Exhibit 5.1



                                January 29, 2003

The Board of Directors
Arkansas Best Corporation
3801 Old Greenwood Road
Fort Smith, AR 72903

Re:      Securities and Exchange Form S-8 Filing
         Arkansas Best Corporation Supplemental Benefit Plan

Dear Sirs:

         As  General   Counsel  for  Arkansas  Best   Corporation,   a  Delaware
corporation  ("Company"),  I have represented the Company in connection with the
registration  with the Securities and Exchange  Commission  under the Securities
Act of 1933 of obligations ("Obligations") to be issued by the Company from time
to time  pursuant to the Arkansas  Best  Corporation  Supplemental  Benefit Plan
("Plan").  This opinion is delivered in accordance with the requirements of Item
601(b)(5) of Regulation  S-K under the  Securities  Act of 1933, as amended (the
"Act").  In  connection  with this  opinion,  I am familiar  with the  corporate
proceedings  taken by the Company in connection  with the  authorization  of the
Plan and the Obligations,  and have made such other examinations of law and fact
as  considered  necessary  in order to form a basis  for the  opinion  hereafter
expressed.

         Based upon the foregoing, I am of the opinion that the Obligations have
been duly authorized,  and upon the issuance of the Obligations  under the terms
of the Plan, such Obligations  will be legally valid and binding  obligations of
the Company,  except as may be limited by the effect of bankruptcy,  insolvency,
reorganization,  moratorium  or other  similar  laws now or  hereafter in effect
relating to or  affecting  the rights or remedies  of  creditors;  the effect of
general principles of equity,  whether enforcement is considered in a proceeding
in equity or at law, and the discretion of the court before which any proceeding
therefor  may be  brought;  and the effect of the laws of usury or other laws or
equitable  principles  relating  to or limiting  the  interest  rate  payable on
indebtedness.

         I am  admitted  to the Bar of the State of  Arkansas,  and I express no
opinion as to the laws of any other jurisdiction. I hereby consent to the filing
of this opinion as an exhibit to the Registration Statement and to the use of my
name wherever appearing in the Registration Statement and any amendment thereto.
In giving  this  consent,  I do not admit  that I come  within the  category  of
persons whose consent is required  under Section 7 of the  Securities Act or the
Rules and Regulations of the Securities and Exchange Commission thereunder.


                                          Yours truly,


                                          /s/ Richard F. Cooper
                                          ---------------------------------
                                          Richard F. Cooper