Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
CONGDON DAVID S
   2. Issuer Name and Ticker or Trading Symbol
OLD DOMINION FREIGHT LINE INC/VA [ODFL] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and CEO
(Last)
(First)
(Middle)
C/O OLD DOMINION FREIGHT LINE, INC, 500 OLD DOMINION FREIGHT WAY		 3. Date of Earliest Transaction (Month/Day/Year)
05/17/2011
(Street)

THOMASVILLE, NC 27360		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/17/2011   G V 212,238 A $ 0 212,238 I As co-trustee of the Earl and Kathryn Congdon Family Irrevocable Trust - 2011
Common Stock 11/07/2011   G V 695 A $ 0 697,543 (1) I By David S. Congdon Revocable Trust dated 12/3/91
Common Stock 11/07/2011   G V 695 A $ 0 59,823 I As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Marilyn Congdon
Common Stock 11/07/2011   G V 695 A $ 0 59,823 I As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Kathryn Congdon
Common Stock 11/07/2011   G V 695 A $ 0 59,823 I As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Ashlyn Congdon
Common Stock 11/28/2011   G V 2,320 D $ 0 695,223 I By David S. Congdon Revocable Trust dated 12/3/91
Common Stock 11/28/2011   G V 1,000 A $ 0 58,250 I By wife
Common Stock 11/28/2011   G V 1,300 A $ 0 419,851 I By wife as trustee of David S. Congdon Irrevocable Trust #1 dated 12/1/92
Common Stock               28,445 D  
Common Stock               38,750 I By wife as trustee of David S. Congdon Irrevocable Trust No. 2 dated 11/18/99
Common Stock               104,016 (1) I As trustee of David S. Congdon February 2010 Grantor Retained Annuity Trust
Common Stock               430,651 I As co-trustee of Earl E. Congdon GRAT Remainder Trust
Common Stock               32,574 I By 401(k) plan
Common Stock               44,583 I As trustee of Audrey L. Congdon Irrevocable Trust No. 2 dated 5/28/04
Common Stock               106,602 I As custodian for minor child of Mr. Congdon
Common Stock               210,937 (2) I As co-trustee of the 1998 Earl E. Congdon Family Trust
Common Stock               257,188 (3) I As trustee of Audrey L. Congdon Irrevocable Trust #1 dated 12/1/92

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
CONGDON DAVID S
C/O OLD DOMINION FREIGHT LINE, INC
500 OLD DOMINION FREIGHT WAY
THOMASVILLE, NC 27360		   X     President and CEO  

Signatures

 /s/ David S. Congdon   02/03/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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).
(1) Also reflects a transfer of 45,984 shares from the David S. Congdon February 2010 Grantor Retained Annuity Trust to the David S. Congdon Revocable Trust dated 12/3/91 on February 23, 2011.
(2) The reporting person became co-trustee of the 1998 Earl E. Congdon Family Trust on July 26, 2011.
(3) The reporting person became trustee of the Audrey L. Congdon Irrevocable Trust #2 as a result of the death of the prior trustee, John Yowell.

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