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) October 30, 1998




                            USFREIGHTWAYS CORPORATION


                  Delaware          0-19791                36-3790696
         (State of Incorporation)  (Commission           (IRS Employer
                                    File Number)        Identification No.)



                   9700 Higgins Road, Rosemont, Illinois 60018
               (Address of principal executive offices) (Zip Code)


                          Registrant's telephone number
                       including area code: (847) 696-0200


                                 Not applicable
           (Former name of former address, if changed since the last report)




    The Exhibit Index is located on Page 2. This Report contains 3 pages.






Item 5.  Other Events.

                  On October 30, 1998,  USFreightways  Corporation announced the
                  resignation of its President and Chief Operating Officer.


Item 7.  Exhibits.

                  Exhibit 99 News Release, dated October 30, 1998.


                                   Page 2







                                   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:  November 2, 1998







                                    EXHIBIT 99


FOR IMMEDIATE RELEASE
FOR FURTHER INFORMATION CONTACT:     CAM CARRUTH
Friday, October 30, 1998                               847.692.0204


USFreightways Makes Announcement


                  Rosemont,   IL,  October  30,  1998...  J.  Campbell  Carruth,
Chairman and Chief Executive  Officer of  USFreightways  Corporation,  announced
today  that  James G.  Connelly,  President  & Chief  Operating  Officer  of the
Company,  had resigned  effective today. Mr. Carruth stated that, "When I agreed
to remain as Chief  Executive  Officer of the Company for a period of three more
years and that succession planning would be deferred for two years, Mr. Connelly
believed  it was in his best  interests  to explore  other  opportunities."  Mr.
Carruth  noted that the  Company  appreciated  Mr.  Connelly's  tenure  with the
Company and wished him well in his future endeavors.
                  USFreightways  (NASDAQ:  USFC) is a full  service  provider of
global  transportation  services and  innovative  logistics  solutions.  This is
accomplished   through   the   Company's   operating   subsidiaries.    Regional
less-than-truckload   general   commodities   carriers  provide   overnight  and
second-day  delivery  throughout  the United  States and into Canada.  Logistics
subsidiaries   provide  solutions  to  customers'   logistics  and  distribution
requirements.  The company  also  provides  domestic and  international  freight
forwarding as well as premium regional and national truckload service.  For more
information, contact the Company at www.usfreightways.com.