EXPLANATORY STATEMENT
This Post-Effective Amendment relates to the following Registration Statements on Form S-8 (collectively, the “Registration Statements”) of Frozen Food Express Industries, Inc. (the “Company”):
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Registration Statement No. 333-162389, filed with the Securities and Exchange Commission (the “SEC”) on October 8, 2009, registering 500,000 shares of the Company’s Common Stock, par value $1.50 per share (the “Common Stock”), under the Company’s 2005 Stock Incentive Plan;
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Registration Statement No. 333-155399, filed with the SEC on November 17, 2008, registering 50,000 shares of Common Stock under the Company’s 2005 Non-Employee Director Restricted Stock Plan;
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Registration Statement No. 333-144232, filed with the SEC on June 29, 2007, registering 2,200,000 shares of Common Stock under the Company’s 2005 Stock Incentive Plan;
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Registration Statement No. 333-128125, filed with the SEC on September 6, 2005, registering 50,000 shares of Common Stock under the Company’s 2005 Non-Employee Director Restricted Stock Plan;
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Registration Statement No. 333-120568, filed with the SEC on November 17, 2004, registering 850,000 shares of Common Stock under the Company’s 2002 Incentive and Nonstatutory Option Plan;
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Registration Statement No. 333-106696, filed with the SEC on July 1, 2003, registering 850,000 shares of Common Stock under the Company’s 2002 Incentive and Nonstatutory Option Plan;
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Registration Statement No. 333-56248, filed with the SEC on February 27, 2001, registering 500,000 shares of Common Stock under FFE Transportation Services, Inc.’s 401(k) Wrap Plan;
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Registration Statement No. 333-56204, filed with the SEC on February 26, 2001, registering 2,500,000 shares of Common Stock under the Company’s 401(k) Savings Plan;
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Registration Statement No. 333-87915, filed with the SEC on September 28, 1999, registering 1,500,000 shares of Common Stock under the Company’s 401(k) Savings Plan;
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Registration Statement No. 333-87913, filed with the SEC on September 28, 1999, registering 300,000 shares of Common Stock under the Company’s 1992 Incentive and Nonstatutory Option Plan;
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Registration Statement No. 333-52701, filed with the SEC on May 14, 1998, registering 1,500,000 shares of Common Stock under the Company’s Employee Stock Option Plan;
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Registration Statement No. 333-38133, filed with the SEC on October 17, 1997, registering 750,000 shares of Common Stock under the Company’s 1992 Incentive and Nonstatutory Option Plan;
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Registration Statement No. 333-21831, filed with the SEC on February 14, 1997, registering 1,500,000 shares of Common Stock under the Company’s Employee Stock Option Plan;
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Registration Statement No. 033-59465, filed with the SEC on May 19, 1995, registering 125,000 shares of Common Stock under the Company’s 1995 Non-Employee Director Stock Option Plan; and
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Registration Statement No. 033-59461, filed with the SEC on May 19, 1995, registering 812,500 shares of Common Stock under the Company’s 1992 Incentive and Nonstatutory Option Plan.
On August 19, 2013, pursuant to that certain Agreement and Plan of Merger dated as of July 12, 2013, by and among Duff Brothers Capital Corporation, Duff Brothers Subsidiary, Inc., and the Company, the Company became a wholly-owned subsidiary of Duff Brothers Capital Corporation. As a result of the transactions contemplated thereby, the Company has terminated all offerings of the Company’s securities pursuant to the Registration Statements.
This Post-Effective Amendment to each of the Registration Statements is being filed to deregister, as of the effectiveness of this post-effective amendment, all unsold securities which were registered for sale under the Registration Statements.
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