UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE PLAN YEAR ENDED DECEMBER 31, 1998 0-27208 (Commission File Number) DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST (Title of the Plan) SIMON TRANSPORTATION SERVICES INC. (Name of Issuer of the Securities Held Pursuant to the Plan) 5175 West 2100 West, Salt Lake City, Utah 84120 (Address of Principal Executive Office) EIN: 87-0293383 Plan Number: 002 DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST FINANCIAL STATEMENTS AS OF DECEMBER 31, 1998 AND 1997 TOGETHER WITH REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Administrator and Participants of the Dick Simon Trucking, Inc. Profit Sharing Plan and Trust: We have audited the accompanying statements of net assets available for benefits of the Dick Simon Trucking, Inc. Profit Sharing Plan and Trust (the "Plan") as of December 31, 1998 and 1997, and the related statement of changes in net assets available for benefits for the year ended December 31, 1998. These financial statements and the schedules referred to below are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements and schedules based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit 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 benefits of the Plan as of December 31, 1998 and 1997, and the changes in its net assets available for benefits for the year 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 schedules of assets held for investment purposes and reportable transactions are presented for purposes 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 fund information in the statement of changes in net assets available for benefits is presented for purposes of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of each fund. The schedules and fund information have been subjected to the auditing procedures applied in the audits 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. ARTHUR ANDERSEN LLP Salt Lake City, Utah June 19, 1999 DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST INDEX TO FINANCIAL STATEMENTS AND SCHEDULES Page FINANCIAL STATEMENTS: Statements of Net Assets Available for Benefits as of December 31, 1998 and 1997 1 Statement of Changes in Net Assets Available for Benefits with Fund Information for the Year Ended December 31, 1998 2 - 5 Notes to Financial Statements 6 - 9 SCHEDULES: Item 27a - Schedule of Assets Held for Investment Purposes as of December 31, 1998 10 Item 27d - Schedule of Reportable Transactions for the Year Ended December 31, 1998 11 DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1998 AND 1997 1998 1997 ---------------------- --------------------- INVESTMENTS, at fair value: Fidelity Advisor Funds- Growth Opportunities Fund $ 1,565,421 $ 1,164,242 Equity Growth Fund 1,066,437 702,496 Daily Money Fund: US Treasury 467,253 358,126 High Yield Fund 257,480 241,040 Equity Income Fund 236,195 130,921 Overseas Fund 102,616 57,082 Natural Resources Fund 89,145 63,709 Balanced Fund 64,021 31,860 Large Cap Fund 42,253 4,055 Strategic Opportunities Fund 29,503 13,655 Short Fixed Income Fund 22,785 6,617 Mid Cap Fund 22,124 19,096 Daily Money Fund: Money Market 19,506 45,513 Strategic Income Fund 16,151 7,766 Government Investment Fund 14,608 5,668 Intermediate Bond Fund 13,643 5,393 Emerging Markets Income Fund 10,950 13,386 Simon Transportation common stock 729,712 1,962,072 Participant loans 494,994 447,034 ---------------------- --------------------- Total investments 5,264,797 5,279,731 ---------------------- --------------------- CASH 111 184 ---------------------- --------------------- RECEIVABLES: Participant contributions 88,002 68,439 Employer contributions 37,374 28,710 Accrued interest and dividends 3,338 16,472 ---------------------- --------------------- Total receivables 128,714 113,621 ====================== ===================== NET ASSETS AVAILABLE FOR BENEFITS $ 5,393,622 $ 5,393,536 ====================== ===================== The accompanying notes to financial statements are an integral part of these statements. DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1998 FIDELITY ADVISOR FUNDS ------------------- --------------- ---------------- -------------- --------------- Daily Money Growth Equity Growth Fund: US High Equity Income Opportunities Fund Fund Treasury Yield Fund Fund ------------------- --------------- ---------------- -------------- --------------- ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment income- Net realized gain (loss) $ 38,870 $ 35,613 $ - $ (4,003) $ 5,109 Net unrealized appreciation (depreciation) in fair value of investments 182,658 139,612 - (24,045) 10,066 Interest and dividends 67,234 111,028 21,916 25,983 11,186 Contributions- Employer 84,313 51,220 27,976 21,363 24,487 Participant 245,427 165,552 73,506 61,904 85,347 Rollovers 5,417 21,028 - 2,751 16,070 ------------------- --------------- ---------------- -------------- --------------- Total additions 623,919 524,053 123,398 83,953 152,265 ------------------- --------------- ---------------- -------------- --------------- REDUCTIONS IN NET ASSETS ATTRIBUTED TO: Distributions to participants (137,326) (89,448) (57,606) (49,435) (37,614) Administrative expenses (7,917) (5,118) (2,876) (1,690) (1,229) ------------------- --------------- ---------------- -------------- --------------- Total reductions (145,243) (94,566) (60,482) (51,125) (38,843) ------------------- --------------- ---------------- -------------- --------------- NET INTERFUND TRANSFERS (77,497) (65,546) 46,211 (16,388) (8,148) ------------------- --------------- ---------------- -------------- --------------- Net increase (decrease) 401,179 363,941 109,127 16,440 105,274 NET ASSETS AVAILABLE FOR BENEFITS, beginning of the year 1,164,242 702,496 358,126 241,040 130,921 ------------------- --------------- ---------------- -------------- --------------- NET ASSETS AVAILABLE FOR BENEFITS, end of the year $ 1,565,421 $ 1,066,437 $ 467,253 $ 257,480 $ 236,195 =================== =============== ================ ============== =============== The accompanying notes to financial statements are an integral part of these statements. DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1998 FIDELITY ADVISOR FUNDS -------------- ---------------- -------------- ----------------- ----------------- Strategic Natural Large Opportunities Overseas Fund Resources Fund Balanced Fund Cap Fund Fund -------------- ---------------- -------------- ----------------- ----------------- ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment income- Net realized gain (loss) $ 2,522 $ (1,032) $ 1,137 $ 864 $ 63 Net unrealized appreciation (depreciation) in fair value of investments 2,122 (16,761) (1,563) 2,880 99 Interest and dividends 1,057 2,826 6,552 2,273 672 Contributions- Employer 11,169 8,848 8,587 3,874 3,744 Participant 39,237 31,634 25,276 14,075 13,040 Rollovers 14,909 13,082 99 11,943 2,106 -------------- ---------------- -------------- ----------------- ----------------- Total additions 71,016 38,597 40,088 35,909 19,724 -------------- ---------------- -------------- ----------------- ----------------- REDUCTIONS IN NET ASSETS ATTRIBUTED TO: Distributions to participants (13,741) (4,854) (8,546) (1,477) (2,863) Administrative expenses (551) (419) (399) (172) (148) -------------- ---------------- -------------- ----------------- ----------------- Total reductions (14,292) (5,273) (8,885) (1,649) (3,011) -------------- ---------------- -------------- ----------------- ----------------- NET INTERFUND TRANSFERS (11,190) (7,888) 958 3,938 (865) -------------- ---------------- -------------- ----------------- ----------------- Net increase (decrease) 45,534 25,436 32,161 38,198 15,848 NET ASSETS AVAILABLE FOR BENEFITS, beginning of the year 57,082 63,709 31,860 4,055 13,655 ============== ================ ============== ================= ================= NET ASSETS AVAILABLE FOR BENEFITS, end of the year $ 102,616 $ 89,145 $ 64,021 $ 42,253 $ 29,503 ============== ================ ============== ================= ================= The accompanying notes to financial statements are an integral part of these statements. DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1998 FIDELITY ADVISOR FUNDS --------------------------------------------------------------------------------- Short Fixed Daily Money Strategic Government Income Mid Fund: Money Income Investment Fund Cap Fund Market Fund Fund --------------------------------------------------------------------------------- ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment income- Net realized gain (loss) $ 7 $ 975 $ - $ (141) $ 44 Net unrealized appreciation (depreciation) in fair value of investments (33) 1,144 4,270 (471) 180 Interest and dividends 802 669 (12,131) 833 612 Contributions- Employer 4,177 2,897 8,664 1,891 1,945 Participant 10,892 11,591 19,563 8,169 4,856 Rollovers 1,139 99 - 3,456 2,886 --------------------------------------------------------------------------------- Total additions 16,984 17,375 20,366 13,737 10,523 --------------------------------------------------------------------------------- REDUCTIONS IN NET ASSETS ATTRIBUTED TO: Distributions to participants (839) (2,433) - (2,524) (906) Administrative expenses (131) (115) (5) (94) (118) --------------------------------------------------------------------------------- Total reductions (970) (2,548) (5) (2,618) (1,024) --------------------------------------------------------------------------------- NET INTERFUND TRANSFERS 154 (11,799) (31,275) (2,734) (559) --------------------------------------------------------------------------------- Net increase (decrease) 16,168 3,028 (10,914) 8,385 8,940 NET ASSETS AVAILABLE FOR BENEFITS, beginning of the year 6,617 19,096 159,134 7,766 5,668 ================================================================================= NET ASSETS AVAILABLE FOR BENEFITS, end of the year $ 22,785 $ 22,124 $ 148,220 $ 16,151 $ 14,608 ================================================================================= The accompanying notes to financial statements are an integral part of these statements. DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1998 FIDELITY ADVISOR FUNDS ------------------------------ Dick Simon Emerging Simon Trucking Intermediate Markets Transportation Participant Cash Total All Bond Fund Income Fund Common Stock Loan Fund Liquidity Funds -------------- --------------- ---------------- --------------- -------------- ------------ ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment income- Net realized gain (loss) $ 62 $ (3,794) $ (303,987) $ - $ - $ (227,691) Net unrealized appreciation (depreciation) in fair value of investments 85 (1,765) (1,210,630) - - (912,152) Interest and dividends 548 1,654 - 32,878 564 277,156 Contributions- Employer 3,510 2,487 - - 71,015 342,167 Participant 10,086 9,222 - - 152,065 981,442 Rollovers - - - - 24,504 119,489 -------------- --------------- ---------------- --------------- -------------- ------------ Total additions 14,291 7,804 (1,514,617) 32,878 248,148 580,411 -------------- --------------- ---------------- --------------- -------------- ------------ REDUCTIONS IN NET ASSETS ATTRIBUTED TO: Distributions to participants (3,119) (3,012) (17,105) (117,015) (5,550) (555,413) Administrative expenses (155) (98) (1,184) (2,092) (461) (24,912) -------------- --------------- ---------------- --------------- -------------- ------------ Total reductions (3,274) (3,110) (18,289) (119,107) (6,011) (580,325) -------------- --------------- ---------------- --------------- -------------- ------------ NET INTERFUND TRANSFERS (2,767) (7,130) 300,546 134,189 (242,210) - -------------- --------------- ---------------- --------------- -------------- ------------ Net increase (decrease) 8,250 (2,436) (1,232,360) 47,960 (73) 86 NET ASSETS AVAILABLE FOR BENEFITS, beginning of the year 5,393 13,386 1,962,072 447,034 184 5,393,536 ============== =============== ================ =============== ============== ============ NET ASSETS AVAILABLE FOR BENEFITS, end of the year $ 13,643 $ 10,950 $ 729 712 $ 494,994 $ 111 $5,393,622 ============== =============== ================ =============== ============== ============ The accompanying notes to financial statements are an integral part of these statements. DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST NOTES TO FINANCIAL STATEMENTS (1) PLAN DESCRIPTION Dick Simon Trucking, Inc. (the "Company") adopted the Dick Simon Trucking, Inc. Retirement Plan on October 1, 1987. The Plan was first amended on December 7, 1990 and its name was changed to the Dick Simon Trucking, Inc. 401(k) Profit Sharing Plan. The Plan was amended again on August 10, 1995 and its name was changed to the Dick Simon Trucking, Inc. Profit Sharing Plan and Trust (the "Plan"). On June 20, 1996, the Company adopted the Stanwich Benefits Group, Inc. Regional Prototype Standardized 401(k) Profit Sharing Plan and Trust which amended and restated the Plan in its entirety effective July 1, 1996. The Company serves as the Plan Trustee and Administrator and Fidelity Advisor Funds holds the plan assets and executes investment transactions. The Plan is subject to the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). The following description provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. Eligibility, Contributions and Benefits Employees who have completed one year of service and who have attained 21 years of age are eligible to participate in the Plan. An eligible employee becomes a participant on the next January 1 or July 1 following the date the employee satisfies the eligibility requirements. Participants elect both the amount of the salary reduction contribution and the allocation of the salary reduction contribution among the investment options within the Plan. Salary reduction contributions cannot exceed the lesser of 15 percent of the participant's pretax eligible gross compensation or the maximum amount allowable under the Internal Revenue Code ("IRC"). The Company makes discretionary contributions to the Plan, matching each participant's salary reduction contribution dollar-for-dollar up to 3 percent of the participant's eligible gross compensation. The Company may also make additional discretionary contributions to the Plan. Participants elect the allocation of the Company contributions among the investment options. Participants are immediately fully vested in their salary reduction contributions and related earnings. Participants vest ratably in employer matching contributions over six years of service or fully vest upon occurrence of one of the following events: 1) normal retirement at age 65, 2) death while employed by the Company, or 3) permanent disability. Benefits are normally paid at retirement, disability, death or other termination. Benefit distributions may be made in a single lump sum payment or an annuity. As of December 31, 1998, certain participants with undistributed vested benefits totaling $528,252 had terminated from the Plan. Forfeitures of nonvested employer matching contributions, which amounted to $29,954 and $30,205 during the years ended December 31, 1998 and 1997, respectively, are offset against future employer matching contributions. During the year ended December 31, 1998, $64,931 of forfeitures were used to reduce employer matching contributions. Investment Options The Plan provides for seventeen investment options listed below. In addition, participants may borrow from their accounts. The investment funds, except for the Simon Transportation Services Inc. Common Stock fund, are managed by Fidelity Advisor Funds. Fidelity Advisor Growth Opportunities Fund - The fund seeks growth through a core investment in traditional growth stocks -- companies with above-average growth in sales or earnings -- plus other opportunities such as special situations, debt securities and cyclicals. Fidelity Advisor Equity Growth Fund - The fund seeks to achieve capital appreciation by investing primarily in growth stocks that demonstrate the potential for above average earnings or sales growth. Fidelity Advisor Daily Money Fund: U.S. Treasury Portfolio - The fund seeks to obtain as high a level of current income as is consistent with the preservation of capital and liquidity. The fund invests only in U.S. treasury securities and repurchase agreements for these securities. Fidelity Advisor High Yield Fund - Investment focus on mature companies that are poised for dramatic growth; and "turnarounds," companies which are expected to return to favor in the marketplace. Bonds are evaluated on the basis of their potential for total return, including high interest and growth of capital investment. Fidelity Advisor Equity Income Fund - The fund seeks stocks that have above-average dividends, are undervalued (which may give them more upward and less downward potential) and have increasing dividends. Fidelity Advisor Overseas Fund - The fund primarily invests in securities of companies located in the Americas (other than the United States), Far East, the Pacific Basin and Western Europe. Fidelity Advisor Natural Resources Fund - The fund seeks long-term growth by investing primarily in domestic and foreign natural resources-related companies across a broadly diversified spectrum of industries. Fidelity Advisor Balanced Fund - The fund utilizes a balanced approach to provide the best possible return from income-producing securities. Investments include U.S. Treasury issues, corporate bonds, foreign investments, convertible securities and stocks. Fidelity Advisor Large Cap Fund - The fund seeks long-term growth of capital by investing primarily in equity securities of companies with large market capitalizations. Fidelity Advisor Strategic Opportunities Fund - The fund seeks long-term capital appreciation by investing in securities that are undervalued or undiscovered by the marketplace. Fidelity Advisor Short Fixed-Income Fund - The fund seeks to diversify among a broad range of short-term, investment-grade bonds. Capital preservation takes a high priority, but the fund manager also invests for high income. Fidelity Advisor Mid Cap Fund - The fund seeks long-term growth of capital by normally investing at least 65 percent of its total assets in mid-cap stocks. The fund may invest the remaining 35 percent of its assets in other securities. Fidelity Advisor Strategic Income Fund - The fund uses a multi-sector asset allocation process that strategically shifts the fund's weighting among four general investment categories: high yield securities, U.S. government and investment-grade securities, emerging market securities and foreign developed market securities. Fidelity Advisor Government Investment Fund - Invests primarily in securities backed by the full faith and credit of the U.S. government and it's various agencies and instrumentalities. Fidelity Advisor Intermediate Bond Fund - The fund seeks a high rate of income consistent with the preservation of capital, along with greater stability through investments in high-quality fixed-income securities. Fidelity Advisor Emerging Markets Income Fund - The fund seeks high income and, as a secondary objective, the potential for growth by investing in bonds from countries that have the potential for rapid economic expansion. Simon Transportation Services Inc. Common Stock - Funds are invested in shares of Simon Transportation Services, Inc.'s Class A Common Stock. Any dividends declared on the stock will be invested in additional shares of such stock. Participant Loans Participants may borrow from their fund accounts up to the lesser of $50,000 or 50 percent of the participant's vested interest, as defined. The minimum amount for any loan is $1,000. The loans bear interest at one percent above prime rate on the date of the loan. As of December 31, 1998, the interest rates ranged from 8.75 to 9.75 percent. Loans must be repaid within five years, except for loans used to acquire a principal residence which must be repaid over a reasonable period of time determined by the Administrative Committee. All loans are secured by the participant's account and, regardless of term, become due and payable upon termination of the participant's employment. Fees and expenses incurred by the Plan in originating a loan are paid by the respective participant as a deduction from the loan proceeds. Termination of the Plan The Company may terminate the Plan at any time subject to the provisions of ERISA. If the Plan is terminated, the participants become fully vested and have a nonforfeitable interest in their accounts. (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accounting records of the Plan are maintained on the accrual basis in accordance with generally accepted accounting principles. Distributions to participants are recorded when paid. Investments Contributions are invested by the trustee in the Plan's funds as directed by the participants. Investments, other than participant loans, are carried at fair value based on quoted market prices. Participant loans are valued at face value which approximates the future principal and interest payments discounted at prevailing interest rates for similar instruments. Unrealized appreciation or depreciation caused by fluctuations in the fair value of investments is recognized in income currently. Interest and dividends are recognized as earned and reinvested. Expenses The Plan pays all administrative expenses and fees relating to investment and management of the Plan funds, except legal and accounting fees which are paid by the Company. Fees relating to certain withdrawals are paid by the participant. Net Unrealized Appreciation (Depreciation) in Fair Value of Investments Net unrealized appreciation (depreciation) in fair value of investments is determined by comparing the fair value of each investment at the beginning of the plan year (or at the date of purchase for investments acquired during the plan year) with the fair value at the end of the plan year. Net Realized Gain (Loss) on Investments Net realized gain (loss) on investments is determined by comparing the sales price of each investment as of the disposition date with the fair value at the beginning of the plan year (or at the date of purchase for investments acquired during the current plan year). (3) FEDERAL INCOME TAXES The Internal Revenue Service has issued a favorable determination letter dated October 25, 1993 stating that the Plan and related trust has been structured to qualify for tax exempt status under Section 401(a) of the IRC. The Plan's Administrative Committee and legal counsel believe that the Plan continues to be designed and operated in accordance with the applicable IRC requirements and with the requirements of ERISA. DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1998 (b) Identity of issue, (e) (a)borrower, lessor or similar party (c) Description of investment (d) Cost Current value - -- ---------------------------------- ----------------------------------------------------------- ----------------- ---------------- * Fidelity Investments 31,159 shares of Fidelity Advisor Growth Opportunities Fund $ 1,220,485 $ 1,565,421 * Fidelity Investments 18,680 shares of Fidelity Advisor Equity Growth Fund 891,972 1,066,437 * Fidelity Investments 467,253 shares of Fidelity Advisor Daily Money Fund: US Treasury 467,253 467,253 * Fidelity Investments 22,725 shares of Fidelity Advisor High Yield Fund 278,532 257,480 * Fidelity Investments 8,328 shares of Fidelity Advisor Equity Income Fund 222,525 236,195 * Fidelity Investments 5,830 shares of Fidelity Advisor Overseas Fund 101,228 102,616 * Fidelity Investments 5,303 shares of Fidelity Advisor Natural Resources Fund 110,500 89,145 * Fidelity Investments 3,425 shares of Fidelity Advisor Balanced Fund 65,300 64,021 * Fidelity Investments 2,471 shares of Fidelity Advisor Large Cap Fund 39,079 42,253 * Fidelity Investments 1,189 shares of Fidelity Advisor Strategic Opportunities Fund 30,246 29,503 * Fidelity Investments 2,439 shares of Fidelity Advisor Short Fixed Income Fund 22,815 22,785 * Fidelity Investments 1,536 shares of Fidelity Advisor Mid Cap Fund 20,710 22,124 * Fidelity Investments 19,506 shares of Fidelity Advisor Daily Money Fund: Money Market 19,506 19,506 * Fidelity Investments 1,531 shares of Fidelity Advisor Strategic Income Fund 16,729 16,151 * Fidelity Investments 1,471 shares of Fidelity Advisor Government Investment Fund 14,240 14,608 * Fidelity Investments 1,269 shares of Fidelity Advisor Intermediate Bond Fund 13,729 13,643 * Fidelity Investments 1,407 shares of Fidelity Advisor Emerging Market Income Fund 13,921 10,950 * Simon Transportation Services 125,531 shares of common stock 1,292,315 729,712 * Participant loans Interest rates ranging from 8.75% to 9.75% 494,994 494,994 ================= ================ $ 5,336,079 $ 5,264,797 ================= ================ * Denotes party-in-interest DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1998 (h) Current (c) (d) (g) value at (i) (a) Identity of (b) Description Purchase Selling Cost of transaction Net party involved of asset price price asset date gain - ------------------------- ------------------------------- -------------- -------------- --------------- ------------------ --------- * Simon Transportation Common Stock Services $ 522,854 $ N/A $ 522,854 $ 522,854 $ N/A * Fidelity Investments Fidelity Advisor Growth Opportunities Fund 696,198 N/A 696,198 696,198 N/A * Fidelity Investments Fidelity Advisor Equity Growth Fund 503,340 N/A 503,340 503,340 N/A * Fidelity Investments Fidelity Advisor Daily Money Fund-US Treasury 344,987 N/A 344,987 344,987 N/A * Plan Participants Participant Loans 511,612 N/A 511,612 511,612 N/A * Fidelity Investments Fidelity Advisor Growth Opportunities Fund N/A 516,549 469,401 516,549 47,148 * Fidelity Investments Fidelity Advisor Equity Growth Fund N/A 314,622 282,635 314,622 31,987 * Fidelity Investments Fidelity Advisor Stock Holding N/A 557,712 557,712 557,712 - * Plan Participants Participant Loans N/A 463,652 463,652 463,652 - * Denotes party-in-interest SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator has duly caused this annual report to be signed by the undersigned thereunto duly authorized. Dick Simon Trucking, Inc. Profit Sharing Plan and Trust (Registrant) /s/ Alban B. Lang Alban B. Lang Plan Administrator Dated: June 28, 1999