----

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FROZEN FOOD EXPRESS INDUSTRIES, INC.

| Texas(State or other jurisdiction ofincorporation or organization)                                   |   | 75-1301831(IRS Employer Identification No.)                             |
|------------------------------------------------------------------------------------------------------|--------|-------------------------------------------------------------------------|
|  1145 Empire Central PlaceDallas, Texas 75247-4305(Address of principal executive offices) |   |  (214) 630-8090(Registrant's telephone number,including area code) |

| Indicate by check mark whether the registrant (l) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90days.   ý Yes     o No |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  Large accelerated filer   o | Accelerated Filer   ý | Non-accelerated filer   o | Smaller Reporting Company   o |
|---------------------------------------------|--------------------------------------|-------------------------------------|-----------------------------------------|

|   | Class                         |   | Number of Shares Outstanding |   |
|--------|-------------------------------|--------|------------------------------|--------|
|   | Common stock, $1.50 par value |   | 17,203,717 at July 31, 2009  |   |

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|    | PART I  Financial Information                                                                           | Page No. |
|---------|--------------------------------------------------------------------------------------------------------------|----------|
|    |                                                                                                         |     |
| Item 1  | Financial Statements                                                                                         |     |
|    | Consolidated Condensed Balance Sheets (unaudited)June 30, 2009 and December 31, 2008                         | 1        |
|    |                                                                                                         |     |
|    | Consolidated Condensed Statements of Operations (unaudited)Three and six months ended June 30, 2009 and 2008 | 2        |
|    |                                                                                                         |     |
|    | Consolidated Condensed Statements of Cash Flows (unaudited)Six months ended June 30, 2009 and 2008           | 3        |
|    |                                                                                                         |     |
|    | Consolidated Condensed Statements of Shareholders’ Equity (unaudited)                                  | 4        |
|    |                                                                                                         |     |
|    | Notes to Consolidated Condensed Financial Statements (unaudited)                                             | 5        |
|    |                                                                                                         |     |
| Item 2  | Management's Discussion and Analysis of Financial Condition and Results of Operations                        | 8        |
|    |                                                                                                         |     |
| Item 3  | Quantitative and Qualitative Disclosures about Market Risk                                                   | 24       |
|    |                                                                                                         |     |
| Item 4  | Controls and Procedures                                                                                      | 25       |
|    |                                                                                                         |     |
|    | PART IIOther Information                                                                                     |     |
|    |                                                                                                         |     |
| Item 1  | Legal Proceedings                                                                                            | 25       |
|    |                                                                                                         |     |
| Item 1A | Risk Factors                                                                                                 | 25       |
|    |                                                                                                         |     |
| Item 2  | Unregistered Sales of Equity Securities and Use of Proceeds                                                  | 26       |
|    |                                                                                                         |     |
| Item 3  | Defaults Upon Senior Securities                                                                              | 26       |
|    |                                                                                                         |     |
| Item 4  | Submission of Matters to a Vote of Security Holders                                                          | 26       |
|    |                                                                                                         |     |
| Item 5  | Other Information                                                                                            | 26       |
|    |                                                                                                         |     |
| Item 6  | Exhibits                                                                                                     | 27       |
|    |                                                                                                         |     |
|    | Signatures                                                                                                   | 28       |
|    |                                                                                                         |     |
|    | Exhibit Index                                                                                                | 29       |

----

PART I.  FINANCIAL INFORMATION 

| Assets                                                      |   | June 30, 2009 |    |         | December 31,2008 |   |
|-------------------------------------------------------------|--------|---------------|---------|--------------|-----------------------|--------|
| Current assets                                              |   |          |    |         |                  |   |
| Cash and cash equivalents                                   |   | $             | 5,368   |         |                  | $      | 1,308 |   |
| Accounts receivable, net                                    |   |          | 42,318  |         |                  |   | 52,749 |   |
| Tires on equipment in use, net                              |   |          | 5,403   |         |                  |   | 5,425 |   |
| Deferred income taxes                                       |   |          | 806     |         |                  |   | 2,666 |   |
| Other current assets                                        |   |          | 8,903   |         |                  |   | 10,822 |   |
| Total current assets                                        |   |          | 62,798  |         |                  |   | 72,970 |   |
|                                                        |   |          |    |         |                  |   |   |   |
| Property and equipment, net                                 |   |          | 78,469  |         |                  |   | 83,394 |   |
| Other assets                                                |   |          | 4,879   |         |                  |   | 5,822 |   |
| Total assets                                                |   | $             | 146,146 |         |                  | $      | 162,186 |   |
|                                                        |   |          |    |         |                  |   |   |   |
| Liabilities and Shareholders' Equity                        |   |          |    |         |                  |   |   |   |
| Current liabilities                                         |   |          |    |         |                  |   |   |   |
| Accounts payable                                            |   | $             | 20,061  |         |                  | $      | 21,148 |   |
| Insurance and claims accruals                               |   |          | 9,170   |         |                  |   | 7,736 |   |
| Accrued payroll and deferred compensation                   |   |          | 5,234   |         |                  |   | 4,396 |   |
| Accrued liabilities                                         |   |          | 1,809   |         |                  |   | 1,760 |   |
| Total current liabilities                                   |   |          | 36,274  |         |                  |   | 35,040 |   |
|                                                        |   |          |    |         |                  |   |   |   |
| Deferred income taxes                                       |   |          | 7,962   |         |                  |   | 14,235 |   |
| Insurance and claims accruals                               |   |          | 7,132   |         |                  |   | 6,460 |   |
| Total liabilities                                           |   |          | 51,368  |         |                  |   | 55,735 |   |
|                                                        |   |          |    |         |                  |   |   |   |
| Shareholders’ equity                                  |   |          |    |         |                  |   |   |   |
| Common stock, $1.50 par value per share; 75,000 authorized; |   |          |    |         |                  |   |   |   |
|      18,572 shares issued          |   |          | 27,858  |         |                  |   | 27,858 |   |
| Additional paid-in capital                                  |   |          | 2,469   |    |                  |   | 5,412 |   |
| Retained earnings                                           |   |          | 75,299  |         |                  |   | 87,103 |   |
|                                                        |   |          | 105,626 |         |                  |   | 120,373 |   |
| Treasury stock (1,426 and 1,813 shares), at cost       |   |          | (10,848 | )            |                  |   | (13,922 | ) |
| Total shareholders’ equity                            |   |          | 94,778  |         |                  |   | 106,451 |   |
| Total liabilities and shareholders’ equity            |   | $             | 146,146 |         |                  | $      | 162,186 |   |

----

|                                            |   | Three MonthsEnded June 30, |    |   | Six MonthsEnded June 30, |   |
|-------------------------------------------------|--------|----------------------------|---------|--------|--------------------------|--------|
|                                            |   | 2009                       |    |   | 2008                     |   |   | 2009 |   |   | 2008 |   |
| Revenue                                         |   | $                          | 94,895  |   |                     | $      | 129,025 |   |   | $ | 187,102 |   |   | $ | 245,755 |   |
| Operating expenses                              |   |                       |    |   |                     |   |   |   |   |   |   |   |   |   |   |   |
| Salaries, wages and related expenses            |   |                       | 32,046  |   |                     |   | 32,072 |   |   |   | 63,809 |   |   |   | 62,831 |   |
| Purchased transportation                        |   |                       | 20,938  |   |                     |   | 32,964 |   |   |   | 41,506 |   |   |   | 63,624 |   |
| Fuel                                            |   |                       | 15,350  |   |                     |   | 32,271 |   |   |   | 29,119 |   |   |   | 56,564 |   |
| Supplies and  maintenance             |   |                       | 12,135  |   |                     |   | 12,967 |   |   |   | 24,388 |   |   |   | 25,817 |   |
| Revenue equipment rent                          |   |                       | 10,172  |   |                     |   | 8,809 |   |   |   | 19,955 |   |   |   | 16,729 |   |
| Depreciation                                    |   |                       | 4,403   |   |                     |   | 4,713 |   |   |   | 8,993 |   |   |   | 9,499 |   |
| Communications and utilities                    |   |                       | 1,307   |   |                     |   | 1,141 |   |   |   | 2,575 |   |   |   | 2,226 |   |
| Claims and insurance                            |   |                       | 3,230   |   |                     |   | 2,108 |   |   |   | 7,719 |   |   |   | 6,268 |   |
| Operating taxes and licenses                    |   |                       | 1,290   |   |                     |   | 1,199 |   |   |   | 2,580 |   |   |   | 2,268 |   |
| Gain on sale of property and equipment          |   |                       | (118    | )      |                     |   | (345 | ) |   |   | (252 | ) |   |   | (605 | ) |
| Miscellaneous                                   |   |                       | 640     |   |                     |   | 1,110 |   |   |   | 1,729 |   |   |   | 2,234 |   |
|  Total operating expenses                  |   |                       | 101,393 |   |                     |   | 129,009 |   |   |   | 202,121 |   |   |   | 247,455 |   |
| Income (loss) from operations                   |   |                       | (6,498  | )      |                     |   | 16 |   |   |   | (15,019 | ) |   |   | (1,700 | ) |
| Interest and other (income) expense             |   |                       |    |   |                     |   |   |   |   |   |   |   |   |   |   |   |
| Interest income                                 |   |                       | -       |   |                     |   | (40 | ) |   |   | (4 | ) |   |   | (54 | ) |
| Interest expense                                |   |                       | -       |   |                     |   | 12 |   |   |   | 4 |   |   |   | 35 |   |
| Equity in earnings of limited partnership       |   |                       | (103    | )      |                     |   | (138 | ) |   |   | (159 | ) |   |   | (311 | ) |
| Life insurance and other                        |   |                       | 177     |   |                     |   | (346 | )  |   |   | 485 |   |   |   | (307 | ) |
|  Total interest and other (income) expense |   |                       | 74      |   |                     |   | (512 | ) |   |   | 326 |   |   |   | (637 | ) |
| Pre-tax income (loss)                           |   |                       | (6,572  | )      |                     |   | 528 |   |   |   | (15,345 | ) |   |   | (1,063 | ) |
| Income tax (benefit) expense                    |   |                       | (1,404  | )      |                     |   | 254 |   |   |   | (4,056 | ) |   |   | (512 | ) |
| Net income (loss)                               |   | $                          | (5,168  | )      |                     | $      | 274 |   |   | $ | (11,289 | ) |   | $ | (551 | ) |
|                                            |   |                       |    |   |                     |   |   |   |   |   |   |   |   |   |   |   |
| Net income (loss) per share of common stock     |   |                       |    |   |                     |   |   |   |   |   |   |   |   |   |   |   |
| Basic                                           |   | $                          | (0.30   | )      |                     | $      | 0.02 |   |   | $ | (0.66 | ) |   | $ | (0.03 | ) |
| Diluted                                         |   | $                          | (0.30   | )      |                     | $      | 0.02 |   |   | $ | (0.66 | ) |   | $ | (0.03 | ) |
| Weighted average shares outstanding             |   |                       |    |   |                     |   |   |   |   |   |   |   |   |   |   |   |
| Basic                                           |   |                       | 17,146  |   |                     |   | 16,708 |   |   |   | 17,028 |   |   |   | 16,680 |   |
| Diluted                                         |   |                       | 17,146  |   |                     |   | 17,034 |   |   |   | 17,028 |   |   |   | 16,680 |   |
| Dividends declared per common share             |   | $                          | -       |   |                     | $      | 0.03 |   |   | $ | 0.03 |   |   | $ | 0.06 |   |

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|                                                               |   | Six MonthsEnded June 30, |    |
|--------------------------------------------------------------------|--------|--------------------------|---------|
|                                                               |   | 2009                     |    |   | 2008 |   |
| Cash flows from operating activities                               |   |                     |    |   |   |   |   |   |
| Net loss                                                           |   | $                        | (11,289 | ) |   | $ | (551 | ) |
| Non-cash items included in net loss                                |   |                     |    |   |   |   |   |   |
| Gain on sale of property and equipment                             |   |                     | (252    | ) |   |   | (1,264 | ) |
| Depreciation and amortization                                      |   |                     | 11,393  |   |   |   | 11,653 |   |
| Provision for losses on accounts receivable                        |   |                     | 202     |   |   |   | 607 |   |
| Deferred income tax                                                |   |                     | (4,413  | ) |   |   | (37 | ) |
| Deferred compensation                                              |   |                     | (10     | ) |   |   | 306 |   |
| Investment income, net                                             |   |                     | 470     |   |   |   | (313 | ) |
| Changes in operating assets and liabilities                        |   |                     |    |   |   |   |   |   |
| Accounts receivable                                                |   |                     | 10,522  |   |   |   | (8,186 | ) |
| Tires on equipment in use                                          |   |                     | (1,900  | ) |   |   | (1,816 | ) |
| Other current assets                                               |   |                     | 1,801   |   |   |   | 4,986 |   |
| Accounts payable                                                   |   |                     | (1,105  | ) |   |   | 1,580 |   |
| Insurance and claims accruals                                      |   |                     | 2,106   |   |   |   | (6,804 | ) |
| Accrued liabilities, payroll and other                             |   |                     | 967     |   |   |   | 1,208 |   |
| Net cash provided by operating activities                          |   |                     | 8,492   |   |   |   | 1,369 |   |
|                                                               |   |                     |    |   |   |   |   |   |
| Cash flows from investing activities                               |   |                     |    |   |   |   |   |   |
| Expenditures for property and equipment                            |   |                     | (11,142 | ) |   |   | (10,325 | ) |
| Proceeds from sale of property and equipment                       |   |                     | 7,461   |   |   |   | 7,008 |   |
| Other                                                              |   |                     | (94     | ) |   |   | (274 | ) |
| Net cash used in investing activities                         |   |                     | (3,775  | ) |   |   | (3,591 | ) |
|                                                               |   |                     |    |   |   |   |   |   |
| Cash flows from financing activities                               |   |                     |    |   |   |   |   |   |
| Proceeds from borrowings                                           |   |                     | 10,500  |   |   |   | 41,100 |   |
| Payments against borrowings                                        |   |                     | (10,500 | ) |   |   | (36,800 | ) |
| Dividends paid                                                     |   |                     | (515    | ) |   |   | (1,005 | ) |
| Income tax expense (benefit) of stock options and restricted stock |   |                     | (91     | ) |   |   | 37 |   |
| Proceeds from capital stock transactions, net                      |   |                     | 96      |   |   |   | 173 |   |
| Purchases of treasury stock                                        |   |                     | (147    | ) |   |   | - |   |
| Net cash (used in) provided by financing activities                |   |                     | (657    | ) |   |   | 3,505 |   |
|                                                               |   |                     |    |   |   |   |   |   |
| Net increase in cash and cash equivalents                          |   |                     | 4,060   |   |   |   | 1,283 |   |
| Cash and cash equivalents at beginning of period                   |   |                     | 1,308   |   |   |   | 2,473 |   |
| Cash and cash equivalents at June 30                               |   | $                        | 5,368   |   |   | $ | 3,756 |   |

----

|                                                 |   | Common Stock |   |   | Additional |   |   |    |   |   |     |   |   |           |    |
|------------------------------------------------------|--------|--------------|--------|--------|------------|--------|--------|---------|--------|--------|----------|--------|--------|----------------|---------|
|                                                 |   | Shares       |   |   | Par        |   |   | Paid-in |   |   | Retained |   |   | Treasury Stock |    |   |   |   |
|                                                 |   | Issued       |   |   | Value      |   |   | Capital |   |   | Earnings |   |   | Shares         |    |   | Cost |   |   | Total |   |
| January 1, 2008                                      |   |         | 18,572 |   |       | $      | 27,858 |    |   | $      | 5,682    |   |   | $              | 88,515  |   |   |   | 1,921 |   |   | $ | (14,796 | ) |   | $ | 107,259 |   |
|     Net income                   |   |         | -      |   |       |   | -      |    |   |   | -        |   |   |           | 605     |   |   |   | - |   |   |   | - |   |   |   | 605 |   |
|     Treasury stock reacquired    |   |         | -      |   |       |   | -      |    |   |   | -        |   |   |           | -       |   |   |   | 34 |   |   |   | (222 | ) |   |   | (222 | ) |
|     Retirement plans             |   |         | -      |   |       |   | -      |    |   |   | 3        |   |   |           | -       |   |   |   | (4 | )  |   |   | 34 |   |   |   | 37 |   |
|     Exercise of stock options    |   |         | -      |   |       |   | -      |    |   |   | (443     | )      |   |           | -       |   |   |   | (116 | )  |   |   | 894 |   |   |   | 451 |   |
|     Restricted stock             |   |         | -      |   |       |   | -      |    |   |   | 277      |   |   |           | -       |   |   |   | (22 | )  |   |   | 168 |   |   |   | 445 |   |
|     Dividends                    |   |         | -      |   |       |   | -      |    |   |   | -        |   |   |           | (2,017  | ) |   |   | - |   |   |   | - |   |   |   | (2,017 | ) |
|     Tax benefit of stock options |   |         | -      |   |       |   | -      |    |   |   | (107     | )      |   |           | -       |   |   |   | - |   |   |   | - |   |   |   | (107 | ) |
| December 31, 2008                                    |   |         | 18,572 |   |       |   | 27,858 |    |   |   | 5,412    |   |   |           | 87,103  |   |   |   | 1,813 |   |   |   | (13,922 | ) |   |   | 106,451 |   |
|     Net loss                     |   |         | -      |   |       |   | -      |    |   |   | -        |   |   |           | (11,289 | ) |   |   | - |   |   |   | - |   |   |   | (11,289 | ) |
|     Treasury stock reacquired    |   |         | -      |   |       |   | -      |    |   |   | -        |   |   |           | -       |   |   |   | 35 |   |   |   | (147 | ) |   |   | (147 | ) |
|     Retirement plans             |   |         | -      |   |       |   | -      |    |   |   | (129     | )      |   |           | -       |   |   |   | (24 | ) |   |   | 184 |   |   |   | 55 |   |
|     Exercise of stock options    |   |         | -      |   |       |   | -      |    |   |   | (171     | )      |   |           | -       |   |   |   | (35 | ) |   |   | 267 |   |   |   | 96 |   |
|     Restricted stock             |   |         | -      |   |       |   | -      |    |   |   | (2,552   | )      |   |           | -       |   |   |   | (363 | ) |   |   | 2,770 |   |   |   | 218 |   |
|     Dividends                    |   |         | -      |   |       |   | -      |    |   |   | -        |   |   |           | (515    | ) |   |   | - |   |   |   | - |   |   |   | (515 | ) |
|     Tax benefit of stock options |   |         | -      |   |       |   | -      |    |   |   | (91      | )      |   |           | -       |   |   |   | - |   |   |   | - |   |   |   | (91 | ) |
| June 30, 2009                                        |   |         | 18,572 |   |       | $      | 27,858 |    |   | $      | 2,469    |   |   | $              | 75,299  |   |   |   | 1,426 |   |   | $ | (10,848 | ) |   | $ | 94,778 |   |

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As of June 30, 2009, the Company had a secured committed credit facility (the “Credit Facility”) that expires in June 2010 for which no amounts were outstanding.  The Company may borrow an amount not to exceed the lesser of (i) $50.0 million, adjusted for letters of credit and otherdebt (as defined in the agreement), (ii) a borrowing base or (iii) a multiple of a measurement of cash flow.   As of June 30, 2009, the Company had $5.4 million of outstanding standby letters of credit primarily for self insurance programs that reduced the availability to $44.6 million, subject to borrowing base limitations, which is defined as 85% of eligible accounts receivable.  The available borrowing base at June 30, 2009 is $25.8 million, which is net of outstanding standby lettersof credit. 

----

The difference between our effective tax rate and the federal statutory rate of 35.0% is primarily attributable to state income taxesand non-deductible driver related expenses. 

5.  Income or loss per common share

|                                               |   | (in thousands, except per share amounts) |   |
|----------------------------------------------------|--------|------------------------------------------|--------|
|                                               |   | Three Months EndedJune 30,               |   |   | Six Months EndedJune 30, |   |
|                                               |   | 2009                                     |   |   | 2008 |   |   | 2009 |   |   | 2008 |   |
| Numerator:                                         |   |                                     |   |   |   |   |   |   |   |   |   |   |   |   |
|    Net (loss) income                |   | $                                        | (5,168 | )  |   | $ | 274 |   |   | $ | (11,289 | ) |   | $ | (551 | ) |
|                                               |   |                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Denominator:                                       |   |                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|    Basic-weighted average shares    |   |                                     | 17,146 |   |   |   | 16,708 |   |   |   | 17,028 |   |   |   | 16,680 |   |
|    Effect of dilutive stock options |   |                                     | -      |   |   |   | 326 |   |   |   | - |   |   |   | - |   |
|    Diluted-weighted average shares  |   |                                     | 17,146 |   |   |   | 17,034 |   |   |   | 17,028 |   |   |   | 16,680 |   |
|                                               |   |                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Basic income (loss) per common share               |   | $                                        | (0.30  | ) |   | $ | 0.02 |   |   | $ | (0.66 | ) |   | $ | (0.03 | ) |
| Diluted income (loss) per common share             |   | $                                        | (0.30  | )  |   | $ | 0.02 |   |   | $ | (0.66 | ) |   | $ | (0.03 | ) |

----

----

Item 2.    Management's Discussion and Analysis of Financial Condition and Results of Operations

----

----

|                                             |   | Three Months |    |   | Six Months |   |
|--------------------------------------------------|--------|--------------|---------|--------|------------|--------|
| Revenue from: (a)                                |   | 2009         |    |   | 2008       |   |   | 2009 |   |   | 2008 |   |
| Temperature-controlled fleet                     |   | $            | 36,360  |   |       | $      | 36,593 |   |   | $ | 68,946 |   |   | $ | 71,228 |   |
| Dry-freight fleet                                |   |         | 14,002  |   |       |   | 18,009 |   |   |   | 28,536 |   |   |   | 36,186 |   |
| Total truckload linehaul services                |   |         | 50,362  |   |       |   | 54,602 |   |   |   | 97,482 |   |   |   | 107,414 |   |
| Dedicated fleets                                 |   |         | 4,935   |   |       |   | 5,713 |   |   |   | 10,221 |   |   |   | 11,669 |   |
| Total truckload                                  |   |         | 55,297  |   |       |   | 60,315 |   |   |   | 107,703 |   |   |   | 119,083 |   |
| Less-than-truckload linehaul services            |   |         | 26,643  |   |       |   | 30,171 |   |   |   | 53,676 |   |   |   | 60,025 |   |
| Fuel surcharges                                  |   |         | 10,416  |   |       |   | 33,266 |   |   |   | 19,573 |   |   |   | 56,260 |   |
| Brokerage                                        |   |         | 1,317   |   |       |   | 3,907 |   |   |   | 3,758 |   |   |   | 7,501 |   |
| Equipment rental                       |   |         | 1,222   |   |       |   | 1,366 |   |   |   | 2,392 |   |   |   | 2,886 |   |
| Total revenue                                    |   |         | 94,895  |   |       |   | 129,025 |   |   |   | 187,102 |   |   |   | 245,755 |   |
|                                             |   |         |    |   |       |   |   |   |   |   |   |   |   |   |   |   |
| Operating expenses                               |   |         | 101,393 |   |       |   | 129,009 |   |   |   | 202,121 |   |   |   | 247,455 |   |
| Income (loss) from freight operations            |   | $            | (6,498  | )      |       | $      | 16 |   |   | $ | (15,019 | ) |   | $ | (1,700 | ) |
| Operating ratio (b)                              |   |         | 106.8   | %      |       |   | 100.0 | % |   |   | 108.0 | % |   |   | 100.7 | % |
|                                             |   |         |    |   |       |   |   |   |   |   |   |   |   |   |   |   |
| Total truckload revenue                          |   | $            | 55,297  |   |       | $      | 60,315 |   |   | $ | 107,703 |   |   | $ | 119,083 |   |
| Less-than-truckload  revenue           |   |         | 26,643  |   |       |   | 30,171 |   |   |   | 53,676 |   |   |   | 60,025 |   |
| Total linehaul and dedicated fleet revenue  |   | $            | 81,940  |   |       | $      | 90,486 |   |   | $ | 161,379 |   |   | $ | 179,108 |   |
|                                             |   |         |    |   |       |   |   |   |   |   |   |   |   |   |   |   |
| Weekly average trucks in service                 |   |         | 1,976   |   |       |   | 2,028 |   |   |   | 1,987 |   |   |   | 2,037 |   |
| Revenue per truck per week (c)                   |   | $            | 3,190   |   |       | $      | 3,432 |   |   | $ | 3,141 |   |   | $ | 3,382 |   |

|   Computational notes: |
|-----------------------------|
| (a)                         | Revenue and expense amounts are stated in thousands of dollars. |
| (b)                         | Operating expenses divided by total revenue. |
| (c)                         | Average daily revenue, times seven, divided by weekly average trucks in service. |

----

              The following table summarizes and compares selected statistical data relating to our freight operations for each of the three- and six-month periods ended June 30: 

|                                                           |   | Three Months |      |   | Six Months |   |
|----------------------------------------------------------------|--------|--------------|-----------|--------|------------|--------|
| Truckload                                                      |   | 2009         |      |   | 2008       |   |   | 2009 |   |   | 2008 |   |
|     Total linehaul miles (a)               |   |         | 40,623    |   |       |   | 42,322 |   |   |   | 78,078 |   |   |   | 82,388 |   |
|     Loaded miles (a)                       |   |         | 36,833    |   |       |   | 38,518 |   |   |   | 70,688 |   |   |   | 75,062 |   |
|     Empty mile ratio (b)                   |   |         | 9.3       | %      |       |   | 9.0 | % |   |   | 9.5 | % |   |   | 8.9 | % |
|     Linehaul revenue per total mile (c)    |   | $            | 1.24      |   |       | $      | 1.29 |   |   | $ | 1.25 |   |   | $ | 1.30 |   |
|     Linehaul revenue per loaded mile (d)   |   | $            | 1.37      |   |       | $      | 1.42 |   |   | $ | 1.38 |   |   | $ | 1.43 |   |
|     Linehaul shipments (a)                 |   |         | 41.0      |   |       |   | 39.9 |   |   |   | 77.6 |   |   |   | 76.0 |   |
|     Loaded miles per shipment (e)          |   |         | 898       |   |       |   | 965 |   |   |   | 911 |   |   |   | 988 |   |
| LTL                                                            |   |         |      |   |       |   |   |   |   |   |   |   |   |   |   |   |
|     Hundredweight                          |   |         | 1,875,428 |   |       |   | 2,134,011 |   |   |   | 3,739,681 |   |   |   | 4,207,827 |   |
|     Shipments (a)                          |   |         | 60.1      |   |       |   | 66.8 |   |   |   | 121.7 |   |   |   | 133.5 |   |
|     Linehaul revenue per hundredweight (f) |   | $            | 14.21     |   |       | $      | 14.14 |   |   | $ | 14.35 |   |   | $ | 14.27 |   |
|     Linehaul revenue per shipment (g)      |   | $            | 443       |   |       | $      | 452 |   |   | $ | 441 |   |   | $ | 450 |   |
|     Average weight per shipment (h)        |   |         | 3,119     |   |       |   | 3,195 |   |   |   | 3,073 |   |   |   | 3,152 |   |

| Computational notes: |
|----------------------|
| (a)                  | Amounts are stated in thousands. |
| (b)                  | Total truckload linehaul miles less truckload loaded miles, divided by total truckload linehaul miles. |
| (c)                  | Revenue from truckload linehaul services divided by total truckload linehaul miles. |
| (d)                  | Revenue from truckload linehaul services divided by truckload loaded miles. |
| (e)                  | Total truckload loaded miles divided by number of truckload linehaul shipments. |
| (f)                  | LTL revenue divided by LTL hundredweight. |
| (g)                  | LTL revenue divided by number of LTL shipments. |
| (h)                  | LTL hundredweight times one hundred divided by number of shipments.  |

|                   |   | 2009   |   |   | 2008   |   |
|------------------------|--------|--------|--------|--------|--------|--------|
| Total company-provided |   |   | 1,551  |   |   |   | 1,555 |   |
| Total owner-operator   |   |   | 443    |   |   |   | 448 |   |
| Tractors in service    |   |   | 1,994  |   |   |   | 2,003 |   |
| Trailers in service    |   |   | 3,932  |   |   |   | 4,171 |   |

----

| Revenue from (a)                                 |   | 2009   |    |    | 2008   |   |    | Dollar Change2009 vs. 2008 |   | Percentage Change2009 vs. 2008 |    |   |
|--------------------------------------------------|--------|--------|---------|---------|--------|--------|---------|----------------------------|--------|--------------------------------|---------|--------|
| Temperature-controlled fleet                     |   | $      | 36,360  |    |   | $      | 36,593  |                       |   | $                              | (233    | )      | (0.6 | ) | % |
| Dry-freight fleet                                |   |   | 14,002  |    |   |   | 18,009  |                       |   |                           | (4,007  | )      | (22.2 | ) |   |
| Total truckload linehaul services                |   |   | 50,362  |    |   |   | 54,602  |                       |   |                           | (4,240  | )      | (7.8 | ) |   |
| Dedicated fleets                                 |   |   | 4,935   |    |   |   | 5,713   |                       |   |                           | (778    | )      | (13.6 | ) |   |
| Total truckload                                  |   |   | 55,297  |    |   |   | 60,315  |                       |   |                           | (5,018  | )      | (8.3 | ) |   |
| Less-than-truckload linehaul services            |   |   | 26,643  |    |   |   | 30,171  |                       |   |                           | (3,528  | )      | (11.7 | ) |   |
| Fuel surcharges                                  |   |   | 10,416  |    |   |   | 33,266  |                       |   |                           | (22,850 | )      | (68.7 | ) |   |
| Brokerage                                        |   |   | 1,317   |    |   |   | 3,907   |                       |   |                           | (2,590  | )      | (66.3 | ) |   |
| Equipment rental                       |   |   | 1,222   |    |   |   | 1,366   |                       |   |                           | (144    | )      | (10.5 | ) |   |
| Total revenue                               |   |   | 94,895  |    |   |   | 129,025 |                       |   |                           | (34,130 | )      | (26.5 | ) |   |
|                                             |   |   |    |    |   |   |    |                       |   |                           |    |   |   |   |   |
| Operating expenses                               |   |   | 101,393 |    |   |   | 129,009 |                       |   |                           | (27,616 | )      | (21.4 | ) |   |
| (Loss) income from operations                    |   | $      | (6,498  | )  |   | $      | 16      |                       |   | $                              | (6,514  | )      | (40,712.5 | ) | % |
| Operating ratio (b)                              |   |   | 106.8   | %       |   |   | 100.0   | %                          |   |                           |    |   |   |   |   |
|                                             |   |   |    |    |   |   |    |                       |   |                           |    |   |   |   |   |
| Total truckload revenue                          |   | $      | 55,297  |    |   | $      | 60,315  |                       |   | $                              | (5,018  | )      | (8.3 | ) | % |
| Less-than-truckload revenue                      |   |   | 26,643  |    |   |   | 30,171  |                       |   |                           | (3,528  | )      | (11.7 | ) |   |
| Total linehaul and dedicated fleet revenue  |   | $      | 81,940  |    |   | $      | 90,486  |                       |   | $                              | (8,546  | )      | (9.4 | ) | % |
|                                             |   |   |    |    |   |   |    |                       |   |                           |    |   |   |   |   |
| Weekly average trucks in service                 |   |   | 1,976   |    |   |   | 2,028   |                       |   |                           | (52     | )      | (2.6 | ) | % |
| Revenue per truck per week (c)                   |   | $      | 3,190   |    |   | $      | 3,432   |                       |   | $                              | (242    | )      | (7.1 | ) | % |

| Computational notes: |
|----------------------|
| (a)                  | Revenue and expense amounts are stated in thousands of dollars. |
| (b)                  | Operating expenses divided by total revenue. |
| (c)                  | Average daily revenue, times seven, divided by weekly average trucks in service. |

----

|                                                                 |   | (in thousands)Dollar Change |    | Percentage Change |   | Percentage of Revenue |   |
|----------------------------------------------------------------------|--------|-----------------------------|---------|-------------------|--------|-----------------------|--------|
|                                                                 |   | 2009 vs 2008                |    | 2009 vs 2008      |   |   2009      |   |   2008  |   |
| Revenue                                                              |   | $                           | (34,130 | )                 | (26.5  | )%                    | 100.0  | % | 100.0 | % |
|                                                                 |   |                        |    |              |   |                  |   |   |   |   |
| Operating Expenses                                                   |   |                        |    |              |   |                  |   |   |   |   |
|      Salaries, wages and related expenses   |   |                        | (26     | )                 | (0.1   | )                     | 33.8   |   | 24.9 |   |
|      Purchased transportation               |   |                        | (12,026 | )                 | (36.5  | )                     | 22.1   |   | 25.5 |   |
|      Fuel                                   |   |                        | (16,921 | )                 | (52.4  | )                     | 16.2   |   | 25.0 |   |
|      Supplies and maintenance               |   |                        | (832    | )                 | (6.4   | )                     | 12.8   |   | 10.0 |   |
|      Revenue equipment rent                 |   |                        | 1,363   |              | 15.5   |                  | 10.7   |   | 6.8 |   |
|      Depreciation                           |   |                        | (310    | )                 | (6.6   | )                     | 4.6    |   | 3.7 |   |
|      Communications and utilities           |   |                        | 166     |              | 14.5   |                  | 1.4    |   | 0.9 |   |
|      Claims and insurance                   |   |                        | 1,122   |              | 53.2   |                  | 3.4    |   | 1.6 |   |
|      Operating taxes and licenses           |   |                        | 91      |              | 7.6    |                  | 1.4    |   | 0.9 |   |
|      Gain on sale of property and equipment |   |                        | 227     |              | (65.8  | )                     | (0.1   | ) | (0.3 | ) |
|      Miscellaneous                          |   |                        | (470    | )                 | (42.3  | )                     | 0.5    |   | 1.0 |   |
| Total Operating Expenses                                             |   | $                           | (27,616 | )                 | (21.4  | )%                    | 106.8  | % | 100.0 | %  |

----

----

| Revenue from (a)                                 |   | 2009   |    |    | 2008   |   |    | Dollar Change2009 vs. 2008 |   | Percentage Change2009 vs. 2008 |    |   |
|--------------------------------------------------|--------|--------|---------|---------|--------|--------|---------|----------------------------|--------|--------------------------------|---------|--------|
| Temperature-controlled fleet                     |   | $      | 68,946  |    |   | $      | 71,228  |                       |   | $                              | (2,282  | )      | (3.2 | ) | % |
| Dry-freight fleet                                |   |   | 28,536  |    |   |   | 36,186  |                       |   |                           | (7,650  | )      | (21.1 | ) |   |
| Total truckload linehaul services                |   |   | 97,482  |    |   |   | 107,414 |                       |   |                           | (9,932  | )      | (9.2 | ) |   |
| Dedicated fleets                                 |   |   | 10,221  |    |   |   | 11,669  |                       |   |                           | (1,448  | )      | (12.4 | ) |   |
| Total truckload                                  |   |   | 107,703 |    |   |   | 119,083 |                       |   |                           | (11,380 | )      | (9.6 | ) |   |
| Less-than-truckload linehaul services            |   |   | 53,676  |    |   |   | 60,025  |                       |   |                           | (6,349  | )      | (10.6 | ) |   |
| Fuel surcharges                                  |   |   | 19,573  |    |   |   | 56,260  |                       |   |                           | (36,687 | )      | (65.2 | ) |   |
| Brokerage                                        |   |   | 3,758   |    |   |   | 7,501   |                       |   |                           | (3,743  | )      | (49.9 | ) |   |
| Equipment rental                       |   |   | 2,392   |    |   |   | 2,886   |                       |   |                           | (494    | )      | (17.1 | ) |   |
| Total revenue                               |   |   | 187,102 |    |   |   | 245,755 |                       |   |                           | (58,653 | )      | (23.9 | ) |   |
|                                             |   |   |    |    |   |   |    |                       |   |                           |    |   |   |   |   |
| Operating expenses                               |   |   | 202,121 |    |   |   | 247,455 |                       |   |                           | (45,334 | )      | (18.3 | ) |   |
| Loss from operations                             |   | $      | (15,019 | )  |   | $      | (1,700  | )                          |   | $                              | (13,319 | )      | 783.5 |   | % |
| Operating ratio (b)                              |   |   | 108.0   | %       |   |   | 100.7   | %                          |   |                           |    |   |   |   |   |
|                                             |   |   |    |    |   |   |    |                       |   |                           |    |   |   |   |   |
| Total truckload revenue                          |   | $      | 107,703 |    |   | $      | 119,083 |                       |   | $                              | (11,380 | )      | (9.6 | ) | % |
| Less-than-truckload revenue                      |   |   | 53,676  |    |   |   | 60,025  |                       |   |                           | (6,349  | )      | (10.6 | ) |   |
| Total linehaul and dedicated fleet revenue  |   | $      | 161,379 |    |   | $      | 179,108 |                       |   | $                              | (17,729 | )      | (9.9 | ) | % |
|                                             |   |   |    |    |   |   |    |                       |   |                           |    |   |   |   |   |
| Weekly average trucks in service                 |   |   | 1,987   |    |   |   | 2,037   |                       |   |                           | (50     | )      | (2.5 | ) | % |
| Revenue per truck per week (c)                   |   | $      | 3,141   |    |   | $      | 3,382   |                       |   | $                              | (241    | )      | (7.1 | ) | % |

| Computational notes: |
|----------------------|
| (a)                  | Revenue and expense amounts are stated in thousands of dollars. |
| (b)                  | Operating expenses divided by total revenue. |
| (c)                  | Average daily revenue, times seven, divided by weekly average trucks in service. |

----

|                                                                 |   | (in thousands)Dollar Change |    | Percentage Change |   | Percentage of Revenue |   |
|----------------------------------------------------------------------|--------|-----------------------------|---------|-------------------|--------|-----------------------|--------|
|                                                                 |   | 2009 vs 2008                |    | 2009 vs 2008      |   |   2009      |   |   2008  |   |
| Revenue                                                              |   | $                           | (58,653 | )                 | (23.9  | )%                    | 100.0  | % | 100.0 | % |
|                                                                 |   |                        |    |              |   |                  |   |   |   |   |
| Operating Expenses                                                   |   |                        |    |              |   |                  |   |   |   |   |
|      Salaries, wages and related expenses   |   |                        | 978     |              | 1.6    |                  | 34.1   |   | 25.6 |   |
|      Purchased transportation               |   |                        | (22,118 | )                 | (34.8  | )                     | 22.2   |   | 25.9 |   |
|      Fuel                                   |   |                        | (27,445 | )                 | (48.5  | )                     | 15.6   |   | 23.0 |   |
|      Supplies and maintenance               |   |                        | (1,429  | )                 | (5.5   | )                     | 13.0   |   | 10.5 |   |
|      Revenue equipment rent                 |   |                        | 3,226   |              | 19.3   |                  | 10.7   |   | 6.8 |   |
|      Depreciation                           |   |                        | (506    | )                 | (5.3   | )                     | 4.8    |   | 3.9 |   |
|      Communications and utilities           |   |                        | 349     |              | 15.7   |                  | 1.4    |   | 0.9 |   |
|      Claims and insurance                   |   |                        | 1,451   |              | 23.1   |                  | 4.1    |   | 2.6 |   |
|      Operating taxes and licenses           |   |                        | 312     |              | 13.8   |                  | 1.4    |   | 0.9 |   |
|      Gain on sale of property and equipment |   |                        | 353     |              | (58.3  | )                     | (0.1   | ) | (0.2 | ) |
|      Miscellaneous                          |   |                        | (505    | )                 | (22.6  | )                     | 0.8    |   | 0.8 |   |
| Total Operating Expenses                                             |   | $                           | (45,334 | )                 | (18.3  | )%                    | 108.0  | % | 100.7 | %  |

----

----

----

|                                                      |   | (in thousands)            |   |
|-----------------------------------------------------------|--------|---------------------------|--------|
|                                                      |   | Six Months Ended June 30, |   |
|                                                      |   | 2009                      |   |   | 2008 |   |
| Net cash flows provided by operating activities           |   | $                         | 8,492  |   |   | $ | 1,369 |   |
| Net cash flows (used in) investing activities             |   |                      | (3,775 | ) |   |   | (3,591 | ) |
| Net cash flows (used in) provided by financing activities |   |                      | (657   | ) |   |   | 3,505 |   |
| Debt at June 30                                           |   |                      | -      |   |   |   | 4,300 |   |

----

| · | The ratio of our annual earnings before interest, taxes, depreciation, amortization, rental and any non-cash expenses from stock option activity (“EBITDAR”) to the amount of our annual fixed charges may not be less than 1.25:1.0. Fixed charges generally include interest payments, rental expense, taxes paid and payments dueon outstanding debt. |
|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| · | The ratio of our funded debt to EBITDAR may not exceed 2.5:1.0. Funded debt generally includes the amount borrowed under the credit facility or similar arrangements, letters of credit and the aggregate minimum amount of operating lease payments we are obligated to pay in the future. |
|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| · | Our tangible net worth must remain an amount greater than $80 million plus 50% of the positive amounts of our quarterly net income for each fiscal quarter ending after June 30, 2006. Tangible net worth is generally defined as our net shareholders' equity minus intangible and certain other assets plus 100% of any cash we receive from theissuance of equity securities. |
|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| · | We may not enter into a merger or acquire another entity without the prior consent of our banks. |
|--------|--------------------------------------------------------------------------------------------------|

| · | The annual amount of our net expenditures for property and equipment may not be more than $50 million after taking into account the amounts we receive from the sale of such assets. |
|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| · | Payments of dividends are generally limited to net income derived in the previous quarter. |
|--------|--------------------------------------------------------------------------------------------|

The following is a summary of our contractual obligations as of June 30, 2009: 

|                         |   | (in thousands) |    |
|------------------------------|--------|----------------|---------|
|                         |   | Total          |    |   | 2009 |   |   |   | 2010-2011 |   |   |   | 2012-2013 |   |   | After 2013 |   |
| Letters of credit            |   | $              | 5,422   |   |   | $ | - |   |   | $ | 5,422 |   |   | $ | - |   |   | $ | - |   |
| Purchase obligations         |   |           | 17,943  |   |   |   | 17,943 |   |   |   | - |   |   |   | - |   |   |   | - |   |
| Operating leases obligations |   |           |    |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Rentals                      |   |           | 98,392  |   |   |   | 18,524 |   |   |   | 50,110 |   |   |   | 18,977 |   |   |   | 10,781 |   |
| Residual guarantees          |   |           | 8,373   |   |   |   | - |   |   |   | 3,578 |   |   |   | 4,795 |   |   |   | - |   |
|                         |   | $         | 130,130 |   |   | $ | 36,467 |   |   | $ | 59,110 |   |   | $ | 23,772 |   |   | $ | 10,781 |   |

----

----

Accounts Receivable.  We are dependent upon contracts with significant customers that generate a large portion of our revenue.  Accounts receivable are recorded at the invoiced amounts, net of an allowance for doubtful accounts.  A considerableamount of judgment is required in assessing the realization of these receivables including the current creditworthiness of each customer and related aging of the past-due balances, including any billing disputes.  In order to assess the collectability of these receivables, we perform ongoing credit evaluations of our customers’ financial condition.  Through these evaluations, we may become aware of a situation in which a customer may not be able to meet its financial obligations due to deteriorationof its financial viability, credit ratings or bankruptcy.  The allowance for doubtful accounts is based on the best information available to us and is reevaluated and adjusted as additional information is received.  We evaluate the allowance based on historical write-off experience, the size of the individual customer balances, past-due amounts and the overall national economy.  We perform ongoing reviews of the adequacy of our allowance for doubtful accounts.  Invoice balances over 30 daysafter the contractual due date are considered past due per our policy and are reviewed individually for collectability.  Initial payments by new customers are monitored for compliance with contractual terms.  Account balances are charged off against the allowance after all means of collection have been exhausted and the potential recovery is considered remote. 

----

               Income Taxes.  We account for income taxes in accordance with Statement of Financial Accounting Standards (“SFAS”)No. 109, Accounting for Income Taxes and FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes — an interpretation of FASB Statement No. 109 (“FIN 48”).   As part of the process of preparing our consolidated financial statements, we are required to estimate our income taxes in each of the jurisdictions in which we operate.  This process involvesestimating our current tax exposure together with assessing temporary differences resulting from differing treatment of items for tax and financial reporting purposes.  These temporary differences result in deferred tax assets and liabilities, which are included in our accompanying consolidated balance sheets.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. To the extent it is determined that it is not likely that our deferred tax assets will be recovered, a valuation allowance must be established for the amount of the deferred tax assets determined not to be realizable.  We believe the deferred tax assets will be principally realized through future reversals of existing temporary differences (deferred tax liabilities) and future taxable income.  However, if the facts or our financial results were to change, thereby impacting the likelihood of realizingthe deferred tax assets, judgment would have to be applied to determine the amount of any increase to the valuation allowance that would be required in any given period. 

----

 Item 3.   Quantitative and Qualitative Disclosures about Market Risk

----

As required by Rule 13a-15 under the Securities Exchange Act of 1934 (the “Exchange Act”), we have carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of the end ofthe period covered by this report.  This evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer.  Based upon that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2009.  There were no changes in our internal control over financial reporting that occurred during the period covered bythis report that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.  We intend to periodically evaluate our disclosure controls and procedures as required by the Exchange Act Rules. 

   

Certain risks associated with our operations are discussed in our Annual Report on Form 10-K for the year ended December 31, 2008, under the heading “Risk Factors” in Item 1A of that report.  We do not believe there have been any material changesin these risks during the six months ended June 30, 2009. 

----

Our Annual Meeting of Shareholders was held on May 20, 2009. Of the 17,189,387 shares eligible to vote, 14,359,798 shares were represented at the meeting, either in person or by proxy. The following table summarizes the results of voting held during the Annual Meeting. 

                Each of management’s nominees for Class II directors, as listed in the proxy statement, was elected with the number of votes set forth below: 

| Director           |   | For    |       |   | Withheld |   | Results |
|--------------------|--------|--------|------------|--------|----------|--------|---------|
| Brian R. Blackmarr |   |   | 13,822,254 |   |     |   | 537,544 |   | Approved |
| W. Mike Baggett    |   |   | 13,371,248 |   |     |   | 988,550 |   | Approved |
| John T. Hickerson  |   |   | 13,753,631 |   |     |   | 606,167 |   | Approved |

| Subject of Proposal                                                                                |   | For    |       |   | Against |   |      | Abstain |   |   | BrokerNon-Vote |   | Results |
|----------------------------------------------------------------------------------------------------|--------|--------|------------|--------|---------|--------|-----------|---------|--------|--------|----------------|--------|---------|
| To approve the amended and restated Frozen Food Express Industries, Inc. 2005 Stock Incentive Plan |   |   | 10,545,169 |   |    |   | 2,408,233 |    |   |   | 4,507          |   |    |   | 1,401,899 |   | Approved |

----

   Exhibits

| 3.1    | Restated Articles of Incorporation of Frozen Food Express Industries, Inc. (filed as Exhibit 3(i) to the Company’s Current Report on Form 8-K on May 29, 2007 and incorporated herein by reference).                    |
|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                          |
| 3.2    | Amended and Restated Bylaws of Frozen Food Express Industries, Inc. (filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Commission on March 3, 3009 and incorporated herein by reference). |
|   |                                                                                                                                                                                                                          |
| 10.3   | Amended and Restated Frozen Food Express Industries, Inc. 2005 Stock Incentive Plan (filed herewith).                                                                                                                         |
|   |                                                                                                                                                                                                                          |
| 31.1   | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).                                                                                                          |
|   |                                                                                                                                                                                                                          |
| 31.2   | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).                                                                                                          |
|   |                                                                                                                                                                                                                          |
| 32.1   | Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).                                                                              |

----

|                        |  FROZEN FOOD EXPRESS INDUSTRIES, INC. |
|-----------------------------|--------------------------------------------|
|                        | (Registrant)                               |
|                        |                                       |   |
|  Dated: August 7, 2009 |  By                                   |  /s/ Stoney M. Stubbs, Jr. |
|                        |                                       | Stoney M. Stubbs, Jr.Chairman of the Board, President and Chief Executive Officer(Principal Executive Officer) |
|  Dated: August 7, 2009 |  By                                   |  /s/ Ronald J. Knutson |
|                        |                                       | Ronald J. KnutsonSenior Vice President and Chief Financial Officer(Principal Financial and Accounting Officer) |

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| 3.1    | Restated Articles of Incorporation of Frozen Food Express Industries, Inc. (filed as Exhibit 3(i) to the Company’s Current Report on Form 8-K on May 29, 2007 and incorporated herein by reference).                    |
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| 3.2    | Amended and Restated Bylaws of Frozen Food Express Industries, Inc. (filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Commission on March 3, 3009 and incorporated herein by reference). |
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| 10.3   | Amended and Restated Frozen Food Express Industries, Inc. 2005 Stock Incentive Plan (filed herewith).                                                                                                                         |
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| 31.1   | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).                                                                                                          |
|   |                                                                                                                                                                                                                          |
| 31.2   | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).                                                                                                          |
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| 32.1   | Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).                                                                              |

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