SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* CONGDON JEFFREY W (Last) (First) (Middle) 7511 WHITEPINE ROAD (Street) RICHMOND VA 23237 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/30/2012	3. Issuer Name and Ticker or Trading Symbol OLD DOMINION FREIGHT LINE INC/VA [ ODFL ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) X Other (specify below) Member of Section 13(d) group	5. If Amendment, Date of Original Filed (Month/Day/Year) 09/10/2012
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	863,189(1)(2)	I	As trustee of Susan C. Terry Revocable Trust
Common Stock	761,501(3)(4)	I	As trustee of Jeffrey W. Congdon Revocable Trust

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* CONGDON JEFFREY W (Last) (First) (Middle) 7511 WHITEPINE ROAD (Street) RICHMOND VA 23237 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Member of Section 13(d) group

1. Name and Address of Reporting Person* TERRY SUSAN C (Last) (First) (Middle) 7511 WHITEPINE ROAD (Street) RICHMOND VA 23237 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Member of Section 13(d) group

Explanation of Responses:

1. This Form 3/A is being filed to correct the number of shares held by the Susan C. Terry Revocable Trust. The number of shares reported on the original Form 3 was incorrect due to a clerical error. This Form 3/A also is being filed to adjust the number of shares held by the Susan C. Terry Revocable Trust to reflect the actual number of shares distributed to the Susan C. Terry Revocable Trust as a result of the stock dividend announced by the Issuer on August 13, 2012. The original Form 3 was based on a good faith estimate of the number of shares to be distributed. Except as described in Note 3 below, the other holdings listed on the original Form 3 remain unchanged.

2. These securities are beneficially owned by Susan C. Terry, who may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act. The other members of the Section 13(d) group are identified in a Schedule 13D filed with the Securities and Exchange Commission on September 10, 2012.

3. This Form 3/A also is being filed to adjust the number of shares held by the Jeffrey W. Congdon Revocable Trust to reflect the actual number of shares distributed to the Jeffrey W. Congdon Revocable Trust as a result of the stock dividend announced by the Issuer on August 13, 2012. The original Form 3 was based on a good faith estitmate of the number of shares to be distributed.

4. These securities are beneficially owned by Jeffrey W. Congdon, who may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act. The other members of the Section 13(d) group are identified in a Schedule 13D filed with the Securities and Exchange Commission on September 10, 2012.

Remarks:

	/s/ John R. Congdon, Jr., by Power of Attorney	10/09/2012
	/s/ John R. Congdon, Jr., by Power of Attorney	10/09/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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