ARKANSAS BEST CORPORATION
                                      
              Proxy Solicited by the Board of Directors for the
                Annual Meeting of Shareholders -- May 9, 1995


Donald L. Neal and Richard F. Cooper, jointly and severally, each with the
power of substitution and revocation, are hereby authorized to represent the
undersigned, with all powers which the undersigned would possess if
personally present, to vote all shares the undersigned is entitled to vote at
the Annual Meeting of Shareholders of Arkansas Best Corporation to be held at
3801 Old Greenwood Road, Fort Smith, Arkansas 72903, at 9:00 A.M. CDT on
Tuesday, May 9, 1995, and at any postponements or adjournments of that
meeting, as set forth below, and in their discretion upon any other business
that may properly come before the meeting.

This proxy will be voted as specified or, if no choice is specified, will be
voted FOR the election of the nominees named and FOR each of the other
proposals specified herein.

              ** CONTINUED AND TO BE SIGNED ON REVERSE SIDE **

                            ARKANSAS BEST CORPORATION
    PLEASE MARK VOTE IN OVAL IN THE FOLLOWING MANNER USING DARK INK ONLY. []

                                                               FOR all
                                                              nominees,
                                                             except vote
                                                   WITHHELD withjeld from
                                         FOR all   from all the following
                                         nominees  nominees  nominee(s):
1.  Nominees:  Frank Edelstein   .
               and Robert A. Young III      []        []       []


                                            FOR    AGAINST   ABSTAIN
2.  Amendment to Arkansas Best
    Corporation 1992 Stock Option Plan      []        []       []


                                            FOR    AGAINST   ABSTAIN
3.  To ratify the appointment of Ernst &
    Young LLP as the Company's independent
    certified public accountants.           []        []       []

PLEASE SIGN EXACTLY AS NAME APPEARS HEREON. JOINT OWNERS SHOULD EACH SIGN. WHERE
APPLICABLE, INDICATE OFFICIAL POSITION OR REPRESENTATIVE CAPACITY.

                                    Date: ___________________________

___________________________________ 
SIGNATURE

___________________________________ 
SIGNATURE

PLEASE VOTE, SIGN, DATE, AND RETURN THIS PROXY CARD PROMPTLY USING THE ENCLOSED
ENVELOPE.