UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549

                             ----------------


                                 FORM 8-K
                              CURRENT REPORT
                    Pursuant to Section 13 or 15(d) of
                    the Securities Exchange Act of 1934

             Date of Report (Date of earliest event reported):
                             November 30, 2006

                             -----------------

                         WERNER ENTERPRISES, INC.
          (Exact name of registrant as specified in its charter)


     NEBRASKA                         0-14690                    47-0648386
(State or other jurisdiction of    (Commission File           (IRS Employer
incorporation)                          Number)         Identification No.)


14507 FRONTIER ROAD
POST OFFICE BOX 45308
OMAHA, NEBRASKA                                                       68145
(Address of principal                                            (Zip Code)
executive offices)

    Registrant's telephone number, including area code:  (402) 895-6640


Check  the  appropriate  box below if the Form 8-K filing  is  intended  to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities  Act
(17 CFR 230.425)

[  ]  Soliciting  material  pursuant  to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b)  under  the
Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to Rule 13e-4(c)  under  the
Exchange Act (17 CFR 240.13e-4(c))



ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER
           AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.

      On December 4, 2006, Werner Enterprises, Inc. (the "Company") amended
its  $125.0  million bank credit facility with Wells Fargo  Bank,  National
Association.  This sixth amendment to the original credit  agreement  dated
May  16,  2003, as amended, increased the credit facility to $175.0 million
and  removed the clause that called for a reduction in the maximum facility
amount on December 31, 2007.  Any amounts that may be borrowed pursuant  to
this  facility  bear  interest  at a variable  rate  based  on  the  London
Interbank  Offered Rate and would be due and payable in full on  or  before
May  31, 2011.  The amendment also modified the definition of total  funded
debt for purposes of calculating the maximum ratio of total funded debt  to
earnings before interest, income taxes, depreciation, and amortization.

     As  of  December  4, 2006, the Company had outstanding  borrowings  of
$50.0  million under this facility, and the credit available is reduced  by
$39.2  million  in letters of credit the Company maintains.  The  Company's
total  outstanding  debt  as of December 4, 2006 is  $90.0  million,  which
includes  borrowings  of  $40.0 million under  its  $100.0  million  credit
facility with Harris, N.A.


ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF
           DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY
           ARRANGEMENTS OF CERTAIN OFFICERS.

      On November 30, 2006, the Compensation Committee (the "Committee") of
the Board of Directors of Werner Enterprises, Inc. (the "Company") approved
the  following annual discretionary bonuses to be paid on December 4,  2006
to  the Company's principal executive officer, principal financial officer,
and other named executive officers:




       Name                            Title                       Bonus
-------------------   -----------------------------------------   --------
                                                            
Clarence L. Werner    Chairman of the Board and Chief
                      Executive Officer                           $350,000
Gary L. Werner        Vice Chairman                               $230,000
Gregory L. Werner     President and Chief Operating Officer       $350,000
Daniel H. Cushman     Senior Executive Vice President and
                      Chief Marketing Officer                     $245,000
Derek J. Leathers     Senior Executive Vice President -
                      Value Added Services, International         $230,000
John J. Steele        Executive Vice President, Treasurer
                      and Chief Financial Officer                  $80,000




                                SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of  1934,
the  Registrant has duly caused this report to be signed on its  behalf  by
the undersigned hereunto duly authorized.


                                        WERNER ENTERPRISES, INC.


Date:      December 6, 2006             By:  /s/ John J. Steele
           ----------------                  ------------------------------
                                             John J. Steele
                                             Executive Vice President,
                                              Treasurer and Chief
                                              Financial Officer


Date:      December 6, 2006             By:  /s/ James L. Johnson
           ----------------                  ------------------------------
                                             James L. Johnson
                                             Senior Vice President,
                                              Controller and Corporate
                                              Secretary