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):  February 23, 2012 (February 17, 2012)

ARKANSAS BEST CORPORATION

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code:  (479) 785-6000

Not Applicable

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

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

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

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

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

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

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

On February 17, 2012 the Compensation Committee (the “Committee”) of the Board of Directors of Arkansas Best Corporation (the “Company”) took the following actions:

2012 Annual Incentive Compensation Performance Measures

The Committee approved the performance measure and goals and the individual target incentive awards for 2012 under the Company’s Executive Officer Annual Incentive Plan (“Plan”). The 2012 performance measures are weighted equally based on operating income improvement metrics and the return on capital employed (“ROCE”) for the Company.  A minimum operating income improvement of $20 million for 2012 (as determined in the attached form of agreement) over 2011operating income (as determined in the attached form of agreement) must be achieved to earn the threshold incentive under the operating income component of the Plan with higher levels of operating income improvement resulting in additional earned incentive. A minimum of 5% ROCE must be achieved for an incentive to be earned under the ROCE component with higher levels of ROCE resulting in additional earned incentive.

To the extent the target ROCE is achieved, which is in excess of the operating income target, the executive officers of the Company and ABF Freight System, Inc. (“ABF”) will receive the following amounts:

Attainment of Target ROCE

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The actual incentive earned will depend on the final level of operating income improvement and ROCE achieved for 2012 and each participant’s base salary earned in 2012.

The maximum potential payout under the Plan is 300% of the target payout factor of the ROCE measure and 200% of the target payout factor of the operating income measure.

The Company’s named executive officers participate in the Company’s Annual Incentive Compensation Plan.

The Plan was originally approved on April 20, 2005 and amendment one to the Plan was approved on April 22, 2010 both by the Company’s stockholders at the Company’s annual stockholders meeting.

A copy of the annual plan form of agreement approved by the Committee is attached hereto as Exhibit 99.1 and is incorporated herein by this reference. The Company intends to use this form of agreement from time to time in connection with awards to named executive officers and certain employees.

Item 9.01 Financial Statements and Exhibits.

(d)           Exhibits.

99.1         20[XX] Schedule — ABC 16b Annual Incentive Compensation Plan.

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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

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