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


June 4, 2010
Date of report (Date of earliest event reported)

ROADRUNNER TRANSPORTATION SYSTEMS, INC.
(Exact Name of Registrant as Specified in Charter)

DELAWARE
  
001-34734
  
20-2454942
(State or Other
  
(Commission File Number)
  
(IRS Employer
Jurisdiction of Incorporation)
  
 
  
Identification No.)

4900 S. PENNSYLVANIA AVE.
CUDAHY, WISCONSIN 53110
(Address of Principal Executive Offices) (Zip Code)


(414) 615-1500 
(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 (see General Instruction A.2. below):
 
£
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 7.01. 
Regulation FD Disclosure.

We are furnishing this report on Form 8-K in connection with the disclosure of information, in the form of the textual information from a press release released on June 4, 2010.
 
The information in this report on Form 8-K (including the exhibit) is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
 
This report will not be deemed an admission as to the materiality of any information in the report that is required to be disclosed solely by Regulation FD.  We do not have, and expressly disclaim, any obligation to release publicly any updates or any changes in our expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based.
 
The text included with this report is available on our website located at www.rrts.com, although we reserve the right to discontinue that availability at any time.
 
Item 9.01. 
Financial Statements and Exhibits.

(a) 
Financial Statements of Business Acquired.

Not applicable.

(b) 
Pro Forma Financial Information.

Not applicable.

(c) 
Shell Company Transactions.

Not applicable.

(d) 
Exhibits.

 
Exhibit
Number
  
     
 
99.1
Press Release from Roadrunner Transportation Systems, Inc., dated June 4, 2010, entitled “Roadrunner Transportation Systems Announces Closing of Sale of an Additional 403,286 Shares of Common Stock”

 
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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.
 
 
ROADRUNNER TRANSPORTATION SYSTEMS, INC.
  
       
Date:  June 4, 2010
By:
/s/ Peter R. Armbruster  
    Peter R. Armbruster  
    Chief Financial Officer  
 
 
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EXHIBIT INDEX

Exhibit
    
Number
  
Description
     
99.1
  
Press Release from Roadrunner Transportation Systems, Inc., dated June 4, 2010, entitled “Roadrunner Transportation Systems Announces Closing of Sale of an Additional 403,286 Shares of Common Stock”
 
 
4