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

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                                 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):
                             November 30, 2010

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                         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  November 30, 2010, 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,  and  long-
term incentive compensation awards, in the form of restricted stock, to the
registrant's principal executive officer, principal financial  officer  and
other named executive officers:




                                                       CASH     RESTRICTED
NAME                             TITLE                 BONUS      STOCK
----                             -----                 -----      -----

                                                         
Clarence L. Werner              Chairman                 $0         0

Gary L. Werner               Vice Chairman            $230,000    30,000

Gregory L. Werner    President and Chief Executive    $350,000    30,000
                                Officer

Derek J. Leathers   Senior Executive Vice President   $260,000    30,000
                      and Chief Operating Officer;
                       President of Werner Global
                               Logistics

John J. Steele         Executive Vice President,      $110,000    5,000
                     Treasurer 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  6,  2010.   Such
performance-based compensation awards are determined at the sole discretion
of the Committee.

The restricted stock was awarded in accordance with the Werner Enterprises,
Inc.  Equity  Plan  (the  "Equity Plan") and is  subject  to  service-based
vesting  provisions  under  the  Equity Plan  and  Restricted  Stock  Award
Agreement.  The restricted shares will vest annually in five increments  of
20%  each,  beginning three years after the grant date.   The  awards  will
become  fully  vested  on  November 30,  2017.   Such  long-term  incentive
compensation awards are determined at the sole discretion of the Committee.
(The  Equity Plan comprised Exhibit 99.1 to the registrant's Current Report
on  Form  8-K  dated  May 8, 2007, and the form of Restricted  Stock  Award
Agreement comprised Exhibit 10.1 to the registrant's Current Report on Form
8-K  dated  December 1, 2009.  Each exhibit and report was filed  with  the
U.S. Securities and Exchange Commission.)



The Committee also approved a $15,000 increase to Mr. Steele's base salary.
Effective December 31, 2010, Mr. Steele's base salary will be $225,000  per
year.



                                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 3, 2010             By:  /s/ John J. Steele
         --------------------                -------------------------
                                             John J. Steele
                                             Executive Vice President,
                                              Treasurer and Chief
                                              Financial Officer


Date:      December 3, 2010             By:  /s/ James L. Johnson
         --------------------                -------------------------
                                             James L. Johnson
                                             Executive Vice President,
                                              Chief Accounting Officer and
                                              Corporate Secretary