EXHIBIT 99.3 SAVINGS PLAN FOR EMPLOYEES OF FROZEN FOOD EXPRESS INDUSTRIES, INC. STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS December 31, 1998 and 1997 1998 1997 ----------- ----------- Investments $17,792,839 $17,880,896 Participant notes receivable 1,799,898 1,738,150 Contributions receivable and other 417,065 818,567 ----------- ----------- Total assets 20,009,802 20,437,613 ----------- ----------- Less: Benefits payable 1,129,730 2,939,703 Due to related trust 31,980 42,273 ----------- ----------- Total liabilities 1,161,710 2,981,976 ----------- ----------- Net assets available for plan benefits $18,848,092 $17,455,637 =========== =========== See accompanying notes and report of independent public accountants. 141 SAVINGS PLAN FOR EMPLOYEES OF FFE TRANSPORTATION SERVICES, INC. STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS Years Ended December 31, 1998, 1997 and 1996 1998 1997 1996 ----------- ------------ ----------- Investment income: Dividend income $ 283,865 $ 224,304 $ 210,363 Interest income 164,271 137,212 142,252 ----------- ------------ ----------- Net investment income 448,136 361,516 352,615 Realized (loss) gain (52,022) 455,433 330,317 Net unrealized depreciation in market value of investments (2,163,017) (948,741) (391,095) Employee contributions 1,886,367 1,621,793 1,531,707 Employer contributions 1,092,765 1,496,274 1,653,869 ----------- ------------ ----------- Total additions 1,212,229 2,986,275 3,477,413 Increase (decrease) in fair market value of plan benefits payable to participants 180,226 (3,423,221) (883,340) ----------- ------------ ----------- Net increase (decrease) 1,392,455 (436,946) 2,594,073 Net assets available for plan benefits at beginning of year 17,455,637 17,892,583 15,298,510 ----------- ------------ ----------- Net assets available for plan benefits at end of year $18,848,092 $ 17,455,637 $17,892,583 =========== ============ =========== See accompanying notes and report of independent public accountants. 142 SAVINGS PLAN FOR EMPLOYEES OF FROZEN FOOD EXPRESS INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS December 31, 1998 1. Description of the Plan ----------------------- The Savings Plan for Employees of Frozen Food Express Industries, Inc. (the "Savings Plan") is a defined contribution plan covering substantially all employees of Frozen Food Express Industries, Inc. (the "Employer" or "FFEX") and its wholly owned subsidiaries. The Savings Plan is designed to comply with the Employee Retirement Income Security Act of 1974 ("ERISA") and to allow employees the option of investing in common stock of the Employer or in other investment funds designated by the Savings Plan committee. Participants should refer to the Savings Plan agreement for a more complete description of the Savings Plan's provisions. Contributions - Participants may elect to contribute to the Savings Plan ------------- through periodic payroll deductions, subject to limits defined by the Savings Plan. Employee contributions, excluding rollovers, amounted to $1,848,504, $1,619,485, and $1,307,776 in 1998, 1997, and 1996, respectively. In addition, the Employer contributes to the Savings Plan on a quarterly basis amounts subject to limits defined by the Savings Plan. Eligibility - Employees become eligible for participation in the Savings ----------- Plan as of the first entry date, as defined, concurrent with or next following the employees' completion of one-half year of service as defined by the Savings Plan. Participants' accounts - Each participant account is credited with the ---------------------- participant's contributions and an allocation of (a) the Employer's contributions, (b) plan earnings, and (c) forfeitures of terminated participants' non-vested accounts. Allocations of plan earnings are based on participants' account balances, allocation of employer's contributions are based on participants' quarterly contributions, and allocations of forfeitures are based on the participants' annual compensation. Participants' Notes Receivable - Participants may borrow from their fund ------------------------------ accounts an amount not to exceed the lesser of $50,000 or 50% of the participant's vested account balance. Loan transactions are treated as a transfer to (from) the investment fund and from (to) Participant Notes Receivable. Loan terms range from one to five years or up to ten years for the purchase of a primary residence. The loans are secured by the balance in the participant's account and bear interest at a reasonable rate as determined by the Savings Committee. The interest rates charged for loans in 1998 and 1997 ranged from 8.75% to 9.50%. Principal and interest payments are due in substantially level amortized payments payable not less than quarterly through payroll deductions. 143 Vesting - Upon termination of employment, participants are entitled to ------- receive 100% of their contributions and any earnings thereon. Participants' benefits from employer contributions begin to vest subsequent to completion of three years of credited service and vest 100% at completion of seven years of credited service as defined by the Savings Plan. Investment options -During each of the three years ending 12/31/98, ------------------ participants could direct employee contributions in any of four investment options. Avesta Trust Income Fund - The fund invests in a diversified mix of primarily fixed income securities with a portion of the portfolio invested in equities and money market assets. Avesta Trust, Core Equity Fund - The fund invests in a diversified group of common stocks of large well established companies. Avesta Trust Money Market - The fund invests primarily in short-term U.S. Government, federal agency and instrumentality, securities, certificates of deposit, commercial paper, bankers' acceptances and repurchase agreements. Frozen Food Express Industries, Inc. Common Stock - Funds that are invested in the common stock of Frozen Food Express Industries, Inc. Administration - The Savings Plan is administered by a committee appointed -------------- by the Board of Directors of the Employer. Administrative expenses not paid by FFEX are paid by the Savings Plan. Termination of the Plan - While the Employer has not expressed any intent ----------------------- to discontinue its contributions, it is free to discontinue contributions and may terminate the Savings Plan at any time. If terminated, net assets of the Savings Plan would be distributed to participants and beneficiaries as prescribed by the terms of the Savings Plan, in accordance with ERISA. Upon termination of the Savings Plan, participants' accounts become 100% vested. Tax status - The United States Treasury Department has advised that the ---------- Savings Plan constitutes a qualified trust under Section 401(a) of the Internal Revenue Code (the "Code") and is therefore exempt from federal income tax under provisions of Section 501(a) of the Code. Participant contributions, employer contributions, and earnings from the Savings Plan are not includable in the participant's taxable income until such amounts are distributed to the participant or to the participant's beneficiary. 144 2. Subsequent Event ---------------- In order to increase participation by eligible employees in the Savings Plan, a number of changes have occurred since the date of the financial statements. The Savings Plan has been amended and restated to reflect these changes, which became effective on June 28, 1999. The name of the plan has been changed to the Frozen Food Express Industries, Inc. 401(k) Savings Plan. Pursuant to the restated and amended Savings Plan, participants may direct that employer as well as employee contributions be allocated among the following nine investment options: Stable Value Fund - The fund invests in assets whose principal value remains stable regardless of stock and bond market fluctuations. The Savings Plan committee has selected the Schwab Institutional Advantage Money Fund as the investment vehicle for this fund. Intermediate Bond Fund - The fund invests in fixed-income securities including corporate bonds, U. S. government securities, mortgage-related securities, and money-market instruments. The Savings Plan committee has selected the PIMCO Total Return Institutional Fund as the investment vehicle for this fund. Mixed Investment Fund - The fund may invest a large portion of its assets in common stock and convertible securities. Prospective dividends and earnings are major considerations in these purcahses. The Savings Plan committee has selected the Janus Balanced Fund as the investment vehicle for this fund. Stock Index Fund - The fund attempts to replicate the aggregate return and risk of the Standard & Poor's 500 index. The fund will purchase all, or a representative sample of all of the stocks held in the S&P 500 index. The Savings Plan committee has selected the Schwab S&P 500 Index Fund as the investment vehicle for this fund. Basic Stock Fund - The fund seeks capital appreciation by investing primarily in securities that are expected to grow at an above-average rate. The Savings Plan committee has selected the Schwab S&P 500 Index Fund as the investment vehicle for this fund. The Savings Plan committee has selected the MFS Massachusetts Investment Trust Fund-Class A as the investment vehicle for this fund Growth Stock Fund - The fund invests primarily in common stocks and favors securities of companies expected to benefit from special factors or trends. The Savings Plan committee has selected the Dreyfus Appreciation Fund as the investment vehicle for this fund. Small Cap Stock Fund - The fund seeks capital growth by investing in small- sized companies that are currently considered undervalued or demonstrate growth in earnings and revenue. The Savings Plan committee has selected the Baron Asset Fund as the investment vehicle for this fund. 145 International Stock Fund -The fund invests primarily in stocks and debt securities of companies and governments outside the United States. The Savings Plan committee has selected the BT Investment International Equity Fund as the investment vehicle for this fund Frozen Food Express Industries, Inc. Common Stock - Funds that are invested in the common stock of Frozen Food Express Industries, Inc. The amended and restated Savings Plan also provides that Employer Contributions will be made in cash and will be equal to each participant's contributions limited to four percent of such participant's qualified payroll. Employer contributions will be made on a quarterly basis and will be reduced by an amount equal to the amount of forfeitures due to participant terminations in the preceding quarter. Beginning with the third quarter of calendar 1999, participants may elect to reallocate up to 20% of the employee and vested employer accounts among the above listed investment alternatives. Additional 20% reallocations may be made on each subsequent anniversary date of the participant's employment. Concurrently with the adoption of the amended and restated Savings Plan, the Charles Schwab Trust Company was named Trustee of the Savings Plan. 3. Summary of significant accounting policies ------------------------------------------ Basis of accounting - The financial statements of the Savings Plan are ------------------- under the accrual method of accounting. Accounting estimates - The preparation of financial statements in -------------------- conformity with generally accepted accounting principles requires the Savings Plan Committee to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reported period. Actual outcomes may vary from these estimates. Valuation of investments - Investments in FFEX common stock and other ------------------------ investment funds are valued based on the quoted market price on the last day of the year. The change in the difference between current market value and cost of the investment is reflected in the statement of changes in net assets available for plan benefits by investment fund as net unrealized appreciation or depreciation in market value of investments. 146 3. Investments and cumulative unrealized appreciation in market value of --------------------------------------------------------------------- investments ----------- Investments are held by the plan trustee and are invested under a discretionary trust agreement. The following represents the cost, fair value, and cumulative unrealized appreciation of investments at December 31, 1998, 1997, and 1996. As of December 31, 1998 ---------------------------------------------------------------------------------- Number of Cumulative Participating Shares/ Fair Unrealized Employees Units Cost Value Appreciation --------------- ------------ --------------- --------------- ----------------- FFEX common stock 2,408 $2,104,742 $13,820,845 $15,651,641 $1,830,796 AVESTA Trust Money Market Fund 170 619,880 619,880 619,880 -- AVESTA Trust Core Equity Income Fund 219 45,649 930,101 1,210,609 280,508 AVESTA Trust Income Fund 151 15,179 288,974 310,709 21,735 ----------- ----------- ---------- $15,794,085 $17,792,839 $2,133,039 =========== =========== ========== 147 3. Investments and cumulative unrealized appreciation in market value of --------------------------------------------------------------------- investments (Continued) ----------- As of December 31, 1997 ---------------------------------------------------------------------------------- Number of Cumulative Participating Shares/ Fair Unrealized Employees Units Cost Value Appreciation --------------- ------------ --------------- --------------- ----------------- FFEX common stock 2,070 1,922,426 $12,572,458 $16,599,330 $4,026,872 AVESTA Trust Money Market Fund 153 494,677 494,677 494,677 -- AVESTA Trust Equity Income Fund 160 26,902 462,615 571,666 109,051 AVESTA Trust Income Fund 111 10,665 189,374 215,223 25,849 ----------- ----------- ---------- $13,719,124 $17,880,896 $4,161,772 =========== =========== ========== 148 3. Investments and cumulative unrealized appreciation in market value of --------------------------------------------------------------------- investments (Continued) ----------- As of December 31, 1996 ---------------------------------------------------------------------------------- Number of Cumulative Participating Shares/ Fair Unrealized Employees Units Cost Value Appreciation --------------- ------------ --------------- --------------- ----------------- FFEX common stock 2,219 1,811,750 $11,230,013 $16,305,751 $5,075,738 AVESTA Trust Money Market Fund 148 526,141 526,141 526,141 -- AVESTA Trust Core Equity Income Fund 151 19,888 303,894 316,961 13,067 AVESTA Trust Income Fund 110 11,797 197,243 218,950 21,707 ----------- ----------- ---------- $12,257,291 $17,367,803 $5,110,512 =========== =========== ========== 149 4. Statement of net assets available for plan benefits by investment fund ---------------------------------------------------------------------- As of December 31, 1998: Core FFEX Money Equity Participants' Common Market Income Income Notes Stock Fund Fund Fund Receivable Total ---------------- ------------- ------------- ------------ ----------------- ---------------- Investments $15,651,641 $619,880 $1,210,609 $310,709 $ -- $17,792,839 Participant's notes receivable -- -- -- -- 1,799,898 1,799,898 Contributions Receivable 417,065 -- -- -- -- 417,065 ----------- -------- ---------- -------- ---------- ----------- Total Assets 16,068,706 619,880 1,210,609 310,709 1,799,898 20,009,802 ----------- -------- ---------- -------- ---------- ----------- Due to related Trust 31,980 -- -- -- -- 31,980 Benefits payable 1,033,801 33,524 47,035 15,370 -- 1,129,730 ----------- -------- ---------- -------- ---------- ----------- Total Liabilities 1,065,781 33,524 7,035 15,370 -- 1,161,710 ----------- -------- ---------- -------- ---------- ----------- Net assets Available for plan benefits $15,002,925 $586,356 $1,163,574 $295,339 $1,799,898 $18,848,092 =========== ======== ========== ======== ========== =========== 150 4. Statement of net assets available for plan benefits by investment fund ---------------------------------------------------------------------- As of December 31, 1997: Core FFEX Money Equity Participants' Common Stock Market Income Income Notes and Cash Fund Fund Fund Receivable Total ----------------- ------------ ------------- ------------ ----------------- ---------------- Investments $16,599,330 $494,677 $571,666 $215,223 $ -- $17,880,896 Participant's notes receivable -- -- -- -- 1,738,150 1,738,150 Contributions Receivable 818,567 -- -- -- -- 818,567 ----------- -------- -------- -------- ---------- ----------- Total Assets 17,417,897 494,677 571,666 215,223 1,738,150 20,437,613 ----------- -------- -------- -------- ---------- ----------- Due to related Trust 42,273 -- -- -- -- 42,273 Benefits payable 2,851,144 16,426 38,800 33,333 -- 2,939,703 ----------- -------- -------- -------- ---------- ----------- Total Liabilities 2,893,417 16,426 38,800 33,333 -- 2,981,976 ----------- -------- -------- -------- ---------- ----------- Net assets Available for Plan benefits $14,524,480 $478,251 $532,866 $181,890 $1,738,150 $17,455,637 =========== ======== ======== ======== ========== =========== 151 4. Statement of net assets available for plan benefits by investment fund ---------------------------------------------------------------------- (Continued) As of December 31, 1996: Core FFEX Money Equity Participants' Common Market Income Income Notes Stock Fund Fund Fund Receivable Total ----------------- -------------- -------------- ------------- ----------------- ----------------- Investments $ 16,305,751 $ 526,141 $ 316,961 $ 218,950 $ -- $ 17,367,803 Participant's notes receivable -- -- -- -- 1,443,270 1,443,270 Contributions Receivable 928,624 (38,306) 754 407 -- 891,479 ------------ --------- --------- --------- ---------- ------------ Total Assets 17,234,375 487,835 317,715 219,357 1,443,270 19,702,552 ------------ --------- --------- --------- ---------- ------------ Due to related trust (80,487) -- -- -- -- (80,487) Benefits payable (1,595,425) (44,239) (39,114) (50,704) -- (1,729,482) ------------ --------- --------- --------- ---------- ------------ Total Liabilities (1,675,912) (44,239) (39,114) (50,704) -- (1,809,969) ------------ --------- --------- --------- ---------- ------------ Net assets available for plan benefits $ 15,558,463 $ 443,596 $ 278,601 $ 168,653 $1,443,270 $ 17,892,583 ============ ========= ========= ========= ========== ============ 152 5. Statement of changes in net assets available for plan benefits by ----------------------------------------------------------------- investment fund --------------- For the Year Ended December 31, 1998 Core FFEX Money Equity Participants' Common Market Income Income Notes Stock Fund Fund Fund Receivable Total ------------ ------------- ------------ ------------ -------------- ------------ Dividend income $ 229,799 $ -- $ 54,066 $ -- $ -- $ 283,865 Interest income 3,028 28,135 -- 19,087 114,021 164,271 Realized (loss) gain (87,607) -- 28,784 6,801 -- 416,958 Net unrealized (depreciation) appreciation in market value of investments (2,330,360) -- 171,457 (4,114) -- (2,631,997) Employee contributions 1,478,865 127,323 180,715 99,464 -- 1,886,367 Employer contributions 1,092,765 -- -- -- -- 1,092,765 ----------- ------------ ---------- --------- ---------- ----------- Total 386,490 155,458 435,022 121,238 114,021 1,212,229 Transfers between funds (532,530) 2,523 308,954 26,807 194,246 -- Increase (decrease) in fair market Value of Plan benefits Payable to Participants 624,484 (49,876) (113,268) (34,595) (246,519) 180,226 ----------- ------------ ---------- --------- ---------- ----------- Net increase 478,444 108,105 630,708 113,450 61,748 1,392,455 Net assets available For plan benefits At beginning of Period 14,524,480 478,251 532,866 181,890 1,738,150 17,455,637 ----------- ------------ ---------- --------- ---------- ----------- Net assets available For plan benefits At end of period $15,002,924 $ 586,356 $1,163,574 $ 295,340 $1,799,898 $18,848,092 =========== ============ ========== ========= ========== =========== 153 5. Statement of changes in net assets available for plan benefits by ----------------------------------------------------------------- investment fund (Continued) --------------- For the Year Ended December 31, 1997 Core FFEX Money Equity Participants' Common Market Income Income Notes Stock Fund Fund Fund Receivable Total ------------- ------------- -------------- -------------- -------------- ------------- Dividend income $ 224,304 $ -- $ -- $ -- $ -- $ 224,304 Interest income 2,738 25,449 -- -- 109,024 137,211 Realized gain 424,606 -- 18,087 12,740 -- 455,433 Net (depreciation) Unrealized Appreciation in Market value of Investments (1,048,866) -- 95,985 4,141 -- (948,740) Employee Contributions 1,350,825 101,527 102,146 67,295 -- 1,621,793 Employer Contributions 1,496,274 -- -- -- -- 1,496,274 ------------ --------- --------- --------- ---------- ------------ Total 2,449,881 126,976 216,218 84,176 109,024 2,986,275 Transfers between Funds (455,753) (48,036) 114,665 (3,385) 392,509 -- Decrease in fair Market value of Plan benefits Payable to Participants (3,028,111) (44,285) (76,618) (67,554) (206,653) ( 3,423,221) ------------ --------- --------- --------- ---------- ------------ Net increase (1,033,983) 34,655 254,265 13,237 294,880 (436,946) Net assets available For plan benefits At beginning of Period 15,558,463 443,596 278,601 168,653 1,443,270 17,892,583 ------------ --------- --------- --------- ---------- ------------ Net assets available For plan benefits At end of period $ 14,524,480 $ 478,251 $ 532,866 $ 181,890 $1,738,150 $ 17,455,637 ============ ========= ========= ========= ========== ============ 154 5. Statement of changes in net assets available for plan benefits by ----------------------------------------------------------------- investment fund (Continued) --------------- For the Year Ended December 31, 1996 Core FFEX Money Equity Participants' Common Market Income Income Notes Stock Fund Fund Fund Receivable Total -------------- ------------- -------------- ------------ -------------- ------------ Dividend income $ 210,363 $ -- $ -- $ -- $ -- $ 210,363 Interest income 3,049 25,414 -- -- 113,789 142,252 Realized gain 271,816 -- 56,488 2,013 -- 330,317 Net unrealized (depreciation) Appreciation in Market value of Investments (374,883) -- (17,782) 1,570 -- (391,095) Employee Contributions 1,315,007 89,786 77,449 49,465 -- 1,531,707 Employer Contributions 1,653,869 -- -- -- -- 1,653,869 ----------- -------- --------- --------- ---------- ----------- Total 3,079,221 115,200 116,155 53,048 113,789 3,477,413 Transfers between Funds (74,182) 1,058 35,825 2,766 34,533 -- Decrease in fair Market value of Plan benefits Payable to Participants (786,884) (4,004) (30,291) (15,387) (46,774) (883,340) ----------- -------- --------- --------- ---------- ----------- Net increase 2,218,155 112,254 121,689 40,427 101,548 2,594,073 Net assets available For plan benefits At beginning of Period 13,340,308 331,342 156,912 128,226 1,341,722 15,298,510 ----------- -------- --------- --------- ---------- ----------- Net assets available For plan benefits At end of period $15,558,463 $443,596 $ 278,601 $ 168,653 $1,443,270 $17,892,583 =========== ======== ========= ========= ========== =========== 155 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS ---------------------------------------- The Administrative Committee of the Savings Plan for Employees of Frozen Food Express Industries, Inc.: We have audited the accompanying statements of net assets available for plan benefits of the Savings Plan for Employees of Frozen Food Express Industries, Inc. (the "Plan") as of December 31, 1998 and 1997, and the related statements of changes in net assets available for plan benefits for each of the three years in the period ended December 31, 1998. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the FFE Transportation Services, Inc. Employee Stock Ownership Plan, as of December 31, 1998 and 1997, and the changes in net assets available for plan benefits for each of the three years in the period ended December 31, 1998 in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules on the following pages are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedules on the following pages have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ Waters, Murray & Associates June 28, 1999 156 SAVINGS PLAN FOR EMPLOYEES OF FROZEN FOOD EXPRESS INDUSTRIES, INC. ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES December 31, 1998 (a) (b) Identity of Issue (c) Description of Investment (d) Cost (e) Current Value ----------------------- ------------------------------ ------------ ------------------ Chase Bank of Texas, NA Money Market Fund $ 134,284 $ 134,284 * FFEX 1,970,458 shares common stock 14,289,825 15,517,357 AVESTA Trust - Money Market 619,880 shares money market 619,880 619,880 AVESTA Trust - Core Equity Fund 45,649 equity mutual fund shares 930,101 1,210,609 AVESTA Trust - Income Fund 15,179 shares investment grade 288,974 310,709 ----------- ----------- bonds $16,263,064 $17,792,839 =========== =========== Participants' notes Interest bearing notes at receivable loan 8.75% - 9.50%. $ -- $ 1,799,898 =========== =========== * Party-in-interest to the plan. 158 SAVINGS PLAN FOR EMPLOYEES OF FROZEN FOOD EXPRESS INDUSTRIES, INC. ITEM 27a - SCHEDULE OF ASSETS ACQUIRED AND SOLD December 31, 1998 (a) Identity of Issue (b) Description of Investment (c) Cost (d) Proceeds ------------------- ---------------------------------- ----------- ---------- FFEX *79,328 shares FFEX common stock $539,832 $713,167 * These are total shares sold within the plan year, not necessarily just those shares acquired and disposed within the plan year. All other investment assets which were both acquired and disposed of during the plan year were interests issued by money market funds. Therefore, these transactions are excluded from this schedule in accordance with the Specific Instructions for Form 5500. 159 SAVINGS PLAN FOR EMPLOYEES OF FROZEN FOOD EXPRESS INDUSTRIES, INC. ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS Years Ended December 31, 1998 and 1997 Purchases -------------------------------------- Identity Of Shares/ Market Party Involved Description Units Cost Value - ------------------------ -------------------------------- ------------------ ------------------ ------------------ 1998 ---- FFEX FFEX common stock 334,546 $3,012,325 $2,634,550 AVESTA Money Market Fund 175,405 175,405 175,405 AVESTA Core Equity Income Fund 24,590 580,181 652,127 AVESTA Income Fund 7,823 160,412 160,137 1997 ---- FFEX FFEX common stock 306,457 $2,804,321 $2,758,113 AVESTA Money Market Fund 130,643 130,643 130,643 AVESTA Equity Income Fund 12,600 248,223 267,739 AVESTA Income Fund 5,406 104,901 109,102 160