8-K

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):         April 21, 2011

USA TRUCK, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or Other Jurisdiction of Incorporation)

0-19858	71-0556971
(Commission File Number)	(I.R.S. Employer Identification No.)

3200 Industrial Park Road
Van Buren, Arkansas	72956
(Address of Principal Executive Offices)	(Zip Code)

(479) 471-2500

(Registrant’s telephone number, including area code)

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 2.02 Results of Operations and Financial Condition

On April 21, 2011, the Registrant issued a news release announcing its revenues and earnings for the first quarter of 2011.  A copy of the news release is furnished as an exhibit to this Form 8-K.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1  News release issued by the Registrant on April 21, 2011.

The information contained in Items 2.02 and 9.01 of this report and the exhibit hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

The information in Items 2.02 and 9.01 of this report and the exhibit hereto may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Such statements are made based on the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties.  Actual results or events may differ from those anticipated by forward-looking statements.  Please refer to the paragraph containing cautionary forward-looking language near the end of the attached press release and various disclosures by the Company in its press releases, stockholder reports, and filings with the Securities and Exchange Commission for information concerning risks, uncertainties, and other factors that may affect future results.

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.

		USA Truck, Inc.
		(Registrant)
Date:	April 25, 2011	/s/ Clifton R. Beckham
		Clifton R. Beckham
		President and Chief Executive Officer
Date:	April 25, 2011	/s/ Darron R. Ming
		Darron R. Ming
		Vice President,  Finance and Chief Financial Officer

INDEX TO EXHIBITS

Exhibit Number	Exhibit
99.1	News release issued by the Registrant onApril 21, 2011

EX-99

USA Truck Announces Improved First Quarter Results

VAN BUREN, ARKANSAS    April 21, 2011

USA Truck, Inc. (NASDAQ: USAK) today announced base revenue of $99.7 million for the quarter ended March 31, 2011, an increase of 11.7% from $89.2 million for the same quarter of 2010.  We incurred a net loss of $2.7 million ($0.26 per share) for the quarter ended March 31, 2011, compared to a net loss of $3.0 million ($0.29 per share) for the same quarter of 2010.

As part of our ongoing effort and commitment to providing the investing public transparency into our operations through our disclosures, this press release is the first in which we discuss individual results from our three operating segments: Trucking (which consists of our General Freight and Dedicated Freight service offerings), Strategic Capacity Solutions (“SCS”) (which consists entirely of our freight brokerage service offering) and Intermodal (which consists of our rail intermodal services).  Segment revenue, operating income and key statistics are also included in the tables below.

In comparing the financial results of the quarter ended March 31, 2011 to the comparable period of 2010, Cliff Beckham, President and CEO, made the following statement:

“While we made substantial strategic progress during the quarter, our advances were almost entirely offset by exogenous factors.  We posted healthy revenue growth, particularly in our SCS and Intermodal service offerings, and we improved our earnings per share through continued execution of our VEVA (Vision for Economic Value Added) strategic plan.  However, rising fuel prices, unusually harsh winter weather, increased government regulation and a tightening market for drivers combined to significantly and adversely impact our results.

In our Trucking segment:

“Our Spider Web lane density improved considerably year-over-year (to 48.7% of our loads from 38.1% for the comparable quarter of 2010).  Because Spider Web network freight yielded $0.24 more per loaded mile than our legacy network freight, we experienced an overall year-over-year rate improvement of over $0.10 per mile.  That rate improvement translated into a $0.35 per share improvement in our earnings.

“Fuel prices steadily increased throughout the quarter, rising 30.0% above last year’s average first quarter price and easily outpacing our ability to offset the additional cost through our fuel surcharge revenues.  Fuel surcharges typically lag market prices by a week, which means this week’s fuel surcharge revenue is based on last week’s lower price while we are actually paying this week’s higher price at the pump.  We also consumed more fuel than usual during the January and February winter storms due to increased engine idling necessitated by stranded trucks and the need to protect our drivers from dangerously frigid exterior temperatures.  The result was a $2.3 million increase in fuel cost net of fuel surcharge recoveries, equivalent to approximately $0.14 per share.

“Costs to maintain our fleets of tractors and trailers grew by $1.3 million ($0.08 per share) as layers of recent government regulations took their toll (even as we drove down the average age of the fleets).  Maintenance requirements for the Department of Transportation’s Compliance, Safety, Accountability (“CSA”) program, new engine emissions requirements mandated by the Environmental Protection Agency and various rules imposed by California’s Air Resources Board all drove our costs higher during the quarter as did the harsh winter weather.

“Weather also interrupted the flow of new drivers through our orientation process during February.  This interruption coincided with qualified drivers becoming increasingly difficult to recruit as CSA has increased demand for highly qualified drivers and simultaneously decreased the overall supply of drivers.  Despite a decline in our driver turnover rate, 8.4% of our fleet was unmanned during the quarter (compared to 5.1% a year ago and our goal of 3.0%).  In fact, we ended the quarter with over 10% of our trucks unmanned.  We will not lower our hiring standards to man our trucks because the cost of doing so is much higher in the long-term than the short-term costs associated with elevated recruiting expense and reduced tractor utilization (which combined during the quarter to reduce earnings by more than $0.10 per share).

“We have efforts underway to address these challenges to the extent possible, and expect to make progress in all of them during the second quarter as we capitalize on the winter freight bid season to continue building Spider Web lane density with select customers.

In our SCS segment:

“We grew base revenue by 86.3% while simultaneously expanding our gross margin.  Our SCS team members exhibited superb execution during the quarter, collaborating with our Trucking segment to provide innovative solutions to our customers’ transportation needs.  We plan to open two new SCS branch offices during the second quarter, bringing our total to ten, as well as opening additional branches later in 2011.

In our Intermodal segment:

“We made an investment in the future of our business model last summer when we decided to enter into an exclusive-use agreement for a meaningful number of intermodal containers.  Prior to that decision, practically all of our intermodal revenue was derived from trailer-on-flat-car service (“TOFC”).  However, because TOFC represents a small and shrinking share of the intermodal market, it became strategically necessary for us to build a container-on-flat-car service offering using our own privately-controlled assets in order to provide a service model relevant to our customers.

“We took possession of many of our containers last fall, too late to secure adequate freight volume for them prior to the first quarter seasonal lull in intermodal shipments.  The result was insufficient load volume and pricing to offset the additional fixed costs associated with the new containers, thus widening our Intermodal operating loss during the first quarter despite the increase in revenue.  During the second quarter, we are working to add volume with key customers, improve lane-specific pricing, build density in key lanes and add drayage operations in metropolitan areas to improve margin.

“While our first quarter results are disappointing, our underlying strategic progress has been meaningful.  In addition to narrowing our net loss during the quarter, we also improved operating cash flow, free cash flow (cash flow from operations less net cash used in investing activities) (which increased approximately $9.7 million) and the overall health of our balance sheet (44.2% total debt, less cash, to total capitalization ratio compared to 45.8% at March 31, 2010).  We believe freight and capacity dynamics in the marketplace are favorable for additional pricing gains in the second quarter, which we expect will benefit all three of our business segments as we press forward with the VEVA strategic plan.”

The following table summarizes the results of operations information of USA Truck, Inc. (“Company”) for the three-month periods indicated:

	(in thousands, except per share data)
	Three Months Ended
	March 31,
	2011		2010
	(unaudited)
Revenue:
Trucking revenue	$	82,874	$	80,690
Strategic Capacity Solutions revenue		11,568		6,210
Intermodal revenue		5,208		2,326
Base revenue		99,650		89,226
Fuel surcharge revenue		24,392		16,408
Total revenue		124,042		105,634
Operating expenses and costs:
Fuel and fuel taxes		34,727		28,395
Salaries, wages and employee benefits		33,100		33,227
Purchased transportation		25,379		15,605
Depreciation and amortization		12,614		12,499
Operations and maintenance		9,877		7,664
Insurance and claims		5,864		6,070
Operating taxes and licenses		1,398		1,393
Communications and utilities		985		946
Gain on disposal of assets, net		(915)		(7)
Other		4,195		3,340
Total operating expenses and costs		127,224		109,132
Operating loss		(3,182)		(3,498)
Other expenses (income):
Interest expense		743		769
Other, net		(11)		51
Total other expenses, net		732		820
Loss before income taxes		(3,914)		(4,318)
Income tax benefit		(1,198)		(1,322)
Net loss	$	(2,716)	$	(2,996)
Per share information:
Average shares outstanding (Basic)		10,298		10,277
Basic loss per share	$	(0.26)	$	(0.29)
Average shares outstanding (Diluted)		10,298		10,277
Diluted loss per share	$	(0.26)	$	(0.29)

The following table includes key operating results and statistics for our three operating segments.

	Three Months Ended
	March 31,
	2011			2010
	(unaudited)
Trucking:
Operating loss (in thousands) (1)	$	(4,117)		$	(3,760)
Operating ratio (2)		105.0	%		104.7	%
Total miles (in thousands) (3)		58,662			61,481
Empty mile factor		10.0	%		10.2	%
Weighted average number of tractors (4)		2,342			2,344
Average miles per tractor per period		25,048			26,229
Average miles per tractor per week		1,948			2,040
Average miles per trip		556			576
Base Trucking revenue per tractor per week	$	2,752		$	2,677
Number of tractors at end of period (4)		2,338			2,349
Strategic Capacity Solutions:
Operating income (in thousands) (1)	$	1,333		$	321
Gross margin (5)		15.6	%		13.0	%
Intermodal:
Operating loss (in thousands) (1)	$	(398)		$	(59)
Gross margin (5)		6.0	%		3.6	%

(1)           Operating (loss) income is calculated by deducting total operating expenses from total revenues.

(2)Operating ratio is calculated by dividing total operating expenses, net of fuel surcharge, by base revenue.

(3)           Total miles include both loaded and empty miles.

(4)Tractors include Company-operated tractors in service plus tractors operated by independent contractors.

(5)Gross margin is calculated by dividing total base revenue, less purchased transportation expense, less fuel surcharge revenue by total base revenue.  This calculation includes intercompany revenues and expenses.

The following table reflects the condensed financial position of the Company as of the dates indicated:

	(in thousands)
	March 31,		December 31,
	2011		2010
Assets
Current assets:
Cash	$	2,643	$	2,726
Receivables, net		56,940		47,983
Inventories		2,295		2,080
Prepaid expenses and other current assets		15,098		12,885
Total current assets		76,976		65,674
Property and equipment, at cost		430,272		423,115
Accumulated depreciation and amortization		(163,642)		(163,867)
Property and equipment, net		266,630		259,248
Note receivable		2,043		2,048
Other assets		431		415
Total assets	$	346,080	$	327,385
Liabilities and Stockholders’ equity
Current liabilities:
Bank drafts payable	$	4,218	$	4,233
Trade accounts payable		24,458		16,691
Current portion of insurance and claims accruals		5,330		4,725
Accrued expenses		10,708		8,401
Note payable		675		1,009
Current maturities of long-term debt and capital leases		27,318		18,766
Deferred income taxes		1,725		1,094
Total current liabilities		74,432		54,919
Deferred gain		617		618
Long-term debt and capital leases, less current maturities		83,591		79,750
Deferred income taxes		48,897		50,782
Insurance and claims accruals, less current portion		3,519		3,608
Total stockholders’ equity		135,024		137,708
Total liabilities and stockholders’ equity	$	346,080	$	327,385

Selected other financial information:
	(in thousands)
	Three Months Ended March 31,
	2011		2010
Net cash provided by operating activities	$	4,717	$	4,588
Capital expenditures, net		16,834		17,923

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. These statements generally may be identified by their use of terms or phrases such as “expects,” “estimates,” “anticipates,” “projects,” “believes,” “plans,” “goals,” “intends,” “may,” “will,” “should,” “could,” “potential,” “continue,” “future,” and terms or phrases of similar substance.  Forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, which could cause future events and actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements.  Accordingly, actual results may differ from those set forth in the forward-looking statements.  Readers should review and consider the factors that may affect future results and other disclosures by the Company in its press releases, Annual Report on Form 10-K and other filings with the Securities and Exchange Commission. We disclaim any obligation to update or revise any forward-looking statements to reflect actual results or changes in the factors affecting the forward-looking information.  In light of these risks and uncertainties, the forward-looking events and circumstances discussed in this press release might not occur.

All forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by this cautionary statement.

References to the “Company,” “we,” “us,” “our” and words of similar import refer to USA Truck, Inc. and its subsidiary.

USA Truck is a dry van truckload carrier transporting general commodities via our General Freight and Dedicated Freight service offerings.  We transport commodities throughout the continental United States and into and out of portions of Canada.  We also transport general commodities into and out of Mexico by allowing through-trailer service from our terminal in Laredo, Texas.  Our Strategic Capacity Solutions and Intermodal operating segments provide customized transportation solutions using our technology and multiple modes of transportation including our assets and the assets of our partner carriers.

This press release and related information will be available to interested parties at our web site, http://www.usa-truck.com under the “News Releases” tab of the “Investors” menu.

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Contact: CLIFF BECKHAM, President and Chief Executive Officer – (479) 471-2633 or DARRON MING, Vice President, Finance and Chief Financial Officer – (479) 471-2672