USA TRUCK, INC.
3200 Industrial Park Road
Van Buren, Arkansas 72956
September 15, 2022
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Energy & Transportation
100 F Street, N.E.
Washington, D.C. 20549
Re:
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USA Truck, Inc.
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Request for Withdrawal of Registration Statement on Form S-3
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File No. 333-255901
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Ladies and Gentlemen:
Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), USA Truck, Inc., a Delaware corporation (the “Company”), hereby requests the withdrawal, effective as of the date
hereof or as soon as practicable hereafter, of its Registration Statement on Form S-3 (File No. 333-255901), as originally filed with the U.S. Securities and Exchange Commission (the “Commission”) on May 7, 2021 (the “Registration Statement”). The
Registration Statement was declared effective on May 17, 2021.
On September 15, 2022, pursuant to the Agreement and Plan of Merger, dated as of June 23, 2022 (the “Merger Agreement”), by and among the Company, Schenker, Inc., a New York corporation (“Parent”), and Tango Merger,
Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), the Company completed the transactions contemplated by the Merger Agreement, and Merger Sub merged with and into the Company (the “Merger”), with the Company
surviving the Merger as a wholly owned subsidiary of Parent. In connection with the Merger, the Company determined that it is in its best interest to withdraw the Registration Statement at this time.
The Company confirms that no securities were sold pursuant to the Registration Statement or the prospectus contained therein.
Please provide a copy of the order consenting to the withdrawal to Heidi Hornung-Scherr of Scudder Law Firm, P.C., L.L.O. by email to hscherr@scudderlaw.com. If you have any questions regarding this request, please
contact Heidi Hornung-Scherr by telephone at (402) 435-3223 or by e-mail at the address provided above.
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Very truly yours,
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USA Truck, Inc.
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By:
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/s/ Zachary B. King
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Zachary B. King
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Executive Vice President and Chief Financial Officer
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c: Heidi Hornung-Scherr. Scudder Law Firm, P.C., L.L.O.