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
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
Gold Jonathan C
   2. Issuer Name and Ticker or Trading Symbol
QUALITY DISTRIBUTION INC [QLTY] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sr.V.P. General Counsel & Sec
(Last)
(First)
(Middle)
4041 PARK OAKS BOULEVARD, SUITE 200		 3. Date of Earliest Transaction (Month/Day/Year)
05/26/2011
(Street)

TAMPA, FL 33610		 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 05/26/2011   M   5,000 A $ 7.94 18,500 D  
Common Stock 05/26/2011   M   2,376 A $ 4.5 20,876 D  
Common Stock 05/26/2011   S   7,376 D $ 11.8063 13,500 D  
Common Stock 05/27/2011   M   7,624 A $ 4.5 21,124 D  
Common Stock 05/27/2011   M   10,000 A $ 2.47 31,124 D  
Common Stock 05/27/2011   M   1,460 A $ 1.25 32,584 D  
Common Stock 05/27/2011   M   6,250 A $ 3.82 38,834 D  
Common Stock 05/27/2011   S   25,334 D $ 11.7176 (1) 13,500 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)

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
Employee Stock Option (right to buy) $ 7.94 05/26/2011   M     5,000   (2) 01/03/2016 Common Stock 5,000 $ 0 0 D  
Employee Stock Option (right to buy) $ 4.5 05/26/2011   M     2,376   (3) 01/02/2018 Common Stock 2,376 $ 0 12,624 D  
Employee Stock Option (right to buy) $ 4.5 05/27/2011   M     7,624   (3) 01/02/2018 Common Stock 7,624 $ 0 5,000 D  
Employee Stock Option (right to buy) $ 2.47 05/27/2011   M     10,000   (4) 01/29/2019 Common Stock 10,000 $ 0 10,000 D  
Employee Stock Option (right to buy) $ 1.25 05/27/2011   M     1,460   (5) 03/11/2019 Common Stock 1,460 $ 0 1,460 D  
Employee Stock Option (right to buy) $ 3.82 05/27/2011   M     6,250   (6) 11/04/2019 Common Stock 6,250 $ 0 18,750 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Gold Jonathan C
4041 PARK OAKS BOULEVARD, SUITE 200
TAMPA, FL 33610		       Sr.V.P. General Counsel & Sec  

Signatures

 /s/ Jonathan C. Gold   05/31/2011
**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) On May 27, 2011, Mr. Gold sold 25,334 shares of Common Stock at a weighted average price of $11.71755 per share, at prices ranging from $11.7132 to $11.72766 per share. Mr. Gold undertakes to provide to the staff of the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares purchased or sold at each separate price within the ranges described in this footnote.
(2) The exercised options were part of a grant of 5,000 options awarded on January 3, 2006, of which one third of the options vested on each of the first three anniversaries of the grant date.
(3) The exercised options were part of a grant of 15,000 options awarded on January 2, 2008, of which one third of the options vested or vest on each of the second, third and fourth anniversaries of the grant date.
(4) The exercised options were part of a grant of 20,000 options awarded on January 29, 2009, of which one quarter of the options vested or vest on each of the first four anniversaries of the grant date.
(5) The exercised options were part of a grant of 2,920 options awarded on March 11, 2009, of which one quarter of the options vested or vest on each of the first four anniversaries of the grant date.
(6) The exercised options were part of a grant of 25,000 options awarded on November 4, 2009, of which one quarter of the options vested or vest on each of the first four anniversaries of the grant date.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.