Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 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 *
RUED SCOTT D
   2. Issuer Name and Ticker or Trading Symbol
Roadrunner Transportation Systems, Inc. [RRTS] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman of the Board
(Last)
(First)
(Middle)
4900 S. PENNSYLVANIA AVENUE		 3. Date of Earliest Transaction (Month/Day/Year)
12/10/2010
(Street)

CUDAHY, WI 53110		 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 12/10/2010   P   100 A $ 13.39 100 D  
Common Stock 12/10/2010   P   3,812 A $ 13.4 3,912 D  
Common Stock 12/10/2010   P   9,423 A $ 13.42 13,335 D  
Common Stock 12/10/2010   P   1,414 A $ 13.43 14,749 D  
Common Stock 12/10/2010   P   5,399 A $ 13.44 20,148 D  
Common Stock 12/10/2010   P   6,613 A $ 13.45 26,761 D  
Common Stock 12/10/2010   P   1,539 A $ 13.46 28,300 D  
Common Stock 12/10/2010   P   1,700 A $ 13.48 30,000 D  
Common Stock 12/13/2010   P   100 A $ 13.33 30,100 D  
Common Stock 12/13/2010   P   676 A $ 13.34 30,776 D  
Common Stock 12/13/2010   P   624 A $ 13.35 31,400 D  
Common Stock 12/13/2010   P   300 A $ 13.36 31,700 D  
Common Stock 12/13/2010   P   200 A $ 13.38 31,900 D  
Common Stock 12/13/2010   P   100 A $ 13.4 32,000 D  
Common Stock 12/13/2010   P   8,000 A $ 13.42 40,000 D  
Common Stock               14,246,625 (1) I See Footnote (2) (3)

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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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
RUED SCOTT D
4900 S. PENNSYLVANIA AVENUE
CUDAHY, WI 53110		   X   X   Chairman of the Board  

Signatures

 Lisa M. Costello (a/k/a Lisa M. Withers), Attorney-in-Fact   12/14/2010
**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) Represents 11,632,192 shares of common stock held by Thayer Equity Investors V, L.P. ("Thayer"); 24,369 shares of common stock held by TC Roadrunner-Dawes Holdings, L.L.C. ("TC Roadrunner"); and 24,455 shares of common stock held by TC Sargent Holdings, L.L.C. ("TC Sargent"); 2,528,947 shares held by Thayer | Hidden Creek Partners II, L.P. ("Partners II"); and 36,662 shares held by THC Co-Investors II, L.P. ("Investors II").
(2) TC Equity Partners V, L.L.C. ("TCE") is the general partner of Thayer and Thayer | Hidden Creek Partners, L.L.C. ("THC") is the managing member of TCE. TC Co-Investors V, L.L.C. ("Investors") is the managing member of each of TC Sargent and TC Roadrunner. Thayer | Hidden Creek Management, L.P. ("Management") is the sole manager of Investors, and THC is the general partner of Management. THCP Management II, L.P. ("THCP") is the general partner of Partners II and Investors II, and THC is the general partner of THCP. As such, TCE, Investors, Management, THCP, and THC may be deemed to be beneficial owners of the shares reported in Table I. Each of TCE, Investors, Management, THCP, and THC expressly disclaims beneficial ownership of the shares except to the extent of its pecuniary interest therein. The filing of this form should not be deemed an admission that TCE, Investors, Management, THCP, or THC is, for Section 16 purposes or otherwise, the beneficial owner of such shares.
(3) The Reporting Person expressly disclaims beneficial ownership of the shares reported in Table I, except to the extent of his pecuniary interest therein. The filing of this form should not be deemed an admission that the Reporting Person is, for Section 16 purposes or otherwise, the beneficial owner of such shares.

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