UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the fiscal year Commission file number 0-14759
ended January 2, 1998
KLLM TRANSPORT SERVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware 64-0412551
- --------------------------- ------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
135 Riverview Drive
Richland, Mississippi 39218
------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (601) 939-2545
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $1.00 Value
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes X No ____
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K.
Aggregate market value of voting stock held by nonaffiliates of the
registrant as of the close of business on March 10, 1998: $48,924,224.
The number of shares outstanding of registrant's common stock as of
March 10, 1998: 4,373,115.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the following documents are incorporated by reference:
Document Part
- -------- ----
Annual Report to Shareholders for year ended
January 2, 1998 II
Definitive Proxy Statement for Annual Meeting of
Shareholders to be held April 21, 1998 filed with
the Securities and Exchange Commission pursuant
to Regulation 14A III
Only the portions of KLLM Transport Services, Inc.'s 1997 Annual Report
to Shareholders and Proxy Statement which are expressly incorporated by
reference in this Annual Report on Form 10-K are deemed filed as part
of this report.
KLLM TRANSPORT SERVICES, INC.
FORM 10-K
TABLE OF CONTENTS
PART I PAGE
1. Business................................................4
2. Properties..............................................6
3. Legal Proceedings.......................................7
4. Submission of Matters to a Vote of
Security Holders......................................7
PART II
5. Market for Registrant's Common
Equity and Related Stockholder Matters................8
6. Selected Financial Data.................................8
7. Management's Discussion and Analysis of
Financial Condition and Results of Operations.........8
8. Financial Statements and Supplementary Data.............8
9. Changes in and Disagreements with Accountants
on Accounting and Financial Disclosure................8
PART III
10. Directors and Executive Officers
of the Registrant......................................9
11. Executive Compensation..................................9
12. Security Ownership of Certain Beneficial
Owners and Management..................................9
13. Certain Relationships and Related Transactions..........9
PART IV
14. Exhibits, Financial Statement Schedules and Reports
on Form 8-K...........................................10
PART I
Item 1. BUSINESS.
--------
KLLM Transport Services, Inc. (through its wholly-owned subsidiary,
KLLM, Inc., and KLLM, Inc.'s wholly-owned subsidiaries, KLLM Maintenance,
Inc., Gulf Logistics, Inc., KLLM Contract Logistics, Inc., KLLM Trading
Company, and Fresh International Transportation Services, Inc., hereinafter
referred to as "the Company") is an irregular-route common carrier that
specializes in providing high-quality transportation service in North America.
The Company primarily serves the continental United States, Canada and Mexico.
The Company, a Delaware corporation, is the successor by merger to KLLM
Distributing, Inc. ("KLLM Distributing"), a Mississippi corporation,
incorporated in 1964. The Company owns all of the outstanding shares of
KLLM, Inc., a Texas corporation, which owns (either in fee or as lessee)
and operates substantially all of the Company's tractors and trailers
and holds all of the operating rights presently used in the Company's
business.
The Company offers transportation services for both temperature-
controlled and dry commodities. It strives to provide dependable and
timely service designed to meet the specialized needs of its customers.
Protective service is provided on commodities such as food, medical
supplies and cosmetics. Service offerings include over-the-road long
haul and regional transportation. These services are provided via the
traditional over-the-road temperature-controlled freight operations with
both Company-operated and owner-operated equipment and the dry-van
over-the-road truckload services, which began May 1, 1995 with the
acquisition of substantially all of the assets of Vernon Sawyer, Inc.,
a regional dry-van truckload carrier based in Bastrop, Louisiana.
The Company currently owns (or leases) and operates substantially
all of its fleet. On January 2, 1998, the Company's fleet consisted of
1,464 Company-operated tractors and 349 owner-operated tractors, 2,047
temperature-controlled trailers and 570 dry-van trailers. Capital
expenditures, net of proceeds from trade-ins during 1997, were
approximately $25,764,000. Net capital expenditures in 1996 were
$20,153,000. Net capital expenditures in 1998 are expected to be
approximately $8,000,000.
Marketing and Operations
- ------------------------
KLLM specializes in providing high-quality transportation services
in North America. The Company seeks customers who value its services;
who need a number of trucks per week and who require dependable service
in meeting schedule requirements.
The Company's full-time staff of ten (10) salespersons, along with
certain executives, is responsible for developing new accounts.
Once a customer relationship is established, the primary Company
contact is an operations manager who is either dedicated to the customer
or who is responsible to a geographic territory. Working from the
Company's corporate headquarters in Mississippi and Louisiana, these
managers contact existing customers to solicit additional business.
The Company has driver terminal operations in Georgia, Louisiana,
California, Indiana, Pennsylvania and Mississippi. Maintenance
facilities are located in Mississippi, Louisiana, Texas and Georgia.
The Company's largest 25, 10 and 5 customers accounted for
approximately 63%, 49%, and 34%, respectively, of its revenue for the
year ended January 2, 1998. During 1997, one customer accounted for
more than 10% of the Company's revenues.
Maintenance
- -----------
The Company has a comprehensive preventive maintenance program
for its tractors and trailers, which is carried out at its Jackson,
Mississippi, Bastrop, Louisiana and Atlanta, Georgia facilities. The
Company's policy is to purchase standardized tractors and trailers
manufactured to Company specifications. Standardization enables the
Company to control the cost of its spare parts inventory and
streamline its preventive maintenance program.
Manufacturers of tractors are required to certify that new tractors
meet federal emissions standards, and the Company receives this
certification on each new tractor it acquires. Environmental protection
measures require the Company to adhere to a fuel and oil spill prevention
plan and to comply with regulations concerning the discharge of waste oil.
The Company believes it is in compliance with all applicable provisions
relating to the protection of the environment. Management does not
anticipate that compliance with these provisions will have a material
effect on the Company's capital expenditures, earnings or competitive
position.
Personnel
- ---------
Drivers are recruited at all driver terminal locations. On
January 2, 1998, the Company employed 1,742 drivers and had a total of
2,099 employees. None of the Company's employees is represented by a
collective bargaining unit.
Competition
- -----------
The Company competes primarily with other long-haul truckload
carriers and with internal shipping conducted by existing and potential
customers. The Company also competes with other irregular-route long-haul
truckload carriers, and to a lesser extent, the railroads, for freight
loads. Although the increased competition resulting from a combination
of deregulation, weak market demand, and a shortage of qualified drivers
has created some pressure to reduce rates, the Company competes primarily
on the basis of its quality of service and efficiency.
Trademark
- ---------
The Company's service mark, the KLLM logo, is registered with the United
States Patent and Trademark Office.
Seasonality
- -----------
In the freight transportation industry generally, results of operations
show a seasonal pattern because customers reduce shipments during and
after the winter holiday season with its attendant weather variations.
The Company's operating expenses have historically been higher in the
winter months primarily due to decreased fuel efficiency and increased
maintenance costs in colder weather.
ITEM 2. PROPERTIES.
----------
Until early in 1998, the Company's corporate office was
situated on approximately seven acres of land and contained
approximately 20,600 square feet of office space. As of March 13,
1998, that property was sold. Most of the Company's executive and
administrative functions, except those that were driver-related,
were housed in the corporate office. The corporate office was
located in Flowood, Mississippi, a suburb of Jackson. In early 1998,
all corporate office functions were moved to a facility located in
Richland, Mississippi, a suburb of Jackson, which previously housed
all driver-related executive and administrative functions, including
safety, driver training, maintenance and driver recruiting. The
Company owns a portion of the land on which this facility is located.
The remainder is owned by Benjamin C. Lee, Jr. and the Estate of
William J. Liles, Jr. The Company owns all of the improvements,
consisting of approximately 31,200 square feet of office space and
approximately 40,000 square feet of equipment repair and maintenance
space. The Company has an option to purchase the Lee and Liles part
of the land for $390,257. Mr. Lee and Mr. Liles' estate are principal
shareholders of the Company and Mr. Lee is Chairman of the Company's
Board of Directors.
The Company owns a maintenance and driver terminal facility
near Dallas, Texas which was leased out in 1997 after maintenance and
terminal operations were ceased at that facility. This facility,
which consists of approximately 8,000 square feet of office space and
13,700 square feet of equipment repair and maintenance space, is located
on approximately nine acres of land. That property is currently
available for sale.
The Company also owns a maintenance and driver terminal
operation in Atlanta, Georgia. This facility, which includes two
buildings containing approximately 5,000 square feet of office space
and 20,000 square feet of maintenance space, is located on approximately
eighteen acres of land.
Additionally, the Company's dry-van operation in Bastrop, Louisiana
is situated on 20 acres of land. The facilities located thereon include
approximately 8,000 square feet of office space and 36,500 square feet of
maintenance space.
The remaining driver terminal facilities are leased by the Company
pursuant to various short-term leases.
ITEM 3. LEGAL PROCEEDINGS.
-----------------
The Company is involved in various claims and routine litigation
incidental to its business. Although the amount of ultimate liability,
if any, with respect to these matters cannot be determined, management
believes that these matters will not have a materially adverse effect on
the Company's consolidated financial position.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
---------------------------------------------------
Not applicable.
PART II
Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
---------------------------------------------------------------------
"Market and Dividend Information" on page 7 of the Company's 1997
Annual Report to Shareholders is incorporated herein by reference in response
to this item.
Item 6. SELECTED FINANCIAL DATA.
-----------------------
"Selected Financial and Operating Data" on page 6 of the Company's
1997 Annual Report to Shareholders is incorporated herein by reference in
response to this item.
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
-----------------------------------------------------------------
FINANCIAL CONDITION.
-------------------
"Management's Discussion and Analysis of Results of Operations and
Financial Condition" on pages 8-12 of the Company's 1997 Annual Report to
Shareholders is incorporated herein by reference in response to this item.
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
-------------------------------------------
The Report of Independent Auditors and the consolidated financial
statements included on pages 13-24 of the Company's 1997 Annual Report to
Shareholders are incorporated herein by reference in response to this item.
"Selected Quarterly Data (Unaudited)" on page 7 of the Company's
1997 Annual Report to Shareholders is incorporated herein by reference in
response to this item.
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
---------------------------------------------------------------
FINANCIAL DISCLOSURE.
--------------------
None.
PART III
Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
--------------------------------------------------
The information under the caption, "Election of Directors--Nominees
for Director," of the Company's definitive proxy statement for its scheduled
April 21, 1998 Annual Meeting of Shareholders filed with the Securities and
Exchange Commission pursuant to Regulation 14A, is incorporated herein by
reference in response to this item.
The information under the caption, "Election of Directors--
Management," of the Company's definitive proxy statement for its
scheduled April 21, 1998 Annual Meeting of Shareholders filed with the
Securities and Exchange Commission pursuant to Regulation 14A, is
incorporated herein by reference in response to this item.
The information under the caption, "Section 16(a) Beneficial
Ownership Reporting Compliance" of the Company's definitive proxy statement
for its scheduled April 21, 1998 Annual Meeting of Shareholders filed
with the Securities and Exchange Commission pursuant to Regulation 14A,
is incorporated herein by reference in response to this item.
Item 11. EXECUTIVE COMPENSATION.
----------------------
The information under the captions, "Executive Compensation;
Director Compensation; Compensation Committee Report on Executive
Compensation; Compensation Committee Interlocks and Insider Participation;
Stock Option Plan; Employee Stock Purchase Plan ("ESPP") and Performance
Graph" of the Company's definitive proxy statement for its scheduled
April 21, 1998 Annual Meeting of Shareholders filed with the Securities
Exchange Commission pursuant to Regulation 14A, is incorporated herein
by reference in response to this item.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
--------------------------------------------------------------
The information under the caption "Election of Directors--Stock
Ownership," of the Company's definitive proxy statement for its
scheduled April 21, 1998 Annual Meeting of Shareholders filed with
the Securities and Exchange Commission pursuant to Regulation 14A, is
incorporated herein by reference in response to this item.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
----------------------------------------------
The information contained in the section titled "Certain
Transactions" on page 5 of the Company's definitive proxy statement
for its scheduled April 21, 1998 Annual Meeting of Shareholders filed
with the Securities and Exchange Commission pursuant to Regulation 14A,
is incorporated herein by reference in response to this item.
PART IV
Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.
---------------------------------------------------------------
a. The following documents are filed, as part of this
report or incorporated by reference herein:
1. Financial Statements
The following consolidated financial statements
of the Company and its subsidiaries, included in the
Company's Annual Report, are incorporated by reference
in Item 8:
Consolidated Balance Sheets-January 3, 1997 and
January 2, 1998.
Consolidated Statements of Operations--Years ended
December 29, 1995, January 3, 1997 and
January 2, 1998.
Consolidated Statements of Stockholders' Equity--
Years ended December 29, 1995, January 3, 1997
and January 2, 1998.
Consolidated Statements of Cash Flows--Years ended
December 29, 1995, January 3, 1997 and
January 2, 1998.
Notes to Consolidated Financial Statements
2. Financial Statement Schedules
The following consolidated financial statement
schedule is included in Item 14(d):
Schedule II - Valuation and Qualifying Accounts.
All other schedules for which provision is made
in the applicable accounting regulations of the
Securities and Exchange Commission are not required
under the related instructions or are inapplicable,
and therefore have been omitted.
3. Listing of Exhibits
(i) Exhibits filed pursuant to Item 601 of
Regulation S-K
Exhibit Number Description
3.1 Bylaws of Registrant 1
3.2 Certificate of Incorporation (as amended) 2
10.1 Amended & Restated Stock Option Plan 3
10.2 KLLM, Inc. Retirement Plan and Trust
(as amended) 4
10.3 1986 Lease with Mr. Lee and Mr. Liles
Covering Corporate Headquarters 1
10.4 Employee Stock Purchase Plan (as amended) 5
10.5 Options granted to Mr. Young and Dr. Neely 6
- -----------------------
1 Incorporated herein by reference to Registrant's Registration
Statement on Form S-1 as filed on July 2, 1986 (Registration
No. 33-5881, File No. 0-14759).
2 Incorporated herein by reference to Registrant's Annual Report
on Form 10-K for the year ended January 1, 1989 (File No.
0-14759).
3 Incorporated herein by reference to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1989 (File No.
0-14759).
4 Incorporated herein by reference to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1991 (File No.
0-14759).
5 Incorporated herein by reference from Fourth Post-Effective
Amendment to Registration Statement on Form S-8 as filed on
November 30, 1990 (Registration No. 33-14545).
6 Incorporated herein by reference to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1987 (File No.
0-14759).
Exhibit Number Description
10.6 First Amendment to Options granted to Mr. Young and
Dr. Neely 7
10.7 KLLM, Inc. Cafeteria Plan 7
10.8 KLLM Maintenance, Inc. Retirement Plan and Trust
Agreement 7
10.9 Option to purchase real property on which terminal
facility is located from Messrs. Liles and Lee 4
10.10 Stock Purchase Agreement by and between KLLM, Inc.
and Fresh International Corp. 8
10.11 Revolving Credit Agreement by and among KLLM, Inc.,
NationsBank of Georgia, National Association, The
First National Bank of Chicago, Deposit Guaranty
National Bank, and ABN Amro Bank, N.V. 8
10.12 Employment Agreement between KLLM Transport Services,
Inc. and Steven K. Bevilaqua 9
10.13 Options granted to Steven K. Bevilaqua 9
10.14 Asset Purchase Agreement by and among Vernon Sawyer,
Inc. and Vernon and Nancy Sawyer as Sellers and
KLLM, Inc. as Purchaser (schedules furnished upon
request) 9
- -------------------
7 Incorporated herein by reference to Registrant's Annual
Report on Form 10-K for the year ended December 31, 1990
(File No. 0-14759).
8 Incorporated herein by reference to Registrant's Annual
Report on Form 10-K for the year ended December 30, 1994
(File No. 0-14759).
9 Incorporated herein by reference to Registrant's Annual
Report on Form 10-K for the year ended December 29, 1995
(File No. 0-14759).
Exhibit Number Description
10.15 1996 Stock Option Plan 10
10.16 Amended and Restated 1996 Stock
Purchase Plan 10
10.17 1998 Non-Employee Director Stock
Compensation Plan
10.18 Stockholder Protection Rights Agree-
ment dated February 13, 1997 between
KLLM Transport Services, Inc. and
KeyCorp Shareholder Services, Inc.,
as Rights Agent 11
13 1997 Annual Report (only portions
incorporated by reference are deemed filed)
21 List of Subsidiaries of the Registrant 8
23 Consent of Ernst & Young LLP
27 Financial Data Schedule
(b) Reports on Form 8-K filed in the fourth quarter of 1997: None
(c) Exhibits--The response to this portion of Item 14 is submitted
as a separate section of this report.
(d) Financial Statements Schedules--The response to this portion
of Item 14 is submitted as a separate section of this report.
- --------------------
10 Incorportated herein by reference to Registrant's Annual
Report on Form 10-K for the year ended January 3, 1997
(File No. 0-14759).
11 Incorporated herein by reference to Registrant's Form
8-A12G\A as filed on February 24, 1997 (File No. 001-12751).
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this annual
report to be signed on its behalf by the undersigned thereunto duly
authorized.
KLLM TRANSPORT SERVICES, INC.
Date: March 31, 1998 By: /s/ Steven K. Bevilaqua
----------------------------
Steven K. Bevilaqua
President, Chief Executive Officer and
Director
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf
of the Registrant and in the capacities and on the dates indicated.
Date: March 31, 1998 /s/ Benjamin C. Lee, Jr.
------------------------------
Benjamin C. Lee, Jr.
Chairman of the Board of Directors
Date: March 31, 1998 /s/ Steven K. Bevilaqua
------------------------------
Steven K. Bevilaqua
President, Chief Executive Officer and
Director
Date: March 31, 1998 /s/ James Leon Young
-------------------------------
James Leon Young
Secretary and Director
Date: March 31, 1998 /s/ Walter P. Neely
-------------------------------
Walter P. Neely
Director
Date: March 31, 1998 /s/ Leland R. Speed
-------------------------------
Leland R. Speed
Director
Date: --------------------------------
C. Tom Clowe, Jr.
Director
Date: March 31, 1998 /s/ Steven L. Dutro
---------------------------------
Steven L. Dutro
Chief Financial Officer
Pursuant to the requirements of the Securities Exchange
Act of 1934, the Board of Directors, administrators of the
KLLM Transport Services, Inc. Employee Stock Purchase Plan and
the KLLM Transport Services, Inc. 1996 Stock Purchase Plan, have
duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
KLLM TRANSPORT SERVICES, INC. EMPLOYEE
STOCK PURCHASE PLAN
and
KLLM TRANSPORT SERVICES, INC. 1996 STOCK
PURCHASE PLAN
Date: March 31, 1998 By: /s/ Steven K. Bevilaqua
------------------------------
Steven K. Bevilaqua
President, Chief Executive Officer and
Director
ITEM 14(a)(2) and (c)
FINANCIAL STATEMENT SCHEDULES
KLLM TRANSPORT SERVICES, INC. and SUBSIDIARIES
SCHEDULE II - VALUATION and QUALIFYING ACCOUNTS
Years Ended December 29, 1995, January 3, 1997, and January 2, 1998
BALANCE AT CHARGED TO WRITE-OFF BALANCE AT
BEGINNING COST AND OF END
DESCRIPTION OF PERIOD EXPENSES ACCOUNTS OF PERIOD
(In Thousands)
- --------------- ---------- ---------- --------- ----------
Accounts Receivable
Allowance:
Year ended
December 29, 1995 $147 $1,239 $907 $479
Year ended
January 3, 1997 $479 $ 520 $317 $682
Year ended
January 2, 1998 $682 $ 335 $128 $889
EXHIBIT INDEX
Exhibit Number Description Page
- --------------- ----------- ----
3.1 Bylaws of Registrant 1
3.2 Certificate of Incorporation
(as amended) 2
10.1 Amended and Restated Stock
Option Plan 3
10.2 KLLM, Inc. Retirement Plan and
Trust (as amended) 4
10.3 1986 Lease with Mr. Lee and
Mr. Liles Covering Corporate
Headquarters 1
10.4 Employee Stock Purchase
Plan (as amended) 5
10.5 Options granted to Mr. Young
and Dr. Neely 6
- -----------------------------
1 Incorporated herein by reference to Registrant's Registration
Statement on Form S-1 as filed on July 2, 1986 (Registration
No. 33-5881, File No. 0-14759).
2 Incorporated herein by reference to Registrant's Annual Report
on Form 10-K for the year ended January 1, 1989 (File No. 0-14759).
3 Incorporated herein by reference to Registrant's Annual Report on
Form 10-K for the year ended December 31, 1989 (File No. 0-14759).
4 Incorporated herein by reference to Registrant's Annual Report on
Form 10-K for the year ended December 31, 1991 (File No. 0-14759).
5 Incorporated herein by reference from Fourth Post-Effective
Amendment to Registration Statement on Form S-8 as filed on
November 30, 1990 (Registration No. 33-14545).
6 Incorporated herein by reference to Registrant's Annual Report on
Form 10-K for the year ended December 31, 1987 (File No. 0-14759).
EXHIBIT INDEX
Exhibit Number Description Page
- -------------- ----------- ----
10.6 First Amendment to Options granted
to Mr. Young and Dr. Neely 7
10.7 KLLM, Inc. Cafeteria Plan 7
10.8 KLLM Maintenance, Inc. Retirement
Plan and Trust Agreement 7
10.9 Option to purchase real property
on which terminal facility
is located from Messrs. Liles
and Lee 4
10.10 Stock Purchase Agreement by and
between KLLM, Inc. and Fresh
International Corp. 8
10.11 Revolving Credit Agreement by and
among KLLM, Inc., NationsBank
of Georgia, National Association,
The First National Bank of Chicago,
Deposit Guaranty National Bank,
and ABN Amro Bank, N. V. 8
10.12 Employment Agreement between
KLLM Transport Services, Inc.
and Steven K. Bevilaqua 9
10.13 Options granted to Steven K. Bevilaqua 9
10.14 Asset Purchase Agreement by and among
Vernon Sawyer, Inc. and Vernon and
Nancy Sawyer as Sellers and KLLM,
- -------------------------------
7 Incorporated herein by reference to Registrant's Annual Report on
Form 10-K for the year ended December 31, 1990 (File No. 0-14759).
8 Incorporated herein by reference to Registrant's Annual Report on
Form 10-K for the year ended December 30, 1994 (File No. 0-14759).
9 Incorporated herein by reference to Registrant's Annual Report on
Form 10-K for the year ended December 29, 1995 (File No. 0-14759).
EXHIBIT INDEX
Exhibit Number Description Page
- -------------- ----------- ----
Inc. as Purchaser (schedules furnished
upon request) 9
10.15 1996 Stock Option Plan10
10.16 Amended and Restated 1996 Stock Purchase Plan10
10.17 1998 Non-Employee Director Stock Compensation Plan
10.18 Stockholder Protection Rights Agreement dated
February 13, 1997 between KLLM Transport Services,
Inc. and KeyCorp Shareholder Services, Inc., as
Rights Agent11
13 1997 Annual Report (Only portions
incorporated by reference are
deemed filed)
21 List of Subsidiaries of the Registrant 8
23 Consent of Ernst & Young LLP
27 Financial Data Schedule
- ------------------
10 Incorporated herein by reference to Registrant's Annual
Report on Form 10-K for the year ended January 3, 1997
(File No. 0-14759).
11 Incorporated herein by reference to Registrant's Form
8-A12G\A as filed on February 24, 1997 (File No. 001-12751).