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

                             ----------------


                                 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):
                             December 2, 2008

                             -----------------

                         WERNER ENTERPRISES, INC.
          (Exact name of registrant as specified in its charter)


     NEBRASKA                         0-14690                    47-0648386
(State or other jurisdiction of    (Commission File           (IRS Employer
incorporation)                          Number)         Identification No.)


14507 FRONTIER ROAD
POST OFFICE BOX 45308
OMAHA, NEBRASKA                                                       68145
(Address of principal                                            (Zip Code)
executive offices)

    Registrant's telephone number, including area code:  (402) 895-6640


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:

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

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

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

[  ]  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.

(e)  Compensatory Arrangements of Certain Officers.
     ---------------------------------------------

On  December 2, 2008, the Compensation Committee (the "Committee")  of  the
Board  of  Directors of the registrant approved the following  performance-
based  compensation  awards, in the form of annual  cash  bonuses,  to  the
registrant's principal executive officer, principal financial  officer  and
other named executive officers:




NAME                                 TITLE                    CASH BONUS
----                                 -----                    ----------

                                                         
Clarence L. Werner           Chairman of the Board             $350,000

Gary L. Werner                   Vice Chairman                 $230,000

Gregory L. Werner    President and Chief Executive Officer     $350,000

John J. Steele        Executive Vice President, Treasurer      $100,000
                          and Chief Financial Officer



The  annual  cash bonuses were awarded under the registrant's discretionary
annual  cash  bonus  program and will be paid on December  8,  2008.   Such
performance-based compensation awards are determined at the sole discretion
of the Committee.




                                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.


                                        WERNER ENTERPRISES, INC.


Date:      December 5, 2008             By:  /s/ John J. Steele
           -----------------                 ------------------------------
                                             John J. Steele
                                             Executive Vice President,
                                              Treasurer and Chief
                                              Financial Officer


Date:      December 5, 2008             By:  /s/ James L. Johnson
           -----------------                 ------------------------------
                                             James L. Johnson
                                             Senior Vice President,
                                              Controller and Corporate
                                              Secretary