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 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)
10/27/2009
(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 10/27/2009   G V 888 A $ 0 38,799 I As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Marilyn Congdon
Common Stock 10/27/2009   G V 888 A $ 0 38,799 I As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Kathryn Congdon
Common Stock 10/27/2009   G V 888 A $ 0 38,799 I As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Ashlyn Congdon
Common Stock 10/27/2009   G V 888 A $ 0 508,078 I By David S. Congdon Revocable Trust dated 12/3/91
Common Stock 11/23/2009   G V 2,500 D $ 0 559,348 (1) I By David S. Congdon Revocable Trust dated 12/3/91
Common Stock 11/23/2009   G V 1,000 A $ 0 42,500 I By wife
Common Stock 11/23/2009   G V 1,500 A $ 0 279,034 I By wife as trustee of David S. Congdon Irrevocable Trust #1 dated 12/1/92
Common Stock               24,700 I By wife as trustee of David S. Congdon Irrevocable Trust No. 2 dated 11/18/99
Common Stock               21,728 I By 401(k) plan
Common Stock               31,389 I As trustee of Audrey L. Congdon Irrevocable Trust No. 2 dated 5/28/04
Common Stock               103,068 I By daughter as trustee of Kathryn Leigh Congdon Revocable Declaration of Trust dated 5/23/06
Common Stock               287,101 I As co-trustee of Earl E. Congdon GRAT Remainder Trust (2)
Common Stock               29,578 D  
Common Stock               103,068 I As custodian for minor child of Mr. Congdon
Common Stock               46,230 (1) I As trustee of David S. Congdon March 2008 Grantor Retained Annuity Trust

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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
Phantom Stock (3) 02/08/2010   A   3,580     (4)   (4) Common Stock 3,580 $ 0 14,843 D  

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/ Joel B. McCarty, Jr., by Power of Attorney   02/09/2010
**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) Reflects a transfer of 53,770 shares from the David S. Congdon March 2008 Grantor Retained Annuity Trust to the David S. Congdon Revocable Trust dated 12/3/91 on April 28, 2009.
(2) Previously reported as the Earl E. Congdon 2003 GRAT Remainder Trust.
(3) Each share of phantom stock is the economic equivalent of one share of Old Dominion Freight Line, Inc. common stock.
(4) The award will settle on the earlier of (a) the date of the reporting person's termination of employment on or after attainment of age 55 for any reason other than death, total disability or for cause; (b) the date of the reporting person's death while employed by the issuer; or (c) the date of the reporting person's termination of employment as a result of his total disability.

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