UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549-1004

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): August 26, 2011 (August 22, 2011)

ARKANSAS BEST CORPORATION

(Exact name of registrant as specified in its charter)

3801 Old Greenwood Road

Fort Smith, Arkansas 72903

(479) 785-6000

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

the registrant’s principal executive offices)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.

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

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

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

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.02.           DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

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

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

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

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

ITEM 9.01 EXHIBITS

(d) Exhibits

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

*              Filed herewith.

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SIGNATURES

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

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EXHIBIT INDEX

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

*              Filed herewith.

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