased  to  246.8  million  miles  from  229.8  million  miles  which  translated  into  increased  auto
liability insurance expense. During October 2007 the Company’s auto liability insurance policy was renewed at a rate which
represented a 5.5% reduction in the NRPM and since that time this lower rate-per-mile has helped to partially offset the
increase  in  auto  liability  insurance  expense  associated  with  the  increase  in  miles  traveled  during  2007  as  compared  to
2006.

Other  expenses  increased  from  1.6%  of  revenues,  before  fuel  surcharges,  in  2006  to  2.0%  of  revenues,  before  fuel
surcharges, in 2007. The increase relates primarily to an increase in amounts paid for outsourcing shop employees at the
Company’s terminals during 2007 as compared to 2006. Also contributing to the increase was a one-time expense accrual
of approximately $300,000 during December 2007 to settle a 1986 environmental remediation claim in which the Company
was found partly liable for remediation.

The truckload services division operating ratio, which measures the ratio of operating expenses, net of fuel surcharges, to
operating revenues, before fuel surcharges, increased to 98.6% for 2007 from 90.6% for 2006.

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17

2006 Compared to 2005

For  the  year  ended  December  31,  2006,  truckload  services  revenue,  before  fuel  surcharges,  increased  7.5%  to  $308.7
million as compared to $287.1 million for the year ended December 31, 2005. The increase was primarily due to a 6.9%
increase in the average rate per total mile charged to customers from approximately $1.26 during 2005 to approximately
$1.34 during 2006. Also contributing to the increase was a slight increase in the average size of the Company’s truck fleet
from 1,822 units in 2005 to 1,866 units in 2006, however, a decrease in the average daily miles traveled per unit from 519
miles in 2005 to 509 miles in 2006 partially offset revenue growth attributable to our fleet growth.

Salaries, wages and benefits decreased from 41.8% of revenues, before fuel surcharges, in 2005 to 40.6% of revenues,
before  fuel  surcharges,  in  2006.  The  decrease  relates  primarily  to  a  decrease  in  driver  lease  expense,  which  is  a
component of salaries, wages and benefits, as the average number of owner operators under contract decreased from 66
during 2005 to 45 during 2006. The decrease associated with driver lease expense was partially offset by an increase in
amounts  paid  to  the  corresponding  company  driver  replacement,  and  in  other  costs  normally  absorbed  by  the  owner
operator  such  as  repairs  and  fuel.  The  settlement  of  claims  for  amounts  less  than  the  estimated  reserve  under  the
Company’s  self-insured  workers’  compensation  plan  also  contributed  to  the  decrease.  Although  to  a  lesser  degree,  the
effect of higher revenues without a corresponding increase in those wages with fixed cost characteristics, such as general
and administrative wages, also contributed to the decrease in salaries, wages and benefits as a percentage of revenues,
before  fuel  surcharges.  Partially  offsetting  the  decreases  discussed  above  was  an  increase  in  amounts  accrued  for
employee bonus plans and an increase in driver pay as a result of the modified driver pay plans implemented in January
2006. Management anticipates that salaries, wages and benefits will increase to the extent the Company is unable to pass
the additional costs to customers in the form of rate increases.

Fuel  expense  decreased  from  16.6%  of  revenues,  before  fuel  surcharges,  in  2005  to  16.0%  of  revenues,  before  fuel
surcharges, in 2006. Fuel costs, net of fuel surcharges, increased from $47.6 million during 2005 to $49.4 million during
2006 primarily due to higher fuel prices. During periods of rising fuel prices the Company is often able to recoup a portion of
the increase through fuel surcharges passed along to its customers. The Company collected approximately $34.5 million in
fuel  surcharges  during  2005  and  $48.9  million  during  2006.  Fuel  costs  were  also  affected  by  the  replacement  of  owner
operators with Company drivers as discussed above.

Rent and purchased transportation increased from 1.2% of revenues, before fuel surcharges, in 2005 to 1.7% of revenues,
before fuel surcharges, in 2006. The increase relates primarily to an increase in amounts paid to third party transportation
service providers for intermodal services.

Depreciation and amortization increased from 10.9% of revenues, before fuel surcharges, in 2005 to 11.0% of revenues,
before  fuel  surcharges,  in  2006.  Depreciation  expense  increased  from  $31.3  million  during  2005  to  $33.9  million  during
2006 primarily due to an increase in the size of the Company-owned truck fleet from 1,742 trucks in service at the end of
2005 to 1,949 trucks in service at the end of 2006. To a lesser extent, a larger trailer fleet and higher new trailer prices also
contributed to the increase.

Operating supplies and expenses increased from 8.0% of revenues, before fuel surcharges, in 2005 to 8.3% of revenues,
before fuel surcharges, in 2006. The increase relates to an increase in amounts paid to third party driver training schools
and for truck repairs expense. Truck repairs expense increased in part as a result of the replacement of owner operators
with Company drivers as discussed above.

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Operating  taxes  and  licenses  decreased  from  5.5%  of  revenues,  before  fuel  surcharges,  in  2005  to  5.3%  of  revenues,
before  fuel  surcharges,  in  2006.  Operating  taxes  and  licenses,  which  consists  primarily  of  fuel  taxes,  increased  slightly
from $15.8 million during 2005 to $16.4 million during 2006. Fuel tax expense is primarily affected by both the number of
miles  traveled  and  the  miles-per-gallon  (mpg)  achieved.  During  2006  the  Company  experienced  a  lower  mpg  of  5.94  as
compared  to  a  mpg  of  6.11  during  2005  as  the  Company  continued  the  replacement  of  older  trucks  with  new  trucks
containing  the  less  efficient  EPA-compliant  engines  originally  mandated  for  all  engines  produced  after  October  1,  2002.
Also contributing to the increase was an increase in the number of miles traveled from 228.6 million in 2005 to 229.8 million
in 2006.

Insurance  and  claims  expense  decreased  from  5.5%  of  revenues,  before  fuel  surcharges,  in  2005  to  5.3%  of  revenues,
before  fuel  surcharges,  in  2006.  During  the  third  quarter  of  2005  the  Company  and  one  of  its  insurance  providers
renegotiated  the  method  used  in  determining  the  Company’s  auto  liability  insurance  premiums  which  were  previously
based on a specified rate per one hundred dollars of revenue. This method had the unintended consequence of penalizing
the  Company  with  increased  insurance  costs  solely  from  passing  higher  costs  along  to  its  customers  in  the  form  of  rate
increases. As a result of these renegotiations, the method of determining the Company’s auto liability insurance premium
was amended to use the number of miles traveled instead of revenue generated which allowed the Company to recognize
a credit of approximately $600,000 against insurance expense during the third quarter of 2005. Excluding the effect of this
credit, insurance and claims expense decreased from 5.8% of revenues, before fuel surcharges, during 2005 to 5.3% of
revenues,  before  fuel  surcharges,  during  2006.  This  decrease,  as  a  percentage  of  revenue,  was  due  to  the  effect  of  an
increase in Company revenues due to rate increases which dilutes the impact of mileage based expenses. During the third
quarter  of  2006  the  Company’s  auto  liability  insurance  policy  renewal  negotiations  resulted  in  a  rate  increase  of
approximately 4.4% and management expects insurance expense to increase to the extent the Company is unable to pass
the additional insurance costs to customers in the form of rate increases.

Other  expenses  decreased  from  1.8%  of  revenues,  before  fuel  surcharges,  in  2005  to  1.6%  of  revenues,  before  fuel
surcharges, in 2006. The decrease relates primarily to a decrease in amounts considered as uncollectible revenue during
2006  as  compared  to  2005.  This  decrease  was  partially  offset  by  an  increase  in  amounts  paid  for  advertising  expense
during 2006 as compared to 2005.

The truckload services division operating ratio, which measures the ratio of operating expenses, net of fuel surcharges, to
operating revenues, before fuel surcharges, decreased to 90.6% for 2006 from 92.3% for 2005.

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19

 
Results of Operations - Logistics and Brokerage Services

The  following  table  sets  forth,  for  logistics  and  brokerage  services,  the  percentage  relationship  of  expense  items  to
operating  revenues,  before  fuel  surcharges,  for  the  periods  indicated.  Brokerage  service  operations  occur  specifically  in
certain divisions; however, brokerage operations occur throughout the Company in similar operations having substantially
similar economic characteristics. Rent and purchased transportation, which includes costs paid to third party carriers, are
shown net of fuel surcharges.

Years Ended December 31,
2006

2005

2007

Operating revenues, before fuel surcharge
Operating expenses:
   Salaries, wages and
benefits                                                                                  
   Fuel expense                                                                                  
   Rent and purchased transportation, net of fuel surcharge
   Depreciation and
amortization                                                                                  
   Operating supplies                                                                                  
   Operating taxes and
licenses                                                                                  
   Insurance and claims                                                                                  
   Communications and
utilities                                                                                  
   Other                                                                                  
   Loss on sale or disposal of
property                                                                                  
Total operating expenses                                                                                      
Operating income                                                                                  
Non-operating income                                                                                  
Interest expense                                                                                  
Income before income
taxes                                                                                  

100.0%   

100.0%   

100.0%

6.3 
0.0 
88.9 

0.0 
0.0 

0.0 
0.1 

0.3 
2.1 

5.0 
0.0 
88.3 

0.0 
0.0 

0.0 
0.0 

0.3 
1.4 

0.0 
97.7 
2.3 
0.0 
(0.4)    

0.0 
95.0 
5.0 
0.0 
(0.4)    

5.1 
0.0 
88.0 

0.2 
0.0 

0.0 
0.1 

0.4 
2.5 

0.0 
96.3 
3.7 
0.0 
(0.6)

1.9%   

4.6%   

3.1%

2007 Compared to 2006

For  the  year  ended  December  31,  2007,  logistics  and  brokerage  services  revenues,  before  fuel  surcharges,  decreased
20.9% to $33.8 million as compared to $42.7 million for the year ended December 31, 2006. The decrease was primarily
the result of a 22.2% decrease in the number of loads brokered during 2007 as compared to 2006.

Rent  and  purchased  transportation  increased  from  88.3%  of  revenues,  before  fuel  surcharges,  in  2006  to  88.9%  of
revenues, before fuel surcharges, in 2007. The increase relates to an increase in amounts charged by third party logistics
and brokerage service providers primarily as a result of higher fuel costs.

Other  expenses  increased  from  1.4%  of  revenues,  before  fuel  surcharges,  in  2006  to  2.1%  of  revenues,  before  fuel
surcharges, in 2007. The increase relates primarily to an increase in amounts considered as uncollectible revenue during
2007 as compared to 2006.

The logistics and brokerage services division operating ratio, which measures the ratio of operating expenses, net of fuel
surcharges, to operating revenues, before fuel surcharges, increased to 97.7% for 2007 from 95.0% for 2006.

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2006 Compared to 2005

Logistics  and  brokerage  services  revenues,  before  fuel  surcharges,  increased  8.9%  to  $42.7  million  for  the  year  ended
December 31, 2006 as compared to $39.2 million for the year ended December 31, 2005. The increase was primarily the
result  of  rate  increases  charged  to  customers  to  recover  increases  in  amounts  charged  by  third  party  logistics  and
brokerage service providers, and to a lesser extent, an increase in the number of loads brokered.

Rent  and  purchased  transportation  increased  from  88.0%  of  revenues,  before  fuel  surcharges,  in  2005  to  88.3%  of
revenues, before fuel surcharges, in 2006. The increase relates to an increase in amounts charged by third party logistics
and brokerage service providers primarily as a result of higher fuel costs.

Other  expenses  decreased  from  2.5%  of  revenues,  before  fuel  surcharges,  in  2005  to  1.4%  of  revenues,  before  fuel
surcharges, in 2006. The decrease relates primarily to a decrease in amounts considered as uncollectible revenue during
2006 as compared to 2005.

The logistics and brokerage services division operating ratio, which measures the ratio of operating expenses, net of fuel
surcharges, to operating revenues, before fuel surcharges, decreased to 95.0% for 2006 from 96.3% for 2005.

Results of Operations - Combined Services

2007 Compared to 2006

Income tax expense was approximately $2.0 million in 2007 resulting in an effective rate of 42.6% as compared to income
tax  expense  of  approximately  $12.1  million  in  2006  which  resulted  in  an  effective  rate  of  40.2%.  The  effective  tax  rate
differs  from  the  statutory  rate  primarily  due  to  the  existence  of  partially  non-deductible  meal  and  incidental  expense  per-
diem  payments  to  company  drivers.  These  per-diem  payments  may  cause  a  significant  difference  in  the  Company’s
effective  tax  rate  from  period-to-period  as  the  proportion  of  non-deductible  expenses  to  pre-tax  net  income  increases  or
decreases.

We  have  determined,  based  on  significant  judgment,  that  a  valuation  allowance  against  our  deferred  tax  assets  has  not
been  necessary.  Management  evaluates  the  realizability  of  its  deferred  tax  assets  based  upon  negative  and  positive
evidence available and based on the evidence available at this time, management concludes that it is "more likely than not"
that we will be able to realize the benefit of our deferred tax assets in the near future.

The Company adopted the provisions of Financial Accounting Standards Board (“FASB”) Interpretation 48,  Accounting for
Uncertainty  in  Income  Taxes-an  interpretation  of  FASB  Statement  No.  109  (“FIN  48”),  on  January  1,  2007.  FIN  48
addressed the determination of how tax benefits claimed or expected to be claimed on a tax return should be recorded in
the financial statements. Under FIN 48, the Company may recognize the tax benefit from an uncertain tax position only if it
is more likely than not that the position will be sustained on examination by taxing authorities, based on the technical merits
of the position. Upon adoption and as of December 31, 2007, there were no unrecognized tax benefits and an adjustment
to the Company’s consolidated financial statements for uncertain tax positions was not required as management believes
that  the  Company’s  significant  tax  positions  taken  in  income  tax  returns  filed  or  to  be  filed  are  supported  by  clear  and
unambiguous income tax laws.

The Company and its subsidiaries are subject to U.S. and Canadian federal income tax laws as well as the income tax laws
of multiple state jurisdictions. The major tax jurisdictions in which we operate generally provide for a deficiency assessment
statute  of  limitation  period  of  three  years  and  as  a  result,  the  Company’s  tax  years  2004  through  2006  remain  open  to
examination  in  those  jurisdictions.  During  2007,  the  Company  has  not  recognized  or  accrued  any  interest  or  penalties
related to uncertain income tax positions and does not believe it is reasonably possible that our unrecognized tax benefits
will significantly change within the next twelve months.

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Net income for all divisions was $2.7 million, or 0.8% of revenues, before fuel surcharge for 2007 as compared to $18.0
million  or  5.1%  of  revenues,  before  fuel  surcharge  for  2006.  The  decrease  in  net  income  combined  with  the  effect  of
treasury stock repurchases resulted in a decrease in diluted earnings per share to $0.26 for 2007 compared to $1.74 for
2006.

2006 Compared to 2005

Net income for all divisions was $18.0 million, or 5.1% of revenues, before fuel surcharge for 2006 as compared to $13.1
million  or  4.0%  of  revenues,  before  fuel  surcharge  for  2005.  The  increase  in  net  income  combined  with  the  effect  of
treasury stock repurchases resulted in an increase in diluted earnings per share to $1.74 for 2006 compared to $1.20 for
2005.

Quarterly Results of Operations

The  following  table  presents  selected  consolidated  financial  information  for  each  of  our  last  eight  fiscal  quarters  through
December  31,  2007.  The  information  has  been  derived  from  unaudited  consolidated  financial  statements  that,  in  the
opinion  of  management,  reflect  all  adjustments,  consisting  of  normal  recurring  adjustments,  necessary  for  a  fair
presentation of the quarterly information.

Mar. 31,
2007

June 30,

Sept. 30,

Dec. 31,

Mar. 31,

June 30,

Sept. 30,

Dec. 31,

2007    

2007    

2007    

2006    

2006    

2006    

2006  

Quarter Ended

(unaudited)
(in thousands, except earnings per share data)

 $ 106,700   $ 101,171   $ 102,162   $ 100,525   $ 103,365   $ 99,874   $ 96,505 

 $ 98,809 

Operating revenues
Total operating
expenses
Operating income (loss)   
Net income (loss)
Earnings (loss) per
common share:
Basic

 $

Diluted

 $

96,475 
2,334 
1,265 

   102,528     100,688     103,785     91,473     94,375     94,202     89,154 
7,351 
4,272 

(1,623)   
(840)   

5,672    
3,268    

8,990    
5,241    

4,172    
2,192    

9,052    
5,183    

483    
36    

0.12 

0.12 

 $

 $

0.21   $

0.00   $

(0.08)  $

0.50   $

0.51   $

0.32   $

0.21   $

0.00   $

(0.08)  $

0.50   $

0.51   $

0.32   $

0.41 

0.41 

Liquidity and Capital Resources

The growth of our business has required, and will continue to require, a significant investment in new revenue equipment.
Our primary sources of liquidity have been funds provided by operations, proceeds from the sales of revenue equipment,
issuances of equity securities, and borrowings under our lines of credit.

During 2007, we generated $45.2 million in cash from operating activities compared to $60.7 million and $23.7 million in
2006  and  2005,  respectively.  Investing  activities  used  $61.7  million  in  cash  during  2007  compared  to  $42.7  million  and
$41.0 million in 2006 and 2005, respectively. The cash used in all three years related primarily to the purchase of revenue
equipment  (trucks  and  trailers)  used  in  our  operations.  Financing  activities  provided  $15.9  million  in  cash  during  2007
compared  to  financing  activities  in  2006  and  2005  which  used  $18.1  million  and  $1.2  million,  respectively.  See
Consolidated Statements of Cash Flows.

Our  primary  use  of  funds  is  for  the  purchase  of  revenue  equipment.  We  typically  use  our  existing  lines  of  credit  on  an
interim basis, in addition to cash flows from operations, to finance capital expenditures and repay long-term debt. During
2007 and 2006, we utilized cash on hand and our lines of credit to finance revenue equipment purchases for an aggregate
of $72.6 million and $50.7 million, respectively.

Occasionally we finance the acquisition of revenue equipment through installment notes with fixed interest rates and terms
ranging from 36 to 48 months, however as of December 31, 2007 and 2006, we had no outstanding indebtedness under
such installment notes.

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In order to maintain our truck and trailer fleet count it is often necessary to purchase replacement units and place them in
service before trade units are removed from service. The timing difference created during this process often requires the
Company to pay for new units without any reduction in price for trade units. In this situation, the Company later receives
payment for the trade units as they are delivered to the equipment vendor and have passed vendor inspection. During the
twelve months ended December 31, 2007 and 2006, the Company received approximately $5.9 million and $9.9 million,
respectively, for units delivered for trade.

We maintain two separate $30.0 million revolving lines of credit (Line A and Line B, respectively) with separate financial
institutions. Amounts outstanding under Line A bear interest at LIBOR (determined as of the first day of each month) plus
1.25% (6.48% at December 31, 2007), are secured by our accounts receivable and mature on May 31, 2009. At December
31,  2007  outstanding  advances  on  line  A  were  approximately  $28.5  million,  including  $300,000  in  letters  of  credit,  with
availability to borrow $1.5 million. Amounts outstanding under Line B bear interest at LIBOR (determined on the last day of
the previous month) plus 1.15% (6.39% at December 31, 2007), are secured by revenue equipment and mature on June
30, 2008, however the Company has the intent and ability to extend the  terms  of  this  line  of  credit  for  an  additional  one
year  period  until  June  30,  2009.  At  December  31,  2007,  $17.5  million,  including  $2.5  million  in  letters  of  credit  were
outstanding under Line B with availability to borrow $12.5 million. In an effort to reduce interest rate risk associated with
these floating rate facilities, we entered into interest rate swap agreements in an aggregate notional amount of $20.0 million
that terminated in 2006. For additional information regarding the interest rate swap agreements, see Item 7A of this Report.

Marketable equity securities available for sale at December 31, 2007 increased approximately $2.8 million as compared to
December  31,  2006.  During  the  year  ended  December  31,  2007,  the  Company  purchased  approximately  $5.4  million  of
equity securities with the remaining increase or decrease attributable to changes in the market value of the investments,
net  of  sales  and  other-than-temporary  write-downs.  These  securities,  combined  with  equity  securities  purchased  in  prior
periods,  have  a  combined  cost  basis  of  approximately  $13.9  million  and  a  combined  fair  market  value  of  approximately
$17.3 million. The Company has developed a strategy to invest in securities from which it expects to receive dividends that
qualify for favorable tax treatment, as well as, appreciate in value. The Company anticipates that increases in the market
value  of  the  investments  combined  with  dividend  payments  will  exceed  interest  rates  paid  on  borrowings  for  the  same
period. During 2007 the Company had net unrealized pre-tax losses of approximately $1.9 million and received dividends of
approximately $655,000. The holding term of these securities depends largely on the general economic environment, the
equity markets, borrowing rates and the Company's cash requirements.

Accounts  receivable-other  at  December  31,  2007  increased  approximately  $4.0  million  as  compared  to  December  31,
2006.  During  2007,  the  Company  contracted  with  a  third-party  qualified  intermediary  in  order  to  implement  a  like-kind
exchange tax program. Under the program, dispositions of eligible trucks or trailers and acquisitions of replacement trucks
or trailers are made in a form whereby any associated tax gains related to the disposal are deferred. To qualify for like-kind
exchange treatment, we exchange, through our qualified intermediary, eligible trucks or trailers being disposed with trucks
or trailers being acquired. At December 31, 2007 approximately $4.1 million of tractor and trailer sales proceeds were being
held by the third-party qualified intermediary. The Company intends to use these $4.1 million in sales proceeds during 2008
to purchase qualified replacement tractors or trailers.

Revenue equipment, which generally consists of trucks, trailers, and revenue equipment accessories such as Qualcomm™
satellite tracking units, increased approximately $5.2 million as compared to December 31, 2006. The increase is primarily
related  to  the  net  effect  of  purchasing  approximately  610  trucks  and  530  trailers  during  2007  while  only  disposing  of
approximately 590 trucks and 340 trailers during 2007. Also contributing to the increase was an increase in the cost of new
truck  and  trailer  units  as  compared  to  the  units  they  replaced  and  to  the  acquisition  of  additional  Qualcomm™  satellite
tracking units. At December 31, 2007, approximately 70 trucks included in revenue equipment had been placed in inactive
status as they were prepared for sale or trade. The sale or trade of these trucks in 2008 will reduce the carrying amount of
the Company’s revenue equipment and accumulated depreciation at the time of sale or trade.

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Accounts payable at December 31, 2007 decreased approximately $13.2 million as compared to December 31, 2006. The
decrease is primarily related to $14.3 million in truck and trailer purchases made during December 2006 for which payment
was made in January 2007 as the Company increased its December 2006 truck purchases in an effort to delay purchasing
trucks  with  the  2007  model  diesel  engines.  The  2007  model  diesel  engines  are  designed  to  meet  stricter  EPA  emission
standards and were discussed in this report above in “Part I, Item 1, Revenue Equipment”.

Long-term  debt  at  December  31,  2007  increased  approximately  $23.0  million  as  compared  to  December  31,  2006.  The
increase  relates  primarily  to  borrowings  against  the  Company’s  two  lines  of  credit  in  order  to  finance  the  purchase  of
replacement trucks and trailers. During 2007, purchases of revenue equipment, net of sales or trade proceeds received for
retired revenue equipment, required the use of cash or borrowings against the lines of credit of approximately $50.4 million.
Also,  approximately  $12.7  million  of  cash  provided  by  operating  activities,  which  would  have  been  available  to  purchase
revenue  equipment,  was  used  to  purchase  approximately  $7.3  million  of  treasury  stock  and  $5.4  million  of  marketable
investments.

Treasury stock at December 31, 2007 increased approximately $7.3 million as the Company purchased 471,500 shares of
its common stock at various times throughout 2007 as part of a stock repurchase plan approved by the Company’s Board
of  Directors  during  May  2007.  The  stock  repurchase  plan  authorizes  the  purchase  of  up  to  600,000  shares  of  the
Company’s common stock and expires in May 2008.

For 2008, we expect to purchase approximately 550 new trucks and approximately 730 trailers while continuing to sell or
trade older equipment, which we expect to result in net capital expenditures of approximately $45.1 million. Management
believes  we  will  be  able  to  finance  our  near  term  needs  for  working  capital  over  the  next  twelve  months,  as  well  as
acquisitions  of  revenue  equipment  during  such  period,  with  cash  balances,  cash  flows  from  operations,  and  borrowings
believed  to  be  available  from  financing  sources.  We  will  continue  to  have  significant  capital  requirements  over  the  long-
term, which may require us to incur debt or seek additional equity capital. The availability of additional capital will depend
upon  prevailing  market  conditions,  the  market  price  of  our  common  stock  and  several  other  factors  over  which  we  have
limited control, as well as our financial condition and results of operations. Nevertheless, based on our anticipated future
cash flows and sources of financing that we expect will be available to us, we do not expect that we will experience any
significant liquidity constraints in the foreseeable future.

Contractual Obligations and Commercial Commitments

The  following  table  sets  forth  the  Company's  contractual  obligations  and  commercial  commitments  as  of  December  31,
2007:

Payments due by period
(in thousands)
1 to 3
Years

4 to 5
Years

Less than
1 year

Total

More than
5 Years

Long-term debt
Operating leases (1)
Total

 $

 $

46,237   $
1,741    
47,978   $

2,065   $
520    
2,585   $

44,172   $
762    
44,934   $

-   $
379    
379   $

- 
80 
80 

(1) Represents building, facilities, and drop yard operating leases.

Off-Balance Sheet Arrangements

The Company has no off-balance sheet arrangements as defined in Regulation S-K 303 (a)(4)(ii) issued by the Securities
and Exchange Commission.

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Insurance

With  respect  to  physical  damage  for  trucks,  cargo  loss  and  auto  liability,  the  Company  maintains  insurance  coverage  to
protect  it  from  certain  business  risks.  These  policies  are  with  various  carriers  and  have  per  occurrence  deductibles  of
$2,500,  $10,000  and  $2,500  respectively.  The  Company  maintains  workers’  compensation  coverage  in  Arkansas,  Ohio,
Oklahoma, Mississippi, and Florida with a $500,000 self-insured retention and a $500,000 per occurrence excess policy.
The Company has elected to opt out of workers' compensation coverage in Texas and is providing coverage through the
P.A.M. Texas Injury Plan. The Company has reserved for estimated losses to pay such claims as well as claims incurred
but  not  yet  reported.  The  Company  has  not  experienced  any  adverse  trends  involving  differences  in  claims  experienced
versus  claims  estimates  for  workers’  compensation  claims.  Letters  of  credit  aggregating  $400,000  and  certificates  of
deposit totaling $200,000 are held by banks as security for workers’ compensation claims. The Company self insures for
employee health claims with a stop loss of $200,000 per covered employee per year and estimates its liability for claims
incurred but not reported.

Inflation

Inflation has an impact on most of our operating costs. Recently, the effect of inflation has been minimal.

Competition for drivers has increased in recent years, leading to increased labor costs. While increases in fuel and driver
costs  affect  our  operating  costs,  we  do  not  believe  that  the  effects  of  such  increases  are  greater  for  us  than  for  other
trucking concerns.

Adoption of Accounting Policies

See “Item 8. Financial Statements and Supplementary Data, Note 1 to the Consolidated Financial Statements - Recent
Accounting Pronouncements.”

Critical Accounting Policies

The  Company's  significant  accounting  policies  are  described  in  Note  1  to  the  Consolidated  Financial  Statements.  The
policies  described  below  represent  those  that  are  broadly  applicable  to  the  Company's  operations  and  involve  additional
management  judgment  due  to  the  sensitivity  of  the  methods,  assumptions  and  estimates  necessary  in  determining  the
related amounts.

Accounts Receivable.  We  continuously  monitor  collections  and  payments  from  our  customers,  third  parties  and  vendors
and maintain a provision for estimated credit losses based upon our historical experience and any specific collection issues
that  we  have  identified.  While  such  credit  losses  have  historically  been  within  our  expectations  and  the  provisions
established, we cannot guarantee that we will continue to experience the same credit loss rates that we have in the past.

Property and equipment . Management must use its judgment in the selection of estimated useful lives and salvage values
for purposes of depreciating trucks and trailers which in some cases do not have guaranteed residual values. Estimates of
salvage value at the expected date of trade-in or sale are based on the expected market values of equipment at the time of
disposal which, in many cases include guaranteed residual values by the manufacturers.

Self Insurance. The Company is self-insured for health and workers' compensation benefits up to certain stop-loss limits.
Such costs are accrued based on known claims and an estimate of incurred, but not reported (IBNR) claims. IBNR claims
are estimated using historical lag information and other data either provided by outside claims administrators or developed
internally. This estimation process is subjective, and to the extent that future actual results differ from original estimates,
adjustments to recorded accruals may be necessary.

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Revenue Recognition.  Revenue  is  recognized  in  full  upon  completion  of  delivery  to  the  receiver's  location.  For  freight  in
transit at the end of a reporting period, the Company recognizes revenue prorata based on relative transit miles completed
as a portion of the estimated total transit miles. Expenses are recognized as incurred.

Prepaid Tires. Tires purchased with revenue equipment are capitalized as a cost of the related equipment. Replacement
tires  are  included  in  prepaid  expenses  and  deposits  and  are  amortized  over  a  24-month  period.  Costs  related  to  tire
recapping are expensed when incurred.

Income Taxes. Significant management judgment is required to determine the provision for income taxes and to determine
whether  deferred  income  tax  assets  will  be  realized  in  full  or  in  part.  Deferred  income  tax  assets  and  liabilities  are
measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences
are  expected  to  be  recovered  or  settled.  When  it  is  more  likely  that  all  or  some  portion  of  specific  deferred  income  tax
assets will not be realized, a valuation allowance must be established for the amount of deferred income tax assets that
are  determined  not  to  be  realizable.  A  valuation  allowance  for  deferred  income  tax  assets  has  not  been  deemed  to  be
necessary. Accordingly, if the facts or financial circumstances were to change, thereby impacting the likelihood of realizing
the  deferred  income  tax  assets,  judgment  would  need  to  be  applied  to  determine  the  amount  of  valuation  allowance
required in any given period.

Effective  January  1,  2007,  the  Company  adopted  the  provisions  of  FIN  48.  FIN  48  contains  a  two-step  approach  to
recognizing  and  measuring  uncertain  tax  positions  accounted  for  in  accordance  with  SFAS  No.  109.  The  first  step  is  to
evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not
that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second
step  is  to  measure  the  tax  benefit  as  the  largest  amount  which  is  more  than  50%  likely  of  being  realized  upon  ultimate
settlement.  We  consider  many  factors  when  evaluating  and  estimating  our  tax  positions  and  tax  benefits,  which  may
require periodic adjustments and which may not accurately anticipate actual outcomes.

Business  Combinations  and  Goodwill .  Upon  acquisition  of  an  entity,  the  cost  of  the  acquired  entity  must  be  allocated  to
assets and liabilities acquired. Identification of intangible assets, if any, that meet certain recognition criteria is necessary.
This  identification  and  subsequent  valuation  requires  significant  judgments.  The  carrying  value  of  goodwill  is  tested
annually  and  as  of  December  31,  2007  the  Company  determined  that  there  was  no  impairment.  The  impairment  testing
requires an estimate of the value of the Company as a whole, as the Company has determined it only has one reporting
unit as defined in Statement of Financial Accounting Standards No. 142, “Goodwill and Other Intangible Assets.”

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

Our primary market risk exposures include equity price risk, interest rate risk, and commodity price risk (the price paid to
obtain  diesel  fuel  for  our  trucks).  The  potential  adverse  impact  of  these  risks  and  the  general  strategies  we  employ  to
manage such risks are discussed below.

The following sensitivity analyses do not consider the effects that an adverse change may have on the overall economy nor
do they consider additional actions we may take to mitigate our exposure to such changes. Actual results of changes in
prices or rates may differ materially from the hypothetical results described below.

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Equity Price Risk

We hold certain actively traded marketable equity securities which subjects the Company to fluctuations in the fair market
value  of  its  investment  portfolio  based  on  current  market  price.  The  recorded  value  of  marketable  equity  securities
increased  to  $17.3  million  at  December  31,  2007  from  $14.4  million  at  December  31,  2006.  The  increase  includes
additional  purchases,  net  of  sales  or  write-downs,  of  approximately  $4.8  million  during  2007  and  a  decrease  in  the  fair
market  value  of  approximately  $1.9  million  during  2007.  A  10%  decrease  in  the  market  price  of  our  marketable  equity
securities would cause a corresponding 10% decrease in the carrying amounts of these securities, or approximately $1.7
million. For additional information with respect to the marketable equity securities, see Note 3 to our consolidated financial
statements.

Interest Rate Risk

Our two lines of credit each bear interest at a floating rate equal to LIBOR plus a fixed percentage. Accordingly, changes in
LIBOR, which are effected by changes in interest rates, will affect the interest rate on, and therefore our costs under, the
lines of credit. In an effort to manage the risks associated with changing interest rates, we entered into interest rate swap
agreements  effective  February  28,  2001  and  May  31,  2001,  on  notional  amounts  of  $15,000,000  and  $5,000,000,
respectively.  The  “pay  fixed  rates”  under  the  $15,000,000  and  $5,000,000  swap  agreements  were  5.08%  and  4.83%,
respectively.  The  “receive  floating  rate”  for  both  swap  agreements  was  “1-month”  LIBOR.  These  interest  rate  swap
agreements terminated on March 2, 2006 and June 2, 2006, respectively. Assuming $40.0 million of variable rate debt was
outstanding  under  Line  “A”  and  not  covered  by  a  hedge  agreement  for  a  full  fiscal  year,  a  hypothetical  100  basis  point
increase  in  LIBOR  would  result  in  approximately  $400,000  of  additional  interest  expense.  For  additional  information  with
respect to the interest rate swap agreements, see Note 17 to our consolidated financial statements.

Commodity Price Risk

Prices  and  availability  of  all  petroleum  products  are  subject  to  political,  economic  and  market  factors  that  are  generally
outside  of  our  control.  Accordingly,  the  price  and  availability  of  diesel  fuel,  as  well  as  other  petroleum  products,  can  be
unpredictable.  Because  our  operations  are  dependent  upon  diesel  fuel,  significant  increases  in  diesel  fuel  costs  could
materially and adversely affect our results of operations and financial condition. Based upon our 2007 fuel consumption, a
10%  increase  in  the  average  annual  price  per  gallon  of  diesel  fuel  would  increase  our  annual  fuel  expenses  by  $11.4
million.

In July 2001, we entered into an agreement to obtain price protection and reduce a portion of our exposure to fuel price
fluctuations. Under this agreement, we were obligated to purchase minimum amounts of diesel fuel per month, with a price
protection component, for the six-month period ended February 28, 2002. The agreement also provided that if during the
twelve-month period commencing January 2005, the price of heating oil on the New York Mercantile Exchange (“NY MX
HO”) fell below $.58 per gallon, we would have been obligated to pay the contract holder the difference between $.58 per
gallon and the NY MX HO average price, multiplied by 1,000,000 gallons. Accordingly, in any month in which the holder
exercised such right, we would have been obligated to pay the holder $10,000 for each cent by which $.58 exceeded the
average  NY  MX  HO  price  for  that  month.  For  example,  if  the  NY  MX  HO  average  price  during  March  2005  was
approximately $.54, and if the holder were to exercise its payment right, we would have been obligated to pay the holder
approximately  $40,000.  During  the  twelve-month  period  commencing  January  2005  the  average  NY  MX  HO  price
remained well above the $.58 per gallon threshold and as of December 31, 2005 the agreement expired without any further
obligation of either party. For the twelve-month period ended December 31, 2005 an adjustment of $500,000 was made to
reflect  the  decline  in  fair  value  of  the  agreement  which  had  the  effect  of  reducing  operating  supplies  expense  and  other
current  liabilities  each  by  $500,000  in  the  accompanying  consolidated  financial  statements.  For  the  twelve-month  period
ended December 31, 2004 an adjustment of $250,000 was made to reflect the decline in fair value of the agreement which
had the effect of reducing operating supplies expense and other current liabilities each by $250,000 in the accompanying
consolidated financial statements, see Note 17 to our consolidated financial statements.

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27

Item 8. Financial Statements and Supplementary Data.

The following statements are filed with this report:

Report of Independent Registered Public Accounting Firm – Grant Thornton LLP
Consolidated Balance Sheets - December 31, 2007 and 2006
Consolidated Statements of Income - Years ended December 31, 2007, 2006 and 2005
Consolidated Statements of Shareholders’ Equity and Other Comprehensive Income - Years ended

December 31, 2007, 2006 and 2005

Consolidated Statements of Cash Flows - Years ended December 31, 2007, 2006 and 2005
Notes to Consolidated Financial Statements

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28

 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Shareholders
P.A.M. Transportation Services, Inc. and Subsidiaries

We  have  audited  the  accompanying  consolidated  balance  sheets  of  P.A.M.  Transportation  Services,  Inc.  (a  Delaware
corporation) and subsidiaries (collectively, the Company) as of December 31, 2007 and 2006, and the related consolidated
statements of income, stockholders' equity and other comprehensive income, and cash flows for each of the three years in
the  period  ended  December  31,  2007.  These 
the  Company's
management. Our responsibility is to express an opinion on these financial statements based on our audits.

financial  statements  are 

the  responsibility  of 

We  conducted  our  audits  in  accordance  with  the  standards  of  the  Public  Company  Accounting  Oversight  Board  (United
States).  Those  standards  require  that  we  plan  and  perform  the  audit  to  obtain  reasonable  assurance  about  whether  the
financial statements are free of material misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used
and  significant  estimates  made  by  management,  as  well  as  evaluating  the  overall  financial  statement  presentation.  We
believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial
position  of  P.A.M.  Transportation  Services,  Inc.  and  subsidiaries  as  of  December  31,  2007  and  2006,  and  the  results  of
their operations and their cash flows for each of the three years in the period ended December 31, 2007 in conformity with
accounting principles generally accepted in the United States of America.

We  also  have  audited,  in  accordance  with  the  standards  of  the  Public  Company  Accounting  Oversight  Board  (United
States), P.A.M. Transportation Services, Inc. and subsidiaries’ internal control over financial reporting as of December 31,
2007,  based  on  criteria  established  in  Internal  Control—Integrated  Framework issued  by  the  Committee  of  Sponsoring
Organizations  of  the  Treadway  Commission  (COSO),  and  our  report  dated  March  12,  2008  expressed  an  unqualified
opinion thereon.

/s/ GRANT THORNTON LLP

Tulsa, Oklahoma
March 12, 2008

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29

 
 
 
P.A.M. TRANSPORTATION SERVICES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2007 AND 2006
(in thousands, except share and per share data)

ASSETS

CURRENT ASSETS:

Cash and cash equivalents
Accounts receivable—net:

Trade
Other
Inventories
Prepaid expenses and deposits
Marketable equity securities
Income taxes refundable

Total current assets

PROPERTY AND EQUIPMENT:

Land
Structures and improvements
Revenue equipment
Office furniture and equipment

Total property and equipment

Accumulated depreciation

Net property and equipment

OTHER ASSETS:

Goodwill
Non-compete agreements, net
Other

Total other assets

TOTAL ASSETS

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30

2007

2006

 $

407   $

1,040 

58,397    
5,349    
905    
14,978    
17,269    
2,199    

61,469 
1,361 
819 
14,928 
14,437 
498 

99,504    

94,552 

2,674    
9,795    
292,133    
7,482    

2,674 
9,383 
286,933 
6,890 

312,084    

305,880 

(107,841)   

(102,566)

204,243    

203,314 

15,413    
17    
727    

15,413 
217 
750 

16,157    

16,380 

 $

319,904   $

314,246 

     (Continued) 

 
 
 
 
   
     
 
 
   
     
 
 
   
 
 
   
     
 
   
     
 
   
      
  
  
  
  
  
  
  
 
   
      
  
  
 
   
      
  
   
      
  
  
  
  
  
 
   
      
  
  
 
   
      
  
  
 
   
      
  
  
 
   
      
  
   
      
  
  
  
  
 
   
      
  
  
 
   
      
  
 
   
      
  
 
   
      
  
 
   
 
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2007 AND 2006
(in thousands, except share and per share data)

LIABILITIES AND SHAREHOLDERS' EQUITY

2007

2006

CURRENT LIABILITIES:

Accounts payable
Accrued expenses and other liabilities
Current maturities of long-term debt
Deferred income taxes—current

Total current liabilities

Long-term debt—less current portion
Deferred income taxes—less current portion
Other

Total liabilities

COMMITMENTS AND CONTINGENCIES (Note 15)

SHAREHOLDERS' EQUITY
Preferred stock, $.01 par value, 10,000,000 shares
 authorized; none issued
Common stock, $.01 par value, 40,000,000 shares
 authorized; 11,368,207 and 11,362,207 shares issued;
 9,838,107 and 10,303,607 shares outstanding at
 December 31, 2007 and December 31, 2006, respectively
Additional paid-in capital
Accumulated other comprehensive income
Treasury stock, at cost; 1,530,100 and 1,058,600
 shares, respectively
Retained earnings

Total shareholders’ equity

 $

25,346   $
10,323    
2,065    
5,117    

38,510 
9,994 
1,915 
5,658 

42,851    

56,077 

44,172    
53,504    
-    

21,205 
51,902 
34 

140,527    

129,218 

-    

- 

114    
77,557    
1,921    

114 
77,309 
3,142 

(25,200)   
124,985    

(17,869)
122,332 

179,377    

185,028 

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

 $

319,904   $

314,246 

     (Concluded) 

See notes to consolidated financial statements.

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31

 
 
 
   
     
 
 
   
     
 
 
   
 
 
   
     
 
   
     
 
  
  
  
 
   
      
  
  
 
   
      
  
  
  
  
 
   
      
  
  
 
   
      
  
   
      
  
 
   
      
  
   
      
  
  
  
  
  
  
  
 
   
      
  
  
 
   
      
  
 
   
      
  
 
   
      
  
 
   
 
 
P.A.M. TRANSPORTATION SERVICES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME
YEARS ENDED DECEMBER 31, 2007, 2006 AND 2005
(in thousands, except per share data)

OPERATING REVENUES:

Revenue, before fuel surcharge
Fuel surcharge

2007

2006

2005

 $

351,701   $
57,140    

351,373   $
48,896    

326,353 
34,527 

Total operating revenues

408,841    

400,269    

360,880 

OPERATING EXPENSES AND COSTS:

Salaries, wages and benefits
Fuel expense
Rents and purchased transportation
Depreciation and amortization
Operating supplies and expenses
Operating taxes and licenses
Insurance and claims
Communications and utilities
Other
(Gain) loss on sale or disposal of equipment

135,606    
114,242    
38,718    
38,759    
30,845    
17,520    
17,591    
3,113    
7,130    
(48)   

127,539    
97,286    
43,844    
33,929    
25,682    
16,421    
16,389    
2,642    
5,426    
47    

122,005 
81,017 
39,074 
31,376 
23,114 
15,776 
15,992 
2,648 
6,205 
147 

Total operating expenses and costs

403,476    

369,205    

337,354 

OPERATING INCOME

NON-OPERATING INCOME
INTEREST EXPENSE

5,365    

31,064    

23,526 

1,707    
(2,453)   

448    
(1,475)   

477 
(1,881)

INCOME BEFORE INCOME TAXES

4,619    

30,037    

22,122 

FEDERAL AND STATE INCOME TAXES:

Current
Deferred

217    
1,749    

9,768    
2,305    

7,572 
1,411 

Total federal and state income taxes

1,966    

12,073    

8,983 

NET INCOME

 $

2,653   $

17,964   $

13,139 

EARNINGS PER COMMON SHARE:

Basic

Diluted

AVERAGE COMMON SHARES OUTSTANDING:

Basic

Diluted

See notes to consolidated financial statements.

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32

 $

 $

0.26   $

1.74   $

1.20 

0.26   $

1.74   $

1.20 

10,238    

10,296    

10,966 

10,239    

10,302    

10,976 

 
 
 
 
   
     
     
 
 
 
   
   
 
   
     
     
 
  
 
   
      
      
  
  
 
   
      
      
  
   
      
      
  
  
  
  
  
  
  
  
  
  
  
 
   
      
      
  
  
 
   
      
      
  
  
 
   
      
      
  
  
  
 
   
      
      
  
  
 
   
      
      
  
   
      
      
  
  
  
 
   
      
      
  
  
 
   
      
      
  
 
   
      
      
  
   
      
      
  
 
   
      
      
  
 
   
      
      
  
   
      
      
  
  
 
   
      
      
  
  
 
   
      
      
  
 
 
P.A.M. TRANSPORTATION SERVICES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY AND OTHER COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2007, 2006 AND 2005
(in thousands)

Common Stock
Shares / Amount

Additional
Paid-In
Capital

Other
Comprehensive
Income

Accumulated
Other
Comprehensive
Income

Treasury

Stock    

Retained
Earnings    

Total

11,303 

 $

113   $

76,050     

 $

1,151 

 $

- 

 $

91,229   $ 168,543 

    $

13,139     

13,139    

13,139 

282 

282     

288 

288     

    $

13,709     

282 

288 

(1,059)    

(17,869)    

(17,869)

41     

379     

379 

10,285 

113    

76,429     

1,721 

(17,869)    104,368     164,762 

    $

17,964     

17,964    

17,964 

19 

19     

1,402 

1,402     

    $

19,385     

18 

1    

369     

511     

19 

1,402 

370 

511 

10,303 

114    

77,309     

3,142 

(17,869)    122,332     185,028 

BALANCE— January 1,
2005

Components of

comprehensive
income:
Net earnings
Other comprehensive
gain:

Unrealized gain on
hedge,
net of tax of $195
Unrealized gain on
marketable
securities, net of tax
of $189

Total comprehensive
income

Treasury stock
repurchases
Exercise of stock
options-shares

issued including tax
benefits

BALANCE— December
31, 2005

Components of

comprehensive
income:
Net earnings
Other comprehensive
gain:

Unrealized gain on
hedge,
net of tax of $13
Unrealized gain on
marketable
securities, net of tax
of $923

Total comprehensive
income

Exercise of stock
options-shares

issued including tax
benefits
Share-based
compensation

BALANCE— December
31, 2006

Components of

comprehensive

 
 
 
 
 
   
   
   
   
 
 
   
     
     
     
     
     
     
     
 
  
 
 
   
      
      
      
     
      
      
      
  
   
      
      
      
     
      
      
      
  
   
      
      
      
  
  
   
      
      
      
      
      
      
      
  
   
      
      
      
      
      
      
      
  
   
      
      
     
  
      
     
   
      
      
      
      
      
      
      
  
   
      
      
     
  
      
     
   
      
      
      
      
      
  
  
      
      
      
  
  
     
   
      
      
      
      
      
      
      
  
  
     
      
      
      
     
 
   
      
      
      
      
      
      
      
  
  
  
  
  
  
 
   
      
      
      
      
      
      
      
  
   
      
      
      
      
      
      
      
  
   
      
      
      
  
  
   
      
      
      
      
      
      
      
  
   
      
      
      
      
      
      
      
  
   
      
      
     
  
      
     
   
      
      
      
      
      
      
      
  
   
      
      
     
  
      
     
   
      
      
      
      
      
  
   
      
      
      
      
      
      
      
  
  
  
      
      
      
     
   
      
     
      
      
      
     
 
   
      
      
      
      
      
      
      
  
  
  
  
  
  
 
   
      
      
      
      
      
      
      
  
income:
Net earnings
Other comprehensive
gain:

Realized gain on
marketable
securities, net of tax
of $241
Unrealized loss on
marketable
securities, net of tax
of $(448)

Total comprehensive
income

Treasury stock
repurchases
Exercise of stock
options-shares

issued including tax
benefits
Share-based
compensation

BALANCE— December
31, 2007

    $

2,653     

2,653    

2,653 

(359)   

(359)    

(862)   

(862)    

    $

1,432     

(359)

(862)

(471)    

6     

125     

123     

(7,331)    

(7,331)

125 

123 

9,838 

 $

114   $

77,557     

 $

1,921 

 $ (25,200)  $ 124,985   $ 179,377 

See notes to consolidated financial statements.

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33

   
      
      
      
      
      
      
      
  
   
      
      
      
  
  
   
      
      
      
      
      
      
      
  
   
      
      
      
      
      
      
      
  
   
      
      
     
      
     
   
      
      
      
      
      
      
      
  
   
      
      
     
      
     
   
      
      
      
      
      
  
  
      
      
      
  
  
     
   
      
      
      
      
      
      
      
  
  
     
      
      
      
     
   
      
     
      
      
      
     
 
   
      
      
      
      
      
      
      
  
  
  
 
   
      
      
      
      
      
      
      
  
 
 
P.A.M. TRANSPORTATION SERVICES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2007, 2006 AND 2005
(in thousands)

OPERATING ACTIVITIES:
Net income
Adjustments to reconcile net income to net cash provided by operating
activities:

Depreciation and amortization
Bad debt expense
Stock compensation—net of excess tax benefits
Non-compete agreement amortization—net of payments
Provision for deferred income taxes
Reclassification of unrealized loss on marketable equity securities
Gain on sale of marketable equity securities
(Gain) loss on sale or disposal of equipment
Changes in operating assets and liabilities:

Accounts receivable
Prepaid expenses, inventories, and other assets
Income taxes refundable
Trade accounts payable
Accrued expenses

2007

2006

2005

 $

2,653   $

17,964   $

13,139 

38,759    
573    
118    
-    
1,749    
95    
(1,071)   
(48)   

2,585    
(113)   
(1,696)   
1,089    
496    

33,929    
310    
441    
-    
2,305    
120    
(30)   
47    

3,685    
440    
(202)   
2,219    
(525)   

31,376 
1,428 
- 
37 
1,411 
153 
- 
147 

(19,236)
(40)
528 
(5,881)
679 

Net cash provided by operating activities

45,189    

60,703    

23,741 

INVESTING ACTIVITIES:

Purchases of property and equipment
Proceeds from sale or disposal of equipment
Changes in restricted cash
Sales of marketable equity securities
Purchases of marketable equity securities
Other

(76,166)   
22,273    
(4,073)   
1,622    
(5,389)   
-    

(53,514)   
11,987    
-    
85    
(1,288)   
-    

(62,013)
22,850 
- 
- 
(1,884)
20 

Net cash used in investing activities

(61,733)   

(42,730)   

(41,027)

FINANCING ACTIVITIES:

Borrowings under line of credit
Repayments under line of credit
Borrowings of long-term debt
Repayments of long-term debt
Repurchases of common stock
Stock compensation excess tax benefits
Exercise of stock options

508,076    
(484,322)   
2,067    
(2,704)   
(7,331)   
5    
120    

446,221    
(463,967)   
1,996    
(2,682)   
-    
70    
300    

422,460 
(405,277)
1,977 
(2,913)
(17,869)
- 
378 

Net cash provided by (used in) financing activities

15,911    

(18,062)   

(1,244)

NET DECREASE IN CASH AND CASH EQUIVALENTS

(633)   

(89)   

(18,530)

CASH AND CASH EQUIVALENTS—Beginning of year

1,040    

1,129    

19,659 

CASH AND CASH EQUIVALENTS—End of year

 $

407   $

1,040   $

1,129 

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION—

Cash paid during the period for:

Interest

Income taxes

 $

 $

2,410   $

1,481   $

1,976   $

10,061   $

1,928 

7,190 

 
 
 
 
 
   
   
 
   
     
     
 
   
      
      
  
  
  
  
  
  
  
  
  
   
      
      
  
  
  
  
  
  
 
   
      
      
  
  
 
   
      
      
  
   
      
      
  
  
  
  
  
  
  
 
   
      
      
  
  
 
   
      
      
  
   
      
      
  
  
  
  
  
  
  
  
 
   
      
      
  
  
 
   
      
      
  
  
 
   
      
      
  
  
 
   
      
      
  
 
   
      
      
  
   
      
      
  
   
      
      
  
NONCASH INVESTING AND FINANCING ACTIVITIES—

Purchases of revenue equipment included in accounts payable

 $

-   $

14,276   $

- 

See notes to consolidated financial statements.

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P.A.M. TRANSPORTATION SERVICES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2007, 2006, AND 2005

1. ACCOUNTING POLICIES

Description of Business and Principles of Consolidation –P.A.M. Transportation Services, Inc. (the “Company”),
through its subsidiaries, operates as a truckload transportation and logistics company.

The  consolidated  financial  statements  include  the  accounts  of  the  Company  and  its  wholly  owned  operating
subsidiaries: P.A.M. Transport, Inc., P.A.M. Dedicated Services, Inc., Choctaw Express, Inc., Allen Freight Services,
Inc.,  Decker  Transport  Co.,  Inc.,  McNeill  Express,  Inc.,  T.T.X.,  Inc.,  Transcend  Logistics,  Inc.,  and  East  Coast
Transport  and  Logistics,  LLC.  The  following  subsidiaries  were  inactive  during  all  periods  presented:  P.A.M.
International,  Inc.,  P.A.M.  Logistics  Services,  Inc.,  Choctaw  Brokerage,  Inc.,  P.A.M.  Canada,  Inc.  and  S  &  L
Logistics, Inc. All significant intercompany accounts and transactions have been eliminated.

Use  of  Estimates–The  preparation  of  financial  statements  in  conformity  with  accounting  principles  generally
accepted in the United States of America requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities, disclosure of any contingent assets and liabilities at the financial statement
date and reported amounts of revenue and expenses during the reporting period. The Company periodically reviews
these  estimates  and  assumptions.  The  Company's  estimates  were  based  on  its  historical  experience  and  various
other assumptions that the Company believes to be reasonable under the circumstances. Actual results could differ
from those estimates.

Cash and Cash Equivalents –The Company considers all highly liquid investments with a maturity of three months
or less when purchased to be cash equivalents.

Restricted Cash– Restricted cash consists of cash proceeds from the sale of trucks and trailers under our like-kind
exchange (“LKE”) tax program. See Note 11, “Federal and State Income Taxes,” for a discussion of the Company’s
LKE tax program. We classify restricted cash as a current asset within “Accounts receivable-other” as the exchange
process  must  be  completed  within  180  days  in  order  to  qualify  for  income  tax  deferral  treatment.  The  changes  in
restricted cash balances are reflected as an investing activity in our Consolidated Statements of Cash Flows as they
relate to the sales and purchases of revenue equipment.

Bank Overdrafts–The Company classifies bank overdrafts in current liabilities as an accounts payable and does not
offset  other  positive  bank  account  balances  located  at  the  same  or  other  financial  institutions.  Bank  overdrafts
generally  represent  checks  written  that  have  not  yet  cleared  the  Company’s  bank  accounts.  The  majority  of  the
Company’s bank accounts are zero balance accounts that are funded at the point items clear against the account by
drawings against a line of credit, therefore the outstanding checks represent bank overdrafts. Because the recipients
of  these  checks  have  generally  not  yet  received  payment,  the  Company  continues  to  classify  bank  overdrafts  as
accounts payable. Bank overdrafts are classified as changes in accounts payable in the cash flows from operating
activities  section  of  the  Company’s  Consolidated  Statement  of  Cash  Flows.  Bank  overdrafts  as  of  December  31,
2007 and 2006 were approximately $11,088,000 and $8,230,000, respectively.

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35

 
 
 
 
 
 
 
 
 
Accounts Receivable Other–The components of accounts receivable other consist primarily of amounts held by a
third-party qualified intermediary that the Company uses to effectuate deferral of income taxes on gains from sales of
trucks and trailers under the Company’s LKE tax program. Also included are amounts representing company driver
advances,  owner  operator  advances  and  equipment  manufacturer  warranties.  Advances  receivable  from  company
drivers as of December 31, 2007 and 2006, were approximately $598,000 and $503,000, respectively.

Accounts Receivable Allowance–An allowance is provided for accounts receivable based on historical collection
experience. Additionally, management considers any accounts individually known to exhibit characteristics indicating
a collection problem.

Marketable  Equity  Securities–Marketable  equity  securities  are  classified  by  the  Company  as  either  available  for
sale or trading. Securities classified as available for sale are carried at market value with unrealized gains and losses
recognized  in  accumulated  other  comprehensive  income  in  the  statements  of  stockholders’  equity.  Securities
classified  as  trading  are  carried  at  market  value  with  unrealized  gains  and  losses  recognized  in  the  statements  of
income. Realized gains and losses are computed utilizing the specific identification method.

Impairment of Long-Lived Assets –The Company reviews its long-lived assets for impairment whenever events or
changes  in  circumstances  indicate  that  the  carrying  amount  of  a  long-lived  asset  may  not  be  recoverable.  An
impairment loss would be recognized if the carrying amount of the long-lived asset is not recoverable, and it exceeds
its fair value. For long-lived assets classified as held and used, if the carrying value of the long-lived asset exceeds
the  sum  of  the  future  net  cash  flows,  it  is  not  recoverable.  The  Company  does  not  separately  identify  assets  by
subsidiary,  as  trucks  and  trailers  are  routinely  transferred  from  one  division  to  another.  As  a  result,  none  of  the
Company's long-lived assets have identifiable cash flows from use that are largely independent of the cash flows of
other assets and liabilities. Thus, the asset group used to assess impairment would include all assets and liabilities
of the Company.

Property and Equipment–Property and equipment is recorded at cost, less accumulated depreciation. For financial
reporting purposes, the cost of such property is depreciated principally by the straight-line method. For tax reporting
purposes, accelerated depreciation or applicable cost recovery methods are used. Depreciation is recognized over
the  estimated  asset  life,  considering  the  estimated  salvage  value  of  the  asset.  Such  salvage  values  are  based  on
estimates  using  expected  market  values  for  used  equipment  and  the  estimated  time  of  disposal  which,  in  many
cases  include  guaranteed  residual  values  by  the  manufacturers.  Gains  and  losses  are  reflected  in  the  year  of
disposal.  The  following  is  a  table  reflecting  estimated  ranges  of  asset  useful  lives  by  major  class  of  depreciable
assets:

Asset Class

Estimated Asset Life

Service vehicles
Office furniture and equipment
Revenue equipment
Structure and improvements

3-5 years
3-7 years
3-10 years
5-30 years

Prepaid  Tires–Tires  purchased  with  revenue  equipment  are  capitalized  as  a  cost  of  the  related  equipment.
Replacement  tires  are  included  in  prepaid  expenses  and  deposits  and  are  amortized  over  a  24-month  period.
Amounts paid for the recapping of tires are expensed when incurred.

Advertising Expense–Advertising  costs  are  expensed  as  incurred  and  totaled  approximately  $605,000,  $550,000
and $350,000 for the years ended December 31, 2007, 2006, and 2005, respectively.

Repairs and Maintenance –Repairs and maintenance costs are expensed as incurred.

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Goodwill–The Company follows the provisions of Statement of Financial Accounting Standards No. 142,  Goodwill
and  Other  Intangible  Assets,  (“SFAS  No.  142”),  which  requires  the  Company  to  assess  acquired  goodwill  for
impairment  at  least  annually  in  the  absence  of  an  indicator  of  possible  impairment,  and  immediately  upon  an
indicator  of  possible  impairment.  The  Company  has  selected  December  31  for  its  annual  impairment  testing  and
determined as of December 31, 2007 there was no impairment.

Self Insurance Liability—A liability is recognized for known health, workers’ compensation, cargo damage, property
damage  and  auto  liability  damage.  An  estimate  of  the  incurred  but  not  reported  claims  for  each  type  of  liability  is
made  based  on  historical  claims  made,  estimated  frequency  of  occurrence,  and  considering  changing  factors  that
contribute to the overall cost of insurance.

Income  Taxes–The  Company  applies  the  provisions  of  Statement  of  Financial  Accounting  Standards  No.  109,
Accounting  for  Income  Taxes  (“SFAS  No.  109”).  Under  this  method,  deferred  tax  liabilities  and  assets  are
determined based on the difference between the financial reporting basis and the tax reporting basis of assets and
liabilities  using  enacted  tax  rates.  In  June  2006,  the  Financial  Accounting  Standards  Board  (“FASB”)  issued
Interpretation  48, Accounting  for  Uncertainty  in  Income  Taxes-an  interpretation  of  FASB  Statement  No.  109  (“FIN
48”), which became effective for the Company on January 1, 2007. FIN 48 addressed the determination of how tax
benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under FIN
48, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the
position  will  be  sustained  on  examination  by  taxing  authorities,  based  on  the  technical  merits  of  the  position.  The
application  of  income  tax  law  to  multi-jurisdictional  operations  such  as  those  performed  by  the  Company,  are
inherently  complex.  Laws  and  regulations  in  this  area  are  voluminous  and  often  ambiguous.  As  such,  we  may  be
required to make subjective assumptions and judgments regarding our income tax exposures. Interpretations of and
guidance  surrounding  income  tax  laws  and  regulations  may  change  over  time  which  could  cause  changes  in  our
assumptions and judgments that could materially affect amounts recognized in the consolidated financial statements.

Revenue  Recognition–Revenue  is  recognized  in  full  upon  completion  of  delivery  to  the  receiver’s  location.  For
freight in transit at the end of a reporting period, the Company recognizes revenue pro rata based on relative transit
miles completed as a portion of the estimated total transit miles. Expenses are recognized as incurred.

Share-Based  Compensation–The  Company  adopted  Statement  of  Financial  Accounting  Standards  No.  123(R),
Share-Based Payments,  effective  January  1,  2006,  utilizing  the  “modified  prospective”  method  as  described  in  the
standard. Under the “modified prospective” method, compensation cost is recognized for all share-based payments
granted after the effective date and for all unvested awards granted prior to the effective date. Prior to adoption, the
Company  accounted  for  share-based  payments  under  the  recognition  and  measurement  principles  of  Accounting
Principles  Board  Opinion  No.  25, Accounting  for  Stock  Issued  to  Employees,  and  related  interpretations.  The
Company uses historical volatility when estimating the expected volatility of its share price. For additional information
with respect to share-based compensation, see Note 12 to our consolidated financial statements.

Earnings  Per  Share–The  Company  computes  and  presents  earnings  per  share  (“EPS”)  in  accordance  with
Statement  of  Financial  Accounting  Standards  No.  128, Earnings  per  Share  (“SFAS  No.  128”).  The  difference
between the Company's weighted-average shares outstanding and diluted shares outstanding is due to the dilutive
effect of stock options for all periods presented. See Note 13 for computation of diluted EPS.

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Business Segment and Concentrations of Credit Risk –The Company operates in one business segment, motor
carrier  operations.  The  Company  provides  truckload  transportation  services  as  well  as  brokerage  and  logistics
services  to  customers  throughout  the  United  States  and  portions  of  Canada  and  Mexico.  Truckload  transportation
services  revenues,  excluding  fuel  surcharges,  represented  90.4%,  87.8%,  and  88.0%  of  total  revenues,  excluding
fuel  surcharges,  for  the  twelve  months  ended  December  31,  2007,  2006,  and  2005,  respectively.  Remaining
revenues, excluding fuel surcharges, for each respective year were generated by brokerage and logistics services.
The Company performs ongoing credit evaluations and generally does not require collateral from its customers. The
Company maintains reserves for potential credit losses. In view of the concentration of the Company’s revenues and
accounts receivable among a limited number of customers within the automobile industry, the financial health of this
industry is a factor in the Company’s overall evaluation of accounts receivable.

Recent  Accounting  Pronouncements–In  December  2007,  the  FASB  issued  Statement  of  Financial  Accounting
Standards No. 160, Noncontrolling Interests in Consolidated Financial Statements  (“SFAS No. 160”). SFAS No. 160
re-characterizes  minority  interests  in  consolidated  subsidiaries  as  non-controlling  interests  and  requires  the
classification  of  minority  interests  as  a  component  of  equity.  Under  SFAS  No.  160,  a  change  in  control  will  be
measured  at  fair  value,  with  any  gain  or  loss  recognized  in  earnings.  The  effective  date  for  SFAS  No.  160  is  for
annual periods beginning on or after December 15, 2008. Early adoption and retroactive application of SFAS No. 160
to fiscal years preceding the effective date are not permitted. Management does not expect the adoption of SFAS
No. 160 to have a material impact on the Company’s consolidated financial statements.

In  December  2007,  the  FASB  issued  Statement  of  Financial  Accounting  Standards  No.  141(R),   Business
Combinations (“SFAS No. 141(R)”). SFAS No. 141(R) expands the definition of transactions and events that qualify
as business combinations; requires that the acquired assets and liabilities, including contingencies, be recorded at
the fair value determined on the acquisition date and changes thereafter reflected in earnings, not goodwill; changes
the recognition timing for restructuring costs; and requires acquisition costs to be expensed as incurred. Adoption of
SFAS  No.  141(R)  is  required  for  combinations  occurring  in  fiscal  years  beginning  after  December  15,  2008.  Early
adoption and retroactive application of SFAS 141(R) to fiscal years preceding the effective date are not permitted.
Beginning on January 1, 2009, adoption of SFAS No. 141(R) will impact our accounting for business combinations
completed on or after that date.

In February 2007, the FASB issued Statement of Financial Accounting Standards No. 159,  The Fair Value Option for
Financial Assets and Financial Liabilities—Including an Amendment of FASB Statement No. 115 (“SFAS No. 159”).
SFAS  No.  159  permits  an  entity  the  option  to  measure  many  financial  instruments  and  certain  other  items  at  fair
value  on  specified  election  dates.  Unrealized  gains  and  losses  on  items  for  which  the  fair  value  option  has  been
elected will be recognized in earnings at each subsequent reporting date. The fair value option: (a) may be applied
instrument by instrument, with few exceptions, such as investments otherwise accounted for by the equity method;
(b) is irrevocable (unless a new election date occurs); and (c) is applied only to entire instruments and not to portions
of instruments. Most of the provisions in SFAS No. 159 are elective; however, the amendment to FASB Statement
No. 115, Accounting for Certain Investments in Debt and Equity Securities , applies to all entities with available-for-
sale and trading securities. SFAS No. 159 is effective as of the beginning of an entity’s first fiscal year that begins
after November 15, 2007. Early adoption is permitted as of the beginning of the previous fiscal year provided that the
entity adopts SFAS No. 159 in the first 120 days of that fiscal year and also elects to apply the provisions of SFAS
No.  157, Fair  Value  Measurements.  The  Company  did  not  early-adopt  SFAS  No.  159  and  management  does  not
expect adoption of this statement to have a significant impact on the Company’s consolidated financial statements.

In  September  2006,  the  FASB  issued  Statement  of  Financial  Accounting  Standards  No.  157,  Fair  Value
Measurements (“SFAS No. 157”). SFAS No. 157 provides enhanced guidance for using fair value to measure assets
and  liabilities,  establishes  a  common  definition  of  fair  value,  provides  a  framework  for  measuring  fair  value  under
United States Generally Accepted Accounting Principles (“GAAP”) and expands disclosure requirements about fair
value  measurements.  SFAS  No.  157  is  effective  for  financial  statements  issued  in  fiscal  years  beginning  after
November  15,  2007,  and  interim  periods  within  those  fiscal  years.  On  February  6,  2008,  the  FASB  deferred  the
effective date of SFAS No. 157 for one year for all non-financial assets and non-financial liabilities, except for those
items that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually).
Management  is  currently  evaluating  the  impact  that  adoption  of  SFAS  No.  157  might  have  on  the  Company’s
consolidated financial statements.

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In June 2006, the FASB issued Interpretation No. 48,  Accounting for Uncertainty in Income Taxes-an interpretation
of FASB Statement No. 109 (“FIN 48”). FIN 48 clarifies the accounting for uncertainty in income taxes recognized in
an  enterprise’s  financial  statements  in  accordance  with  Statement  of  Financial  Accounting  Standards  No.  109,
Accounting for Income Taxes. FIN 48 prescribes a recognition threshold and measurement attribute for the financial
statement recognition and measurement of a tax position taken or expected to be taken in a tax return. In addition,
FIN  48  provides  guidance  on  derecognition,  classification,  interest  and  penalties,  accounting  in  interim  periods,
disclosure,  and  transition  and  is  effective  for  fiscal  years  beginning  after  December  15,  2006.  Adoption  of  this
statement did not have a material effect on the Company's consolidated financial statements.

2. TRADE ACCOUNTS RECEIVABLE

The  Company's  receivables  result  primarily  from  the  sale  of  transportation  and  logistics  services.  The  Company
performs  ongoing  credit  evaluations  of  its  customers  and  generally  does  not  require  collateral  for  accounts
receivable. Accounts receivable which consist of both billed and unbilled receivables are recorded at their invoiced
amount and are presented net of an allowance for doubtful accounts. Accounts outstanding longer than contractual
payment terms are considered past due and are reviewed individually for collectibility. Accounts receivable balances
consist of the following components as of December 31, 2007 and 2006:

Billed
Unbilled
Allowance for doubtful accounts

Total accounts receivable—net

2007

2006

(in thousands)

 $

53,439   $
6,849    
(1,891)   

55,132 
7,794 
(1,457)

 $

58,397   $

61,469 

An analysis of changes in the allowance for doubtful accounts for the years ended December 31, 2007, 2006, and
2005 follows:

Balance—beginning of year
Provision for bad debts
Charge-offs
Recoveries
Balance—end of year

3. MARKETABLE EQUITY SECURITIES

2007

2006
(in thousands)

2005

 $

 $

1,457   $
607    
(361)   
188    
1,891   $

2,030   $
354    
(960)   
33    
1,457   $

768 
1,490 
(228)
- 
2,030 

The  Company  accounts  for  its  marketable  securities  in  accordance  with  Statement  of  Financial  Accounting
Standards No. 115, Accounting for Certain Investments in Debt and Equity Securities  (“SFAS No. 115”). SFAS No.
115  requires  companies  to  classify  their  investments  as  either  trading,  available-for-sale  or  held-to-maturity.  The
Company’s investments in marketable securities are classified as either trading or available-for-sale and consist of
equity securities. Management determines the appropriate classification of these securities at the time of purchase
and re-evaluates such designation as of each balance sheet date. During 2007, the Company received proceeds of
approximately  $1,622,000  for  the  sale  of  marketable  equity  securities  with  a  combined  cost  of  approximately
$550,000, resulting in a realized gain of approximately $1,071,000. During 2007, two securities were transferred from
available-for-sale  to  trading.  These  securities  were  transferred  because,  historically,  they  have  significantly
underperformed in relation to their benchmarks. The resulting gain recognized was not material. During 2006, there
were  no  reclassifications  of  marketable  securities.  Marketable  equity  securities  classified  as  available-for-sale  are
carried at fair value, with the unrealized gains and losses, net of tax, included as a component of accumulated other
comprehensive  income  in  shareholders’  equity.  The  cost  of  securities  sold  is  based  on  the  specific  identification
method. Interest and dividends on marketable securities are included in non-operating income. Realized gains and
losses, and declines in value judged to be other-than-temporary on available-for-sale securities, if any, are included
in the determination of net income as gains (losses) on the sale of securities.

 
 
 
 
 
   
 
 
 
 
 
   
     
 
  
  
 
   
      
  
 
 
 
 
   
   
 
 
 
 
 
   
     
     
 
  
  
  
 
 
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39

 
As of December 31, 2007, equity securities classified as available-for-sale and equity securities classified as trading
had a cost basis of approximately $13,272,000 and $661,000, respectively and fair market values of approximately
$16,608,000 and $661,000, respectively. For the year ended December 31, 2007, the Company had net unrealized
losses  in  market  value  on  securities  classified  as  available-for-sale  of  approximately  $1,221,000,  net  of  deferred
income taxes. These securities had gross unrealized gains of approximately $4,916,000 and gross unrealized losses
of approximately $1,572,000. As of December 31, 2007, the total unrealized gain, net of deferred income taxes, in
accumulated other comprehensive income was approximately $1,921,000.

As  of  December  31,  2006,  the  Company’s  equity  securities  were  all  classified  as  available-for-sale  and  had  a
combined cost basis of approximately $9,189,000 and a combined fair market value of approximately $14,437,000.
For  the  year  ended  December  31,  2006,  the  Company  had  net  unrealized  gains  in  market  value  of  approximately
$1,402,000, net of deferred income taxes. These securities had gross unrealized gains of approximately $5,260,000
and gross unrealized losses of approximately $12,000. As of December 31, 2006, the total unrealized gain, net of
deferred income taxes, in accumulated other comprehensive income was approximately $3,142,000.

The  following  table  shows  the  Company’s  investments’  approximate  gross  unrealized  losses  and  fair  value  at
December 31, 2007 and 2006. These investments consist of equity securities. As of December 31, 2007 and 2006
there were no investments that had been in a continuous unrealized loss position for twelve months or longer.

2007

2006

(in thousands)

  Fair Value    

    Fair Value    

    Unrealized      
Losses

    Unrealized  
Losses

Equity securities – Available for sale
Equity securities – Trading

 $

5,308   $
409    

1,541   $
31    

417   $
-    

Totals

 $

5,717   $

1,572   $

417   $

12 
- 

12 

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4.

INTANGIBLE ASSETS

The Company applies the provisions of Statement of Financial Accounting Standards No. 142,  Goodwill and Other
Intangible Assets (“SFAS No. 142”), which requires the Company to assess acquired goodwill for impairment at least
annually  in  the  absence  of  an  indicator  of  possible  impairment,  and  immediately  upon  an  indicator  of  possible
impairment.  The  annual  assessment  of  impairment  was  completed  on  December  31,  2007  and  the  Company
determined there was no impairment as of that date. Goodwill at December 31 is summarized as follows:

Goodwill, beginning of year
Goodwill acquired
Goodwill impairment

Goodwill—end of year

2007

2006
(in thousands)

2005

 $

15,413   $
-    
-    

15,413   $
-    
-    

15,413 
- 
- 

 $

15,413   $

15,413   $

15,413 

Non-compete agreements are amortized on a straight-line basis over the contractual term of the related agreement.
Amortization  expense  associated  with  non-compete  agreements  was  approximately  $200,000,  $200,000  and
$237,000,  for  the  years  ending  December  31,  2007,  2006  and  2005.  The  Company's  non-compete  agreements  at
December 31 are summarized as follows:

Non-compete agreements, original cost
Accumulated amortization

Non-compete agreements—net

2007

2006

(in thousands)

 $

 $

1,000   $
(983)   

1,000 
(783)

17   $

217 

Over  the  remaining  life  of  the  non-compete  agreement  currently  held  by  the  Company,  approximately  $17,000  of
amortization expense will be recognized during 2008.

5. ACCRUED EXPENSES AND OTHER LIABILITIES

Accrued expenses and other liabilities at December 31 are summarized as follows:

Payroll
Accrued vacation
Taxes—other than income
Interest
Driver escrows
Self-insurance claims reserves

2007

2006

(in thousands)

 $

1,818   $
1,966    
2,598    
123    
1,023    
2,795    

1,779 
1,827 
2,591 
80 
939 
2,778 

Total accrued expenses and other liabilities

 $

10,323   $

9,994 

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6. CLAIMS LIABILITIES

With respect to physical damage for trucks, cargo loss and auto liability, the Company maintains insurance coverage
to protect it from certain business risks. These policies are with various carriers and have per occurrence deductibles
of $2,500, $10,000 and $2,500 respectively. Since 2002, the Company has elected to self insure itself for physical
damage  to  trailers.  The  Company  maintains  workers’  compensation  coverage  in  Arkansas,  Ohio,  Oklahoma,
Mississippi,  and  Florida  with  a  $500,000  self-insured  retention  and  a  $500,000  per  occurrence  excess  policy.  The
Company has elected to opt out of workers' compensation coverage in Texas and is providing coverage through the
P.A.M.  Texas  Injury  Plan.  The  Company  has  reserved  for  estimated  losses  to  pay  such  claims  as  well  as  claims
incurred but not yet reported. The Company has not experienced any adverse trends involving differences in claims
experienced versus claims estimates for workers’ compensation claims. Letters of credit aggregating $400,000 and
certificates  of  deposit  totaling  $200,000  are  held  by  banks  as  security  for  workers’  compensation  claims.  The
Company self insures for employee health claims with a stop loss of $200,000 per covered employee per year and
estimates its liability for claims incurred but not reported.

7. LONG-TERM DEBT

Long-term debt at December 31, consists of the following:

Line of credit with a bank—due May 31, 2009, and

collateralized by accounts receivable (1)

Line of credit with a bank—due June 30, 2008, and

collateralized by revenue equipment (2)

Note payable (3)
Other (4)
Other (5)

Total long-term debt

Less current maturities

Long-term debt—net of current maturities

2007

2006

(in thousands)

 $

28,192   $

14,437 

15,000    
1,767    
1,124    
154    
46,237   $
(2,065)   

5,000 
2,510 
1,173 
- 
23,120 
(1,915)

 $

 $

44,172   $

21,205 

(1)  Line of credit agreement with a bank provides for maximum borrowings of $30.0 million and contains certain
restrictive  covenants  that  must  be  maintained by  the  Company  on  a  consolidated  basis.  Borrowings  on  the
line  of  credit are  at  an  interest  rate  of  LIBOR  as  of  the  first  day  of  the  month  plus 1.25%  (6.48%  at
December 31, 2007). Monthly payments of interest are required under this agreement. Also, under the terms
of  the  agreement  the Company must have (a) a debt to equity ratio of no more than 2:1, and (b) maintain  a
tangible  net  worth  of  at  least  $125  million.  The  Company  was  in compliance  with  all  provisions  of  the
agreement at December 31, 2007.

(2)  Line of credit agreement with a bank provides for maximum borrowings of $30.0 million and contains certain
restrictive  covenants  that  must  be  maintained by  the  Company  on  a  consolidated  basis.  Borrowings  on  the
line  of  credit are at an interest rate of LIBOR as of the last day of the previous month plus  1.15%  (6.39%  at
December 31, 2007). Monthly payments of interest are required under this agreement. Also, under the terms
of the agreement the Company must have (a) positive net income, (b) a funded debt to EBITDA ratio of less
than  3:1,  (c)  a  leverage  ratio  of  less  than  3:1,  and  (d) maintain  a  tangible  net  worth  of  at  least  $42  million
increased  by  (1)  50% of  cumulative  quarterly  net  income  and  (2)  proceeds  of  any  public  stock offering.  The
Company was in compliance with all provisions of the agreement at December 31, 2007. The Company has
the  intent  and  ability  to extend  the  terms  of  this  agreement  for  an  additional  one  year  period  until June  30,
2009 and accordingly has classified the debt as long-term.

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(3)  6.0% note  to  the  former  owner  of  an  acquired  entity  with  an  original  face amount  of  $4,974,612,  payable  in

monthly installments of $72,672 through March 2010.

(4)  5.75% note  to  insurance  premium  finance  company  at  December  31,  2007  with  an original  face  amount  of

$1,912,934, payable in monthly installments of $163,636 through August 2008.

(5)  5.23% note  to  insurance  premium  finance  company  at  December  31,  2007  with  an original  face  amount  of

$154,023, payable in monthly installments of $19,547 through August 2008.

The Company has provided letters of credit to third parties totaling approximately $2,389,000 at December 31, 2007.
The letters are held by these third parties to assist such parties in collection of any amounts due by the Company
should the Company default in its commitments to the parties.

Scheduled annual maturities on long-term debt outstanding at December 31, 2007, are:

2008
2009
2010
2011
2012

Total

8. CAPITAL STOCK

(in
thousands)  

 $

2,065 
44,028 
144 
- 
- 

 $

46,237 

The Company's authorized capital stock consists of 40,000,000 shares of common stock, par value $.01 per share,
and 10,000,000 shares of preferred stock, par value $.01 per share. At December 31, 2007, there were 11,368,207
shares of our common stock issued and 9,838,107 shares outstanding. No shares of our preferred stock were issued
or outstanding at December 31, 2007.

Common Stock

The holders of our common stock, subject to such rights as may be granted to any preferred stockholders, elect all
directors and are entitled to one vote per share. All shares of common stock participate equally in dividends when
and  as  declared  by  the  Board  of  Directors  and  in  net  assets  on  liquidation.  The  shares  of  common  stock  have  no
preference, conversion, exchange, preemptive or cumulative voting rights.

Preferred Stock

Preferred  stock  may  be  issued  from  time  to  time  by  our  Board  of  Directors,  without  stockholder  approval,  in  such
series and with such preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends,
qualifications  or  other  provisions,  as  may  be  fixed  by  the  Board  of  Directors  in  the  resolution  authorizing  their
issuance. The issuance of preferred stock by the Board of Directors could adversely affect the rights of holders of
shares of common stock; for example, the issuance of preferred stock could result in a class of securities outstanding
that  would  have  certain  preferences  with  respect  to  dividends  and  in  liquidation  over  the  common  stock,  and  that
could result in a dilution of the voting rights, net income per share and net book value of the common stock. As of
December 31, 2007, we have no agreements or understandings for the issuance of any shares of preferred stock.

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Treasury Stock

In April 2005 our Board of Directors authorized the repurchase of up to 600,000 shares of our common stock during
the six month period ending October 11, 2005. These 600,000 shares were all repurchased by September 30, 2005.
On  September  6,  2005  our  Board  of  Directors  authorized  an  extension  of  the  stock  repurchase  program  until
September  2006  and  the  repurchase  of  up  to  an  additional  900,000  shares  of  our  common  stock.  The  Company
repurchased  458,600  of  these  additional  shares  prior  to  December  31,  2005  and  made  no  additional  purchases
during 2006.

In May 2007, our Board of Directors authorized the repurchase of up to 600,000 shares of our common stock during
the twelve month period following the announcement. Subsequent to the date of the announcement and through the
remainder of 2007, the Company repurchased 471,500 shares of its common stock.

The Company accounts for Treasury stock using the cost method and as of December 31, 2007, 1,530,100 shares
were held in the treasury at an aggregate cost of approximately $25,200,000.

9. COMPREHENSIVE INCOME

Comprehensive  income  was  comprised  of  net  income  plus  or  minus  market  value  adjustments  related  to  fuel
hedges, interest rate swap agreements and marketable securities. The components of comprehensive income were
as follows:

Net income

 $

2,653   $

17,964   $

13,139 

2007

2006
(in thousands)

2005

Other comprehensive income (loss):

Reclassification adjustment for realized gains

on marketable securities, included in
net income, net of income taxes
Reclassification adjustment for losses on

derivative instruments included in net income

accounted for as hedges, net of income taxes

Reclassification adjustment for unrealized

losses on marketable securities, included in

net income, net of income taxes
Change in fair value of interest rate

swap agreements, net of income taxes

Change in fair value of marketable
securities, net of income taxes

(359)   

-    

- 

-    

18    

227 

55    

53    

-    

1    

91 

55 

(917)   

1,349    

197 

Total comprehensive income

 $

1,432   $

19,385   $

13,709 

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10.

SIGNIFICANT CUSTOMERS AND INDUSTRY CONCENTRATION

In 2007, 2006, and 2005, one customer, who is in the automobile manufacturing industry, accounted for 38%, 41%
and 39% of revenues, respectively. The Company also provides transportation services to other manufacturers who
are  suppliers  for  automobile  manufacturers  including  suppliers  for  the  Company’s  largest  customer.  As  a  result,
concentration of the Company’s business within the automobile industry is significant. Of the Company’s revenues
for 2007, 2006, and 2005, 49%, 52%, and 52%, respectively, were derived from transportation services provided to
the  automobile  manufacturing  industry.  Accounts  receivable  from  the  largest  customer  totaled  approximately
$25,830,000 and $30,040,000 at December 31, 2007 and 2006, respectively.

11.

FEDERAL AND STATE INCOME TAXES

Under  SFAS  No.  109,  deferred  income  taxes  reflect  the  net  tax  effects  of  temporary  differences  between  the
carrying amounts of assets and liabilities for financial reporting purposes and for income tax reporting purposes.

Significant components of the Company’s deferred tax liabilities and assets at December 31 are as follows:

Deferred tax liabilities:

Property and equipment
Unrealized gains on securities
Prepaid expenses and other

2007

2006

(in thousands)

  Current

    Long-Term    Current

    Long-Term 

 $

-   $
1,423    
5,650    

52,062   $
-    
3,428    

-   $
2,113    
5,665    

49,731 
- 
2,920 

Total deferred tax liabilities

7,073    

55,490    

7,778    

52,651 

Deferred tax assets:

Allowance for doubtful accounts
Alternative minimum tax credit
Compensated absences
Self-insurance allowances
Share-based compensation
Bonus compensation
Net operating loss carryover
Non-competition agreement
Other

718    
-    
630    
492    
-    
-    
-    
-    
116    

-    
481    
-    
-    
289    
-    
722    
494    
-    

553    
-    
564    
664    
-    
235    
-    
-    
104    

- 
- 
- 
- 
242 
- 
- 
507 
- 

Total deferred tax assets

1,956    

1,986    

2,120    

749 

Net deferred tax liability

 $

5,117   $

53,504   $

5,658   $

51,902 

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The  reconciliation  between  the  effective  income  tax  rate  and  the  statutory  Federal  income  tax  rate  for  the  years
ended December 31, 2007, 2006 and 2005 is presented in the following table:

2007

2006
(in thousands)

2005

  Amount

    Percent

    Amount

    Percent

    Amount

    Percent

Income tax at the

statutory federal rate
Nondeductible expense
State income taxes—net

of federal benefit
Total income taxes

 $

 $

1,571    
381    

14    
1,966    

34.0   $
8.3    

10,513    
378    

35.0   $
1.3    

7,743    
450    

0.3    
42.6   $

1,182    
12,073    

3.9    
40.2   $

790    
8,983    

35.0 
2.0 

3.6 
40.6 

The provision for income taxes consisted of the following:

Current:
Federal
State

Deferred:
Federal
State

2007

2006
(in thousands)

2005

 $

305   $
(88)   
217    

1,295    
454    
1,749    

8,397   $
1,371    
9,768    

1,768    
537    
2,305    

6,422 
1,150 
7,572 

876 
535 
1,411 

Total income tax expense

 $

1,966   $

12,073   $

8,983 

The Company has alternative minimum tax credits of approximately $480,000 at December 31, 2007, which have no
expiration date under the current federal income tax laws. The Company also has a net operating loss carryover for
federal income purposes of approximately $1.9 million which will expire after the year 2027.

The  Company  adopted  the  provisions  of  FASB  Interpretation  48,  “Accounting  for  Uncertainty  in  Income  Taxes-an
Interpretation of FASB Statement No. 109” (“FIN 48”), on January 1, 2007. Prior to adoption, the Company’s policy
was  to  establish  reserves  that  reflected  the  probable  outcome  of  known  tax  contingencies.  The  effects  of  final
resolution,  if  any,  were  recognized  as  changes  to  the  effective  income  tax  rate  in  the  period  of  resolution.  FIN  48
requires application of a more likely than not threshold to the recognition and derecognition of uncertain tax positions.
FIN 48 permits the Company to recognize the amount of tax benefit that has a greater than 50% likelihood of being
ultimately  realized  upon  settlement.  It  further  requires  that  a  change  in  judgment  related  to  the  expected  ultimate
resolution of uncertain tax positions be recognized in earnings in the quarter of such change.

Upon  adoption  of  FIN  48  on  January  1,  2007,  the  Company  recognized  no  adjustment  in  the  liability  for
unrecognized income tax benefits and no corresponding change in retained earnings. The Company does not have
any material accrued interest or penalties associated with any unrecognized tax benefits. The Company's policy is to
account  for  interest  and  penalties  related  to  uncertain  tax  positions,  if  any,  in  income  tax  expense.  There  was  no
change in total gross unrecognized tax benefit liabilities for the year ended December 31, 2007.

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The Company and its subsidiaries are subject to U.S. and Canadian federal income tax laws as well as the income
tax laws of multiple state jurisdictions. The major tax jurisdictions in which the Company operates generally provide
for a deficiency assessment statute of limitation period of three years and as a result, the Company’s tax years 2004
through 2006 remain open to examination in those jurisdictions.

During  2007,  the  Company  contracted  with  a  third-party  qualified  intermediary  in  order  to  implement  a  like-kind
exchange tax program. Under the program, dispositions of eligible trucks or trailers and acquisitions of replacement
trucks  or  trailers  are  made  in  a  form  whereby  any  associated  tax  gains  related  to  the  disposal  are  deferred.  To
qualify for like-kind exchange treatment, we exchange, through our qualified intermediary, eligible trucks or trailers
being disposed with trucks or trailers being acquired that allows us to generally carryover the tax basis of the trucks
or trailers sold. The program is expected to result in a significant deferral of federal and state income taxes. Under
the  program,  the  proceeds  from  the  sale  of  eligible  trucks  or  trailers  carry  a  Company-imposed  restriction  for  the
acquisition of replacement trucks or trailers. These proceeds may be disqualified under the program at any time and
at  the  Company’s  sole  discretion,  however  income  tax  deferral  would  not  be  available  on  any  sale  for  which  the
Company disqualifies the related proceeds. At December 31, 2007, the Company had $4.1 million of restricted cash
held  by  the  third-party  qualified  intermediary.  There  were  no  cash  restrictions  for  any  periods  prior  to  the  program
implementation occurring during 2007.

12.

SHARE-BASED COMPENSATION

The Company maintains a stock option plan under which incentive stock options and nonqualified stock options may
be  granted.  On  March  2,  2006,  the  Company’s  Board  of  Director’s  adopted,  and  shareholders  later  approved,  the
2006 Stock Option Plan (the “2006 Plan”). The 2006 Plan replaces the expired 1995 Stock Option Plan which had
263,500  options  remaining  which  were  never  issued.  Under  the  2006  Plan  750,000  shares  are  reserved  for  the
issuance of stock options to directors, officers, key employees and others. The option exercise price under the 2006
Plan is the fair market value of the stock on the date the option is granted. The fair market value is determined by
the  average  of  the  highest  and  lowest  sales  prices  for  a  share  of  the  Company’s  common  stock,  on  its  primary
exchange, on the same date that the option is granted. During 2007, options for 16,000 shares were issued under
the  2006  Plan  at  an  option  exercise  price  of  $22.92  per  share  and  at  December  31,  2007,  718,000  shares  were
available for granting future options.

Outstanding incentive stock options at December 31, 2007, must be exercised within six years from the date of grant
and vest in increments of 20% each year. Outstanding nonqualified stock options at December 31, 2007, must be
exercised within five to ten years from the date of grant.

In August 2002, the Company granted performance-based variable stock options for 300,000 shares to certain key
executives. The exercise price for these awards was fixed at the grant date and was equal to the fair market value of
the stock on that date. On the date of grant, options for 60,000 shares vested immediately and vesting of the options
for  the  remaining  240,000  shares  was  scheduled  to  occur  on  a  straight-line  basis  each  year  from  March  15,  2003
through March 15, 2008 upon meeting performance criteria. In order to meet the performance criteria, net income for
each fiscal year must be at least equal to 1.05 times net income for the preceding fiscal year, unless net income for
the preceding fiscal year was zero or negative, in which case net income for the fiscal year must be at least 90% of
net income for the most recent year with positive income. The number of shares for which options vest each fiscal
year  will  not  be  known  until  the  date  the  performance  criteria  is  measured.  As  of  December  31,  2007,  options  for
180,000  shares  have  vested  under  this  300,000  share  option  grant  (including  those  options  which  immediately
vested upon grant) while options for 120,000 shares have been forfeited as the performance criteria were not met for
the fiscal years 2003, 2004 and 2007.

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47

 
 
 
 
 
 
Transactions in stock options under these plans are summarized as follows:

Outstanding—January 1, 2005:

Granted
Exercised

Outstanding—December 31, 2005:

Granted
Exercised

Outstanding—December 31, 2006:

Granted
Exercised
Canceled

Outstanding—December 31, 2007:

Options exercisable—December 31, 2007:

Shares
Under
Option    

Weighted-
Average
Exercise
Price

313,500   $
14,000    
(41,000)   

286,500   $
16,000    
(18,000)   

284,500   $
16,000    
(6,000)   
(46,000)   

20.70 
18.27 
9.21 

22.22 
26.73 
16.67 

22.83 
22.92 
19.95 
23.34 

248,500   $

22.81 

248,500   $

22.81 

Effective January 1, 2006, the Company adopted FASB Statement No. 123(R),  Share-Based Payment, (“SFAS No.
123(R)”) utilizing the “modified prospective” method as described in SFAS No. 123(R). In the “modified prospective”
method,  compensation  cost  is  recognized  for  all  share-based  payments  granted  after  the  effective  date  and  for  all
unvested  awards  granted  prior  to  the  effective  date.  In  accordance  with  SFAS  No.  123(R),  prior  period  amounts
were not restated. As of December 31, 2007 all option awards are classified as equity awards.

Prior  to  January  1,  2006,  the  stock-based  compensation  plans  were  accounted  for  based  on  the  intrinsic  value
method  under  Accounting  Principles  Board  Opinion  No.  25, Accounting  for  Stock  Issued  to  Employees,  (“APB
Opinion  No.  25”)  and  related  interpretations.  Pro-forma  information  regarding  the  impact  of  total  stock-based
compensation  on  net  income  and  income  per  share  for  prior  periods  is  required  by  SFAS  No.  123(R).  Such  pro-
forma information, determined as if the Company had accounted for its employee stock options under the fair value
method during the year ending December 31, 2005 is illustrated in the following table:

Net income—as reported
Deduct total stock-based employee compensation expense

determined under fair value based method for
all awards—net of related tax effects

Pro forma net income

Earnings per share:

Basic—as reported
Basic—pro forma

Diluted—as reported
Diluted—pro forma

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48

2005
(in
thousands,
except per
share data)  

 $

13,139 

(296)

12,843 

1.20 
1.17 

1.20 
1.17 

 $

 $
 $

 $
 $

 
 
 
 
 
   
     
 
  
  
  
 
   
      
  
  
  
  
 
   
      
  
  
  
  
  
 
   
      
  
  
 
   
      
  
  
 
 
 
 
 
 
 
 
   
 
   
  
   
  
  
 
   
  
   
  
 
   
  
The fair value of the Company’s employee stock options was estimated at the date of grant using a Black-Scholes-
Merton (“BSM”) option-pricing model using the following assumptions:

2007

2006

2005

Dividend yield
Volatility range
Risk-free rate range
Expected life
Fair value of options (per share)

0%
37.34%—38.54%
4.38%—4.48%
2.5 years—5 years
$6.32—$9.45

0%
33.34%—38.54%
4.38%—5.02%
2.5 years—5 years
$6.93—$9.45

0%
33.86%—38.54%
4.08%—4.38%
5 years
$6.73—$9.45

The Company has never paid any cash dividends on its common stock and we do not anticipate paying any cash
dividends in the foreseeable future. The estimated volatility is based on the historical volatility of our stock. The risk
free rate for the periods within the expected life of the option is based on the U.S. Treasury yield curve in effect at the
time of grant. The expected life of the options are calculated using temporary guidance provided by the Securities
and  Exchange  Commission  which  allows  companies  to  elect  a  “simplified  method”  where  the  expected  life  is  the
average of the vesting period and the original contractual term.

Information  related  to  the  Company’s  option  activity  as  of  December  31,  2007,  and  changes  during  the  year  then
ended is presented below:

Outstanding at January 1, 2007
Granted
Exercised
Canceled/forfeited/expired
Outstanding at December 31, 2007

Fully vested and
exercisable at December 31, 2007

Shares
Under
Option    

Weighted-
Average
Exercise
Price
    (per share)    

Weighted-
Average
Remaining
Contractual

Term    

(in years)

Aggregate
Intrinsic Value*  

284,500   $
16,000    
(6,000)   
(46,000)   
248,500   $

22.83     
22.92     
19.95     
23.34     
22.81     

4.0   $

248,500   $

22.81     

4.0   $

- 

- 

___________________________
*  The  intrinsic  value  of  a  stock  option  is  the  amount  by  which  the  market value  of  the  underlying  stock  exceeds  the
exercise  price  of  the  option. The  per  share  market  value  of  our  common  stock,  as  determined  by  the closing  price  on
December 31, 2007, was $15.54.

The  weighted-average  grant-date  fair  value  of  options  granted  during  the  years  2007,  2006,  and  2005  was  $6.32,
$6.93,  and  $6.73  per  share,  respectively.  The  total  intrinsic  value  of  options  exercised  during  the  years  ended
December 31, 2007, 2006, and 2005, was approximately $11,000, $175,000, and $323,000, respectively.

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A  summary  of  the  status  of  the  Company’s  nonvested  options  as  of  December  31,  2007  and  changes  during  the
year ended December 31, 2007, is presented below:

Nonvested at January 1, 2007
Granted
Vested
Canceled/forfeited/expired

Nonvested at December 31, 2007

Weighted-
Average
Grant Date
Fair Value  

Number of

Options    

82,500   $
16,000    
(58,500)   
(40,000)   

-   $

9.43 
6.32 
8.57 
9.45 

- 

The  total  fair  value  of  options  vested  during  2007,  2006,  and  2005  was  approximately  $501,000,  $511,000,  and
$494,000,  respectively.  As  of  December  31,  2007,  the  Company  had  stock-based  compensation  plans  with  total
unvested stock-based compensation expense of approximately $22,000 which is being amortized on a straight-line
basis over the remaining vesting period of one year. As a result, the Company expects to recognize approximately
$22,000  in  additional  compensation  expense  related  to  unvested  option  awards  during  2008.  Total  pre-tax  stock-
based compensation expense, recognized in Salaries, wages and benefits was approximately $123,000 during 2007
and  includes  approximately  $101,000  recognized  as  a  result  of  the  annual  grant  of  2,000  shares  to  each  non-
employee  director  during  the  first  quarter  of  2007.  The  Company  recognized  a  total  income  tax  benefit  of
approximately $43,000 related to stock-based compensation expense during 2007. The recognition of stock-based
compensation  expense  decreased  diluted  and  basic  earnings  per  common  share  by  approximately  $0.01  during
2007. Total pre-tax stock-based compensation expense, recognized in Salaries, wages and benefits during 2006 was
approximately  $511,000  and  includes  approximately  $111,000  recognized  as  a  result  of  the  annual  grant  of  2,000
shares to each non-employee director during the second quarter of 2006. The Company recognized a total income
tax benefit of approximately $197,000 related to stock-based compensation expense during 2006. The recognition of
stock-based  compensation  expense  decreased  diluted  and  basic  earnings  per  common  share  by  approximately
$0.03 during 2006. No stock-based compensation expense or related tax benefits were recognized in 2005.

The  number,  weighted  average  exercise  price  and  weighted  average  remaining  contractual  life  of  options
outstanding as of December 31, 2007 and the number and weighted average exercise price of options exercisable
as of December 31, 2007 is as follows:

Exercise Price

Shares Under
Outstanding Options  

$16.99
$18.27
$19.88
$22.68
$22.92
$23.22
$26.73

8,000 
10,000 
12,500 
10,000 
14,000 
180,000 
14,000 
248,500 

Weighted-Average Remaining
Contractual Term
(in years)
1.2
2.2
0.7
0.2
4.2
4.7
3.5
4.0

Shares Under
Exercisable Options

8,000
10,000
12,500
10,000
14,000
180,000
14,000
248,500

Cash  received  from  option  exercises  totaled  approximately  $120,000,  $300,000,  and  $378,000  during  the  years
ended December 31, 2007, 2006, and 2005, respectively. The Company issues new shares upon option exercise.

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13.

EARNINGS PER SHARE

The Company applies SFAS No. 128 for computing and presenting earnings per share. Basic earnings per common
share  were  computed  by  dividing  net  income  by  the  weighted  average  number  of  shares  outstanding  during  the
period. Diluted earnings per common share were calculated as follows:

For the Year Ended December 31,
2005
2006
2007
(in thousands, except per share data)  

Net income

 $

2,653   $

17,964   $

13,139 

Basic weighted average common shares outstanding
Dilutive effect of common stock equivalents

10,238    
1    

10,296    
6    

10,966 
10 

Diluted weighted average common shares outstanding

10,239    

10,302    

10,976 

Basic earnings per share

Diluted earnings per share

 $

 $

0.26   $

1.74   $

1.20 

0.26   $

1.74   $

1.20 

Options to purchase 234,456, 229,337, and 280,160 shares of common stock were outstanding as of December 31,
2007, 2006, and 2005, respectively, but were not included in the computation of diluted earnings per share because
to do so would have an anti-dilutive effect.

14.

BENEFIT PLAN

The  Company  sponsors  a  benefit  plan  for  the  benefit  of  all  eligible  employees.  The  plan  qualifies  under  Section
401(k) of the Internal Revenue Code thereby allowing eligible employees to make tax-deductible contributions to the
plan. The plan provides for employer matching contributions of 50% of each participant’s voluntary contribution up to
3% of the participant’s compensation and vests at the rate of 20% each year until fully vested after five years. Total
employer matching contributions to the plan totaled approximately $340,000, $330,000 and $300,000 in 2007, 2006
and 2005, respectively.

15.

COMMITMENTS AND CONTINGENCIES

The  Company  is  not  a  party  to  any  pending  legal  proceedings  which  management  believes  to  be  material  to  the
financial position or results of operations of the Company. The Company maintains liability insurance against risks
arising out of the normal course of its business.

The  Company  leases  certain  premises  under  noncancelable  operating  lease  agreements.  Future  minimum  annual
lease payments under these leases are as follows:

2008
2009
2010
2011
2012 and thereafter

Total

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51

 $

519,817 
394,818 
367,000 
187,000 
272,000 

 $ 1,740,635 

 
 
 
 
 
 
 
   
   
 
 
 
 
   
     
     
 
 
   
      
      
  
  
  
 
   
      
      
  
  
 
   
      
      
  
 
   
      
      
  
 
 
 
 
 
 
  
  
  
  
 
   
  
 
Total  rental  expense,  net  of  amounts  reimbursed  for  the  years  ended  December  31,  2007,  2006  and  2005  was
approximately $3,035,000, $2,369,000, and $1,760,000, respectively.

16.

FAIR VALUE OF FINANCIAL INSTRUMENTS

Statement of Financial Accounting Standards No. 107,  Disclosure About Fair Value of Financial Instruments , (“SFAS
No. 107”) requires disclosure of fair value information about financial instruments, whether or not recognized in the
balance  sheet,  for  which  it  is  practicable  to  estimate  that  value.  The  estimated  fair  value  amounts  have  been
determined by the Company using available market information and appropriate valuation methodologies. However,
considerable  judgment  is  necessarily  required  to  interpret  market  data  to  develop  the  estimates  of  fair  value.
Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize
in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a
material effect on the estimated fair value amounts.

The following methods and assumptions were used by the Company in estimating fair value disclosures for financial
instruments:

For  cash  and  cash  equivalents,  accounts  receivable,  and  trade  accounts  payable,  the  carrying  amount  is  a
reasonable  estimate  of  fair  value  as  the  assets  are  readily  redeemable  or  short-term  in  nature  and  the
liabilities are short-term in nature. Marketable equity securities are carried at their fair value.

For  long-term  debt  other  than  the  lines  of  credit,  the  fair  values  are  estimated  using  discounted  cash  flow
analyses,  based  on  the  Company’s  current  incremental  borrowing  rates  for  similar  types  of  borrowing
arrangements. The carrying value of this other long-term debt at December 31, 2007 and 2006, respectively, is
$3,046,000  and  $3,683,000.  The  fair  value  of  this  other  long-term  debt  is  estimated  to  be  $3,032,000  and
$3,661,000 at December 31, 2007 and 2006, respectively.

The carrying amount for the lines of credit approximates fair value because the lines of credit interest rates are
adjusted frequently.

17.

DERIVATIVES AND HEDGING ACTIVITIES

Effective  February  28,  2001,  the  Company  entered  into  an  interest  rate  swap  agreement  on  a  notional  amount  of
$15,000,000. The pay fixed rate under the swap was 5.08%, while the receive floating rate was “1-month” LIBOR.
This interest rate swap agreement terminated on March 2, 2006. Effective May 31, 2001, the Company entered into
an interest rate swap agreement on a notional amount of $5,000,000. The pay fixed rate under the swap was 4.83%,
while the receive floating rate was “1-month” LIBOR. This interest rate swap agreement terminated on June 2, 2006.

The Company had designated both of these interest rate swaps as cash flow hedges of its exposure to variability in
future cash flows resulting from interest payments indexed to “1-month” LIBOR. During the term of the interest rate
swap agreements changes in cash flows from the interest rate swaps offset changes in interest rate payments on the
first  $20,000,000  of  the  Company’s  revolving  credit  facility.  The  hedge  locked  the  interest  rate  at  5.08%  or  4.83%
plus the pricing spread for the notional amounts of $15,000,000 and $5,000,000, respectively.

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52

 
 
 
 
 
 
 
 
 
 
These  interest  rate  swap  agreements  met  the  specific  hedge  accounting  criteria.  The  measurement  of  hedge
effectiveness was based upon a comparison of the floating-rate leg of the swap and the hedged floating-rate cash
flows on the underlying liability. The effective portion of the cumulative gain or loss was reported as a component of
accumulated other comprehensive income in shareholders’ equity and was reclassified into current earnings during
2006, the termination year for all swap agreements. The December 31, 2005 balance of the net after tax deferred
hedging  loss  in  accumulated  other  comprehensive  income  (“AOCI”)  related  to  these  swap  agreements  was
approximately  $19,000  which  was  the  amount  reclassified  into  current  earnings  during  2006.  The  change  in  AOCI
related  to  these  swap  agreements  during  the  current  year  was  approximately  $19,000.  Ineffectiveness  related  to
these hedges was not significant.

In  July  2001,  the  Company  entered  into  an  agreement  to  obtain  price  protection  and  reduce  a  portion  of  our
exposure to fuel price fluctuations. Under this agreement, we were obligated to purchase minimum amounts of diesel
fuel  per  month,  with  a  price  protection  component,  for  the  six  month  period  ended  February  28,  2002.  The
agreement also provided that if during the twelve-month period commencing January 2005, the average NY MX HO
was  below  $.58  per  gallon,  we  would  have  been  obligated  to  pay  the  contract  holder  the  difference  between  $.58
and the average NY MX HO price for such month, multiplied by 1,000,000 gallons. During the twelve-month period
commencing  January  2005,  the  average  NY  MX  HO  remained  well  above  the  $.58  per  gallon  threshold  and  as  of
December 31, 2005 the agreement expired without any further obligation of either party. For the twelve-month period
ended December 31, 2005 an adjustment of $500,000 was made to reflect the decline in fair value of the agreement
which  had  the  effect  of  reducing  operating  supplies  expense  and  other  current  liabilities  each  by  $500,000  in  the
accompanying consolidated financial statements.

18.

RELATED PARTY TRANSACTIONS

In the normal course of business, the Company provides and receives transportation, repair and other services for
and  from  companies  affiliated  with  a  major  stockholder,  and  recognized  $1,861,773,  $46,576,  and  $111,510  in
operating  revenue  and  $1,909,585,  $1,558,371,  and  $1,616,534  in  operating  expenses  in  2007,  2006,  and  2005,
respectively.  In  addition  the  Company  purchased  physical  damage  insurance  through  an  unaffiliated  insurance
broker  which  was  written  by  an  insurance  company  affiliated  with  a  major  stockholder.  Annual  premiums  were
$1,927,964, $1,816,759 and $1,667,928 for 2007, 2006 and 2005, respectively.

Amounts owed to the Company by these affiliates were $1,183,266 and $1,315,844 at December 31, 2007 and 2006
respectively.  Of  the  accounts  receivable  at  December  31,  2007,  $11,970  represents  revenue  resulting  from
maintenance performed in the Company’s maintenance facilities and maintenance charges paid by the Company to
third  parties  on  behalf  of  their  affiliate  and  charged  back  at  the  amount  paid,  $522,413  represents  freight
transportation and $648,883 represents a prepayment of physical damage insurance premiums. Amounts payable to
affiliates at December 31, 2007 and 2006 were $198,416 and $223,420 respectively.

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53

 
 
 
 
 
19.

QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

The tables below present quarterly financial information for 2007 and 2006:

2007
Three Months Ended

  March 31    

June 30    

September
30

December
31

(in thousands, except per share data)

 $

98,809   $
96,475    

106,700   $
102,528    

101,171   $
100,688    

102,162 
103,785 

2,334    
241    
487    
823    

4,172    
167    
676    
1,471    

483    
199    
620    
26    

(1,623)
1,099 
670 
(354)

 $

1,265   $

2,192   $

36   $

(840)

 $

 $

0.12   $

0.12   $

0.21   $

0.21   $

0.00   $

0.00   $

(0.08)

(0.08)

10,305    

10,306    

10,265    

10,308    

10,307    

10,266    

10,077 

10,077 

2006
Three Months Ended

  March 31    

June 30    

September
30

December
31

(in thousands, except per share data)

 $

100,525   $
91,473    

103,365   $
94,375    

99,874   $
94,202    

96,505 
89,154 

9,052    
57    
465    
3,461    

8,990    
116    
353    
3,512    

5,672    
140    
300    
2,244    

7,351 
135 
357 
2,857 

 $

5,183   $

5,241   $

3,268   $

4,272 

 $

 $

0.50   $

0.50   $

0.51   $

0.51   $

0.32   $

0.32   $

0.41 

0.41 

10,288    

10,293    

10,301    

10,288    

10,301    

10,309    

10,303 

10,308 

Operating revenues
Operating expenses

Operating income
Non-operating income
Interest expense
Income taxes

Net income

Net income per common share:
Basic

Diluted

Average common shares outstanding:
Basic

Diluted

Operating revenues
Operating expenses

Operating income
Non-operating income
Interest expense
Income taxes

Net income

Net income per common share:
Basic

Diluted

Average common shares outstanding:
Basic

Diluted

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54

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

None.

Item 9A. Controls and Procedures.

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive officer and principal
financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule
13a-15(e) promulgated under the Exchange Act, as amended. Based on this evaluation, our principal executive officer and
our principal financial officer concluded that our disclosure controls and procedures are effective as of the end of the period
covered by this Annual Report.

Management's Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such
term  is  defined  in  Exchange  Act  Rules  13a-15(f).  Under  the  supervision  and  with  the  participation  of  our  management,
including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of
the Company's internal control over financial reporting based on the framework in Internal Control - Integrated Framework
issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation under the
framework in Internal Control - Integrated Framework, our management concluded that our internal control over financial
reporting is effective as of December 31, 2007.

Our  internal  control  over  financial  reporting  as  of  December  31,  2007  has  been  audited  by  Grant  Thornton  LLP,  an
independent registered public accounting firm, who has issued an attestation report on the Company's internal control over
financial reporting, as stated in their report which is included below.

Changes in Internal Control Over Financial Reporting

There were no changes in the Company's internal controls over financial reporting that occurred during the quarter ended
December  31,  2007,  that  have  materially  affected,  or  are  reasonably  likely  to  materially  affect,  the  Company's  internal
control over financial reporting.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Shareholders
P.A.M. Transportation Services, Inc. and Subsidiaries

We  have  audited  P.A.M.  Transportation  Services,  Inc.  (a  Delaware  Corporation)  and  subsidiaries’  (collectively,  the
Company)  internal  control  over  financial  reporting  as  of  December  31,  2007,  based  on  criteria  established  in Internal
Control—Integrated  Framework  issued  by  the  Committee  of  Sponsoring  Organizations  of  the  Treadway  Commission
(COSO). The Company’s management is responsible for maintaining effective internal control over financial reporting and
for  its  assessment  of  the  effectiveness  of  internal  control  over  financial  reporting,  included  in  the  accompanying
Management’s  Report  on  Internal  Control  Over  Financial  Reporting .  Our  responsibility  is  to  express  an  opinion  on  the
Company’s internal control over financial reporting based on our audit.

We  conducted  our  audit  in  accordance  with  the  standards  of  the  Public  Company  Accounting  Oversight  Board  (United
States).  Those  standards  require  that  we  plan  and  perform  the  audit  to  obtain  reasonable  assurance  about  whether
effective  internal  control  over  financial  reporting  was  maintained  in  all  material  respects.  Our  audit  included  obtaining  an
understanding  of  internal  control  over  financial  reporting,  assessing  the  risk  that  a  material  weakness  exists,  testing  and
evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other
procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for
our opinion.

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55

 
 
 
 
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability  of  financial  reporting  and  the  preparation  of  financial  statements  for  external  purposes  in  accordance  with
generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and
procedures  that  (1)  pertain  to  the  maintenance  of  records  that,  in  reasonable  detail,  accurately  and  fairly  reflect  the
transactions  and  dispositions  of  the  assets  of  the  company;  (2)  provide  reasonable  assurance  that  transactions  are
recorded  as  necessary  to  permit  preparation  of  financial  statements  in  accordance  with  generally  accepted  accounting
principles,  and  that  receipts  and  expenditures  of  the  company  are  being  made  only  in  accordance  with  authorizations  of
management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial
statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In  our  opinion,  the  Company  maintained,  in  all  material  respects,  effective  internal  control  over  financial  reporting  as  of
December 31, 2007, based on criteria established in Internal Control—Integrated Framework issued by COSO .

We  also  have  audited,  in  accordance  with  the  standards  of  the  Public  Company  Accounting  Oversight  Board  (United
States), the consolidated balance sheets of P.A.M. Transportation Services, Inc. and subsidiaries as of December 31, 2007
and 2006, and the related consolidated statements of income, stockholders’ equity and other comprehensive income, and
cash  flows  for  each  of  the  three  years  in  the  period  ended  December  31,  2007,  and  our  report  dated  March  12,
2008 expressed an unqualified opinion on those consolidated financial statements.

/s/ GRANT THORNTON LLP

Tulsa, Oklahoma
March 12, 2008

Item 9B. Other Information.

  None.

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56

 
 
 
 
 
 
 
PART III

Portions  of  the  information  required  by  Part  III  of  Form  10-K  are,  pursuant  to  General  Instruction  G  (3)  of  Form  10-K,
incorporated by reference from our definitive proxy statement to be filed pursuant to Regulation 14A for our Annual Meeting
of Stockholders to be held on May 29, 2008. We will, within 120 days of the end of our fiscal year, file with the Securities
and Exchange Commission a definitive proxy statement pursuant to Regulation 14A.

Item 10. Directors, Executive Officers and Corporate Governance.

Information concerning our executive officers is set forth in Item 1 of this Form 10-K under the caption “Executive Officers
of the Registrant.”

The  information  presented  under  the  captions  “Election  of  Directors,”  “Section  16(a)  Beneficial  Ownership  Compliance,”
“Corporate  Governance  -  Code  of  Ethics”  and  “Corporate  Governance–Audit  Committee,”  in  the  proxy  statement  is
incorporated here by reference.

We  have  a  separately  designated  standing  audit  committee  established  in  accordance  with  Section  3(a)(58)(A)  of  the
Securities Exchange Act of 1934. The members of the Audit Committee consist of Frank L. Conner, Christopher L. Ellis,
and Charles F. Wilkins.

Item 11. Executive Compensation.

The  information  presented  under  the  captions  “Executive  Compensation,”  “Corporate  Governance–Compensation
Committee  Interlocks  and  Insider  Participation,”  and  “Compensation  Committee  Report”  in  the  proxy  statement  is
incorporated here by reference.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The information presented under the caption “Security Ownership of Certain Beneficial Owners and Management” in the
proxy statement is incorporated here by reference.

Equity Compensation Plan Information

The  following  table  summarizes,  as  of  December  31,  2007,  information  about  compensation  plans  under  which  equity
securities of the Company are authorized for issuance:

Number of
securities to
be issued
upon
exercise of
outstanding
options,
warrants
and rights    

Weighted-
average
exercise
price of
outstanding
options,
warrants and
rights

Number of
securities
remaining
available for
future
issuance
under equity
compensation
plans

Plan Category

Equity Compensation Plans approved by Security Holders

248,500    $

22.81     

718,000 

Equity Compensation Plans not approved by Security Holders

-0-     

-0-     

-0- 

Total

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57

248,500    $

22.81     

718,000 

 
 
 
   
 
   
 
   
      
      
  
   
 
   
      
      
  
   
Item 13. Certain Relationships and Related Transactions, and Director Independence.

The information presented under the captions (i) “Transactions with Related Persons,” including the information referenced
there  that  is  set  forth  under  the  caption  “Corporate  Governance  –  Compensation  Committee  Interlocks  and  Insider
Participation”  and  (ii)  “Corporate  Governance  –  Director  Independence”  in  the  proxy  statement  is  incorporated  here  by
reference.

Item 14. Principal Accountant Fees and Services.

The information presented under the caption “Independent Public Accountants – Principal Accountant Fees and Services”
in the proxy statement is incorporated here by reference.

PART IV

Item 15. Exhibits, Financial Statement Schedules.

(a)

(1)

Financial Statements and Schedules.

Financial Statements: See Part II, Item 8 hereof.

Report of Independent Registered Public Accounting Firm - Grant Thornton LLP
Consolidated Balance Sheets - December 31, 2007 and 2006
Consolidated Statements of Income - Years ended December 31, 2007, 2006 and 2005
Consolidated Statements of Shareholders’ Equity and Other Comprehensive Income - Years  ended

  December 31, 2007, 2006 and 2005

Consolidated Statements of Cash Flows - Years ended December 31, 2007, 2006 and 2005
Notes to Consolidated Financial Statements

(2)

Financial Statement Schedules.

All  schedules  for  which  provision  is  made  in  the  applicable  accounting  regulations  of  the  SEC  areomitted  as  the
requiredinformation  is  inapplicable,  or  because  the  information  is  presented  in  the  consolidated  financial  statements  or
related notes.

(3)

Exhibits.

The  following  exhibits  are  filed  with  or  incorporated  by  reference  into  this  Report.  The  exhibits  which  are
denominated by an asterisk (*) were previously filed as a part of, and are hereby incorporated by reference from
either  (i)  the  Form  S-1  Registration  Statement  under  the  Securities  Act  of  1933,  as  filed  with  the  Securities  and
Exchange Commission on July 30, 1986, Registration No. 33-7618, as amended on August 8, 1986, September 3,
1986 and September 10, 1986 (“1986 S-1”); (ii) the Quarterly Report on Form 10-Q for the quarter ended June 30,
1994 (“6/30/94 10-Q”); (iii) the Quarterly Report on Form 10-Q for the quarter ended June 30, 1995 (“6/30/95 10-
Q”); (iv) the Quarterly Report on Form 10-Q for the quarter ended September 30, 1996 (“9/30/96 10-Q”); (v) the
Form S-8 Registration Statement filed on June 11, 1999 (“6/11/99 S-8”); (vi) the Annual Report on Form 10-K for
the year ended December 31, 2001 (“2001 10-K”); (vii) the Quarterly Report on Form 10-Q for the quarter ended
March  31,  2002  (“3/31/02  10-Q”);  (viii)  the  Quarterly  Report  on  Form  10-Q  for  the  quarter  ended  September  30,
2004  (“9/30/2004  10-Q”);  (ix)  Form  8-K  filed  on  March  7,  2005  (“3/07/2005  8-K”);  (x)  Form  8-K  filed  on  May  31,
2006  (“5/31/2006  8-K”);  (xi)  Form  8-K  filed  on  July  28,  2006  (“7/28/2006  8-K”);  (xii)  the  Form  8-K  filed  on
December 11, 2007 (“12/11/2007 8-K”); or (xiii) the Quarterly Report on Form 10-Q for the quarter ended June 30,
2006 (“6/30/06 10-Q”).

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58

 
 
 
 
Exhibit #  
*3.1

Description of Exhibit
Amended and Restated Certificate of Incorporation of the Registrant (Exh. 3.1, 3/31/02 10-Q)

*3.2

*4.1

*4.2

*4.2.1

*4.3

*4.3.1

*4.3.2

*4.3.3

*4.4

*4.4.1

*4.4.2

*4.4.3

*4.5.1

*4.5.2

*4.5.3

*4.5.4

  4.6

Amended and Restated By-Laws of the Registrant (Exh. 3.2, 12/11/07 8-K)

Specimen Stock Certificate (Exh. 4.1, 1986 S-1)

Loan Agreement dated July 26, 1994 among First Tennessee Bank National Association, Registrant and
P.A.M. Transport, Inc. together with Promissory Note (Exh. 4.1, 6/30/94 10-Q)

Security Agreement dated July 26, 1994 between First Tennessee Bank National Association and P.A.M.
Transport, Inc. (Exh. 4.2, 6/30/94 10-Q)

First Amendment to Loan Agreement dated June 27, 1995 by and among P.A.M. Transport, Inc., First
Tennessee Bank National Association and P.A.M. Transportation Services, Inc., together with Promissory
Note in the principal amount of $2,500,000 (Exh. 4.1.1, 6/30/95 10-Q)

First Amendment to Security Agreement dated June 28, 1995 by and between P.A.M. Transport, Inc. and
First Tennessee Bank National Association (Exh. 4.2.2, 6/30/95 10-Q)

Security Agreement dated June 27, 1995 by and between Choctaw Express, Inc. and First Tennessee
Bank National Association (Exh. 4.1.3, 6/30/95 10-Q)

Guaranty Agreement of P.A.M. Transportation Services, Inc. dated June 27, 1995 in favor of First
Tennessee Bank National Association respecting $10,000,000 line of credit (Exh. 4.1.4, 6/30/95 10-Q)

Second Amendment to Loan Agreement dated July 3, 1996 by P.A.M. Transport, Inc., First Tennessee
Bank National Association and P.A.M. Transportation Services, Inc., together with Promissory Note in the
principal amount of $5,000,000 (Exh. 4.1.1, 9/30/96 10-Q)

Second Amendment to Security Agreement dated July 3, 1996 by and between P.A.M. Transport, Inc. and
First Tennessee National Bank Association (Exh. 4.1.2, 9/30/96 10-Q)

First Amendment to Security Agreement dated July 3, 1996 by and between Choctaw Express, Inc. and
First Tennessee Bank National Association (Exh. 4.1.3, 9/30/96 10-Q)

Security Agreement dated July 3, 1996 by and between Allen Freight Services, Inc. and First Tennessee
Bank National Association (Exh. 4.1.4, 9/30/96 10-Q)

Loan Agreement dated as of November 22, 2000 by and between P.A.M. Transport, Inc. and SunTrust
Bank (Exh. 4.5.1, 2001 10-K)

Revolving Credit Note dated November 22, 2000 (Exh. 4.5.2, 2001 10-K)

Security Agreement by and between P.A.M. Transport, Inc. and SunTrust Bank (Exh. 4.5.3, 2001 10-K)

First Amendment to Loan Agreement, Revolving Credit Note and Security Deposit (Exh. 4.5.4, 2001 10-K)

Fourth Amendment to Loan Agreement dated July 26, 1994 among First Tennessee Bank National
Association, Registrant and P.A.M. Transport, Inc. together with Promissory Note

*10.1

(1) Employment Agreement between the Registrant and Robert W. Weaver, dated July 10, 2006 (Exh. 10.1,

7/28/2006 8-K)

*10.2

(1) Employment Agreement between the Registrant and W. Clif Lawson, dated June 1, 2006 (Exh. 10.2,

7/28/2006 8-K)

*10.3

(1) Employment Agreement between the Registrant and Larry J. Goddard, dated June 1, 2006 (Exh. 10.3,

7/28/2006 8-K)

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
*10.4

(1) 1995 Stock Option Plan, as Amended and Restated (Exh. 4.1, 6/11/99 S-8)

*10.4.1

(1) Amendment to 1995 Stock Option Plan (Exh. 10.1, 3/07/2005 8-K)

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59

 
 
 
 
 
 
 
 
 
 
*10.4.2

(1) 2006 Stock Option Plan (Exh. 10.1, 5/31/2006 8-K)

*10.5

*10.6

Interest rate swap agreement, dated March 1, 2001 (Exh. 10.5, 2001 10-K)

Interest rate swap agreement dated June 1, 2001 (Exh. 10.6, 2001 10-K)

*10.7

(1) Employee Non-Qualified Stock Option Agreement (Exh. 10.1, 9/30/2004 10-Q)

*10.8

(1) Director Non-Qualified Stock Option Agreement (Exh. 10.2, 9/30/2004 10-Q)

*10.8.1

(1) Form of Non-Qualified Stock option Agreement for Non-Employee Director stock options that are granted

under the 2006 Stock Option Plan (Exh. 10.2, 5/31/2006 8-K)

*10.9

(1) Executive Incentive Plan (Exh. 10.2, 6/30/2006 10-Q)

  10.10

(1) Consulting Agreement between the Registrant and Manuel J. Moroun, dated December 6, 2007

  21.1

  23.1

  31.1

  31.2

  32.1

  32.2

Subsidiaries of the Registrant

Consent of Grant Thornton LLP

Rule 13a-14(a) Certification of Principal Executive Officer

Rule 13a-14(a) Certification of Principal Financial Officer

Section 1350 Certification of Chief Executive Officer

Section 1350 Certification of Chief Financial Officer

(1)  Management contract or compensatory plan or arrangement.

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60

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SIGNATURES

Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the registrant has caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: March 13, 2008

By:/s/ Robert W. Weaver

P.A.M. TRANSPORTATION SERVICES, INC.

ROBERT W. WEAVER
President and Chief Executive Officer
(principal executive officer)

Dated: March 13, 2008

By:/s/ Larry J. Goddard

LARRY J. GODDARD
Vice President-Finance, Chief Financial Officer,
Secretary and Treasurer
(principal financial and accounting officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following
persons on behalf of the registrant and in the capacities and on the dates indicated:

Dated: March 13, 2008

By:/s/ Frederick P. Calderone

FREDERICK P. CALDERONE, Director

Dated: March 13, 2008

Dated: March 13, 2008

Dated: March 13, 2008

Dated: March 13, 2008

By:/s/ Frank L. Conner

FRANK L. CONNER, Director

By:/s/ W. Scott Davis

W. SCOTT DAVIS, Director

By:/s/ Christopher L. Ellis

CHRISTOPHER L. ELLIS, Director

By:/s/ Manuel J. Moroun

MANUEL J. MOROUN, Director

Dated: March 13, 2008

By:/s/ Matthew T. Moroun

MATTHEW T. MOROUN, Director and Chairman of
the Board

Dated: March 13, 2008

By:/s/ Daniel C. Sullivan

DANIEL C. SULLIVAN, Director

Dated: March 13, 2008

By:/s/ Robert W. Weaver

Dated: March 13, 2008

Table of Contents

ROBERT W. WEAVER,
President and Chief Executive Officer, Director

By:/s/ Charles F. Wilkins

CHARLES F. WILKINS, Director

61

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
EXHIBIT INDEX

The following exhibits are filed with or incorporated by reference into this Report. The exhibits which are denominated by
an  asterisk  (*)  were  previously  filed  as  a  part  of,  and  are  hereby  incorporated  by  reference  from  either  (i)  the  Form  S-1
Registration Statement under the Securities Act of 1933, as filed with the Securities and Exchange Commission on July 30,
1986, Registration No. 33-7618, as amended on August 8, 1986, September 3, 1986 and September 10, 1986 (“1986 S-1”);
(ii) the Quarterly Report on Form 10-Q for the quarter ended June 30, 1994 (“6/30/94 10-Q”); (iii) the Quarterly Report on
Form 10-Q for the quarter ended June 30, 1995 (“6/30/95 10-Q”); (iv) the Quarterly Report on Form 10-Q for the quarter
ended September 30, 1996 (“9/30/96 10-Q”); (v) the Form S-8 Registration Statement filed on June 11, 1999 (“6/11/99 S-
8”); (vi) the Annual Report on Form 10-K for the year ended December 31, 2001 (“2001 10-K”); (vii) the Quarterly Report
on  Form  10-Q  for  the  quarter  ended  March  31,  2002  (“3/31/02  10-Q”);  (viii)  the  Quarterly  Report  on  Form  10-Q  for  the
quarter ended September 30, 2004 (“9/30/2004 10-Q”); (ix) Form 8-K filed on March 7, 2005 (“3/07/2005 8-K”); (x) Form 8-
K filed on May 31, 2006 (“5/31/2006 8-K”); (xi) Form 8-K filed on July 28, 2006 (“7/28/2006 8-K”); (xii) the Form 8-K filed on
December 11, 2007 (“12/11/2007 8-K”); or (xiii) the Quarterly Report on Form 10-Q for the quarter ended June 30, 2006
(“6/30/06 10-Q”).

Exhibit #  

Description of Exhibit

*3.1

*3.2

*4.1

*4.2

*4.2.1

*4.3

*4.3.1

*4.3.2

*4.3.3

*4.4

*4.4.1

*4.4.2

*4.4.3

Amended and Restated Certificate of Incorporation of the Registrant (Exh. 3.1, 3/31/02 10-Q)

Amended and Restated By-Laws of the Registrant (Exh. 3.2, 12/11/07 8-K)

Specimen Stock Certificate (Exh. 4.1, 1986 S-1)

Loan Agreement dated July 26, 1994 among First Tennessee Bank National Association, Registrant and
P.A.M. Transport, Inc. together with Promissory Note (Exh. 4.1, 6/30/94 10-Q)

Security Agreement dated July 26, 1994 between First Tennessee Bank National Association and P.A.M.
Transport, Inc. (Exh. 4.2, 6/30/94 10-Q)

First Amendment to Loan Agreement dated June 27, 1995 by and among P.A.M. Transport, Inc., First
Tennessee Bank National Association and P.A.M. Transportation Services, Inc., together with Promissory
Note in the principal amount of $2,500,000 (Exh. 4.1.1, 6/30/95 10-Q)

First Amendment to Security Agreement dated June 28, 1995 by and between P.A.M. Transport, Inc. and
First Tennessee Bank National Association (Exh. 4.2.2, 6/30/95 10-Q)

Security Agreement dated June 27, 1995 by and between Choctaw Express, Inc. and First Tennessee Bank
National Association (Exh. 4.1.3, 6/30/95 10-Q)

Guaranty Agreement of P.A.M. Transportation Services, Inc. dated June 27, 1995 in favor of First
Tennessee Bank National Association respecting $10,000,000 line of credit
(Exh. 4.1.4, 6/30/95 10-Q)

Second Amendment to Loan Agreement dated July 3, 1996 by P.A.M. Transport, Inc., First Tennessee Bank
National Association and P.A.M. Transportation Services, Inc., together with Promissory Note in the
principal amount of $5,000,000 (Exh. 4.1.1, 9/30/96 10-Q)

Second Amendment to Security Agreement dated July 3, 1996 by and between P.A.M. Transport, Inc. and
First Tennessee National Bank Association (Exh. 4.1.2, 9/30/96 10-Q)

First Amendment to Security Agreement dated July 3, 1996 by and between Choctaw Express, Inc. and First
Tennessee Bank National Association (Exh. 4.1.3, 9/30/96 10-Q)

Security Agreement dated July 3, 1996 by and between Allen Freight Services, Inc. and First Tennessee
Bank National Association (Exh. 4.1.4, 9/30/96 10-Q)

Table of Contents

62

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
*4.5.1

Loan Agreement dated as of November 22, 2000 by and between P.A.M. Transport, Inc. and SunTrust Bank
(Exh. 4.5.1, 2001 10-K)

*4.5.2

Revolving Credit Note dated November 22, 2000 (Exh. 4.5.2, 2001 10-K)

*4.5.3

Security Agreement by and between P.A.M. Transport, Inc. and SunTrust Bank (Exh. 4.5.3, 2001 10-K)

*4.5.4

First Amendment to Loan Agreement, Revolving Credit Note and Security Deposit (Exh. 4.5.4, 2001 10-K)

  4.6

Fourth Amendment to Loan Agreement dated July 26, 1994 among First Tennessee Bank National
Association, Registrant and P.A.M. Transport, Inc. together with Promissory Note

*10.1

(1) Employment Agreement between the Registrant and Robert W. Weaver, dated July 10, 2006 (Exh. 10.1,

7/28/2006 8-K)

*10.2

(1) Employment Agreement between the Registrant and W. Clif Lawson, dated June 1, 2006 (Exh. 10.2,

7/28/2006 8-K)

*10.3

(1) Employment Agreement between the Registrant and Larry J. Goddard, dated June 1, 2006 (Exh. 10.3,

7/28/2006 8-K)

*10.4

(1) 1995 Stock Option Plan, as Amended and Restated (Exh. 4.1, 6/11/99 S-8)

*10.4.1

(1) Amendment to 1995 Stock Option Plan (Exh. 10.1, 3/07/2005 8-K)

*10.4.2

(1) 2006 Stock Option Plan (Exh. 10.1, 5/31/2006 8-K)

*10.5

*10.6

Interest rate swap agreement, dated March 1, 2001 (Exh. 10.5, 2001 10-K)

Interest rate swap agreement dated June 1, 2001 (Exh. 10.6, 2001 10-K)

*10.7

(1) Employee Non-Qualified Stock Option Agreement (Exh. 10.1, 9/30/2004 10-Q)

*10.8

(1) Director Non-Qualified Stock Option Agreement (Exh. 10.2, 9/30/2004 10-Q)

*10.8.1

(1) Form of Non-Qualified Stock option Agreement for Non-Employee Director stock options that are granted

under the 2006 Stock Option Plan (Exh. 10.2, 5/31/2006 8-K)

*10.9

(1) Executive Incentive Plan (Exh. 10.2, 6/30/2006 10-Q)

  10.10

(1) Consulting Agreement between the Registrant and Manuel J. Moroun, dated December 6, 2007

  21.1

Subsidiaries of the Registrant

  23.1

Consent of Grant Thornton LLP

  31.1

Rule 13a-14(a) Certification of Principal Executive Officer

  31.2

Rule 13a-14(a) Certification of Principal Financial Officer

  32.1

Section 1350 Certification of Chief Executive Officer

  32.2

Section 1350 Certification of Chief Financial Officer

(1)  Management contract or compensatory plan or arrangement.

63