Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Pitchford William D
2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2013
3. Issuer Name and Ticker or Trading Symbol
WABASH NATIONAL CORP /DE [WNC]
(Last)
(First)
(Middle)
1000 SAGAMORE PARKWAY SOUTH
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP of Human Resources
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LAFAYETTE, IN 47905
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy)   (1) 02/20/2023 Common Stock 4,620 $ 9.61 D  
Stock Option (right to buy)   (2) 02/23/2022 Common Stock 7,510 $ 10.85 D  
Restricted Stock Units   (3)   (4) Common Stock 2,580 $ 0 D  
Restricted Stock Units   (5)   (6) Common Stock 2,910 $ 0 D  
Performance Units 02/23/2015 02/23/2015 Common Stock 3,000 $ (8) D  
Performance Units 02/20/2016 02/20/2016 Common Stock 3,880 $ (7) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Pitchford William D
1000 SAGAMORE PARKWAY SOUTH
LAFAYETTE, IN 47905
      SVP of Human Resources  

Signatures

William D. Pitchford 06/14/2013
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Award vests in three equal installments on February 20, 2014, 2015, and 2016.
(2) Award vests in three equal installment on February 23, 2013, 2014, and 2015
(3) Award will fully vest on February 23, 2015
(4) The grantee will be entitled to receive shares of common stock equal to the number of units vested on 2/23/2015.
(5) Award will fully vest on February 20, 2016
(6) The grantee will be entitled to receive shares of common stock equal to the number of units vested on February 20, 2016.
(7) Performance Units were granted on 2/20/13, subject to achievement of performance period criteria for a three-year period ending upon the close of the Company's 2015 fiscal year. Number of units reported assume the Company meets target performance criteria at the end of 2015; actual units earned will be adjusted based on actual performace against the performance criteria. Any earned units will vest on 2/20/2016, at which time each earned and vested unit will convert to one share of the Company's common stock.
(8) Performance units were earned upon the close of the Company's 2012 fiscal year, based on performance criteria adopted by the Company's Board of Directors. The grantee will be entitled to receive shares of common stock equal to the number of units that will vest on 2/23/2015.

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