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)
August 13, 2002
USFREIGHTWAYS CORPORATION
Delaware 0-19791 36-3790696
(State of Incorporation) (Commission (IRS Employer
File Number) Identification No.)
8550 West Bryn Mawr Avenue, Suite 700
Chicago, Illinois 60631
(Address of principal executive offices) (Zip Code)
Registrant's telephone number
including area code: (773) 824-1000
Not Applicable
(Former name or former address, if changed since last report)
Item 7. Financial Statements and Exhibits.
Exhibits (furnished pursuant to Item 9)
99.1 Statement under Oath of Chief Executive Officer of USFreightways
Corporation regarding Facts and Circumstances Relating to Exchange Act
Filings
99.2 Statement under Oath of Chief Financial Officer of USFreightways
Corporation regarding Facts and Circumstances Relating to Exchange Act
Filings
99.3 Statement of Chief Executive Officer Pursuant to Section 1350(a) of Title
18, United States Code
99.4 Statement of Chief Financial Officer Pursuant to Section 1350(a) of Title
18, United States Code
Item 9.Regulation FD Disclosure.
The exhibits attached to this Form 8-K are hereby furnished pursuant to Item 9.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this Current Report to be signed on its behalf by the
undersigned hereunto duly authorized.
USFREIGHTWAYS CORPORATION
By:/s/ Christopher L. Ellis
________________________
Christopher L. Ellis
Senior Vice President, Finance and Chief Financial Officer
Date:August 13, 2002
EXHIBIT 99.1
STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER REGARDING FACTS AND
CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, Samuel K. Skinner, state and attest that:
(1)To the best of my knowledge, based upon a review of the covered reports of
USFreightways Corporation, (the "Company") and, except as corrected or
supplemented in a subsequent covered report:
* no covered report contained an untrue statement of a material fact as of the
end of the period covered by such report (or in the case of a report on Form
8-K or definitive proxy materials, as of the date on which it was filed); and
* no covered report omitted to state a material fact necessary to make the
statements in the covered report, in light of the circumstances under which
they were made, not misleading as of the end of the period covered by such
report (or in the case of a report on Form 8-K or definitive proxy materials,
as of the date on which it was filed).
(2) I have reviewed the contents of this statement with the Audit Committee of
the Board of Directors of the Company.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
* the Annual Report on Form 10-K of USFreightways Corporation filed on March 22,
2002 with the Commission;
* all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy
materials of USFreightways Corporation filed with the Commission subsequent to
the filing of the Form 10-K identified above; and
* any amendments any of to the foregoing.
/s/ Samuel K. Skinner
____________________ Subscribed and sworn to
Samuel K. Skinner before me this 13th day of August 2002.
August 13, 2002
/s/ Richard C. Pagano
_____________________
Notary Public
My Commission Expires:
November 14, 2002
EXHIBIT 99.2
STATEMENT UNDER OATH OF PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND
CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, Christopher L. Ellis, state and attest that:
(1)To the best of my knowledge, based upon a review of the covered reports of
USFreightways Corporation, the ("Company") and, except as corrected or
supplemented in a subsequent covered report:
* no covered report contained an untrue statement of a material fact as of the
end of the period covered by such report (or in the case of a report on Form
8-K or definitive proxy materials, as of the date on which it was filed); and
* no covered report omitted to state a material fact necessary to make the
statements in the covered report, in light of the circumstances under which
they were made, not misleading as of the end of the period covered by such
report (or in the case of a report on Form 8-K or definitive proxy materials,
as of the date on which it was filed).
(2) I have reviewed the contents of this statement with the Audit Committee of
the Board of Directors of the Company.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
* the Annual Report on Form 10-K of USFreightways Corporation filed on March 22,
2002 with the Commission;
* all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy
materials of USFreightways Corporation filed with the Commission subsequent to
the filing of the Form 10-K identified above; and
* any amendments to any of the foregoing.
/s/ Christopher L. Ellis
________________________
Christopher L. Ellis Subscribed and sworn to
August 13, 2002 before me this 13th day of August 2002.
Richard C. Pagano
/s/ Richard C. Pagano
_____________________
Notary Public
My Commission Expires:
November 14, 2002
EXHIBIT 99.3
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350
In connection with the accompanying Quarterly Report on Form 10-Q of
USFreightways Corporation for the quarter ended June 29, 2002, I, Samuel K.
Skinner, Chairman of the Board, President and Chief Executive Officer of
USFreightways Corporation, hereby certify pursuant to 18 U.S.C. Section 1350(a),
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to the
best of my knowledge and belief, that:
(1) such Quarterly Report on Form l0-Q for the quarter ended June 29, 2002,
fully complies with the requirements of section 13(a) or 15(d) of the
Securities Exchange Act of 1934; and
(2) the information contained in such Quarterly Report on Form 10-Q for the
quarter ended June 29, 2002, fairly presents, in all material respects, the
financial condition and results of operations of USFreightways Corporation.
/s/ Samuel K. Skinner
_____________________
Samuel K. Skinner
Chairman of the Board, President and Chief Executive Officer
Date: August 13, 2002
EXHIBIT 99.4
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350
In connection with the accompanying Quarterly Report on Form 10-Q of
USFreightways Corporation for the quarter ended June 29, 2002, I, Christopher L.
Ellis, Senior Vice President, Finance and Chief Financial Officer of
USFreightways Corporation, hereby certify pursuant to 18 U.S.C. Section 1350(a),
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to the
best of my knowledge and belief, that:
(1) such Quarterly Report on Form l0-Q for the quarter ended June 29, 2002,
fully complies with the requirements of section 13(a) or 15(d) of the
Securities Exchange Act of 1934; and
(2) the information contained in such Quarterly Report on Form 10-Q for the
quarter ended June 29, 2002, fairly presents, in all material respects, the
financial condition and results of operations of USFreightways Corporation.
/s/ Christopher L. Ellis
________________________
Christopher L. Ellis
Senior Vice President, Finance and Chief Financial Officer
Date: August 13, 2002