Heartland Express
HTLD
#6311
Rank
$0.82 B
Marketcap
$10.64
Share price
1.24%
Change (1 day)
16.54%
Change (1 year)

Heartland Express - 10-Q quarterly report FY


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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 10-Q


QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE

SECURITIES EXCHANGE ACT OF 1934




For quarter ended March 31, 2002 Commission File No. 0-15087


HEARTLAND EXPRESS, INC.
(Exact Name of Registrant as Specified in Its Charter)


Nevada 93-0926999
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)


2777 Heartland Drive, Coralville, Iowa 52241
(Address of Principal Executive Office) (Zip Code)


Registrant's telephone number, including area code (319) 545-2728

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 [ ]

At March 31, 2002, there were 50,000,000 shares of the Company's $.01 par value
common stock outstanding.
PART I

FINANCIAL INFORMATION

Page
Number
Item 1. Financial Statements

Consolidated Balance Sheets
March 31, 2002 (unaudited) and
December 31, 2001 1-2
Consolidated Statements of Income
(unaudited) for the Three Months
Ended March 31, 2002 and 2001 3
Consolidated Statements of Cash Flows
(unaudited) for the Three Months Ended
March 31, 2002 and 2001 4
Notes to Consolidated Financial Statements 5-6

Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 6-9


Item 3. Quantitative and Qualitative Disclosures
About Market Risk 10


PART II

OTHER INFORMATION


Item 1. Legal Proceedings 11

Item 2. Changes in Securities 11

Item 3. Defaults Upon Senior Securities 11

Item 4. Submission of Matters to a Vote of 11
Security Holders

Item 5. Other Information 11

Item 6. Exhibits and Reports on Form 8-K 11-13

Signature 14
HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

ASSETS
March 31, December 31,
2002 2001
------------- -------------
(Unaudited)
CURRENT ASSETS

Cash and cash equivalents $ 129,469,003 $ 120,794,142

Investments 41,968,761 40,281,980

Trade receivables, less allowance:
$402,812 at both 2002 and 2001 26,593,701 25,700,435

Prepaid tires 3,558,726 4,077,276

Deferred income taxes 18,032,000 17,358,000

Other current assets 2,215,498 144,890
------------- -------------

Total current assets 221,837,689 208,356,723
------------- -------------

PROPERTY AND EQUIPMENT

Land and land improvements 4,402,820 4,402,820

Buildings 8,532,621 8,532,621

Furniture and fixtures 1,410,749 1,300,848

Shop and service equipment 1,425,355 1,453,755

Revenue equipment 134,814,313 133,902,094
------------- -------------

150,585,858 149,592,138

Less accumulated depreciation 46,564,556 47,473,283
------------- -------------

Property and equipment, net 104,021,302 102,118,855
------------- -------------

OTHER ASSETS 3,910,380 3,762,832
------------- -------------

$ 329,769,371 $ 314,238,410
============= =============

The accompanying notes are an integral part of these consolidated financial
statements.

1
HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

LIABILITIES AND STOCKHOLDERS' EQUITY
March 31, December 31,
2002 2001
------------- -------------
(Unaudited)
CURRENT LIABILITIES

Accounts payable and accrued liabilities $ 6,460,814 $ 7,073,957

Compensation and benefits 6,299,184 6,383,984

Income taxes payable 11,620,361 6,693,398

Insurance accruals 37,079,412 36,443,348

Other accruals 4,409,176 3,858,496
------------- -------------

Total current liabilities 65,868,947 60,453,183
------------- -------------

DEFERRED INCOME TAXES 21,540,000 20,996,000
------------- -------------


COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY

Capital Stock:

Preferred, $.01 par value; authorized
5,000,000 shares; none issued - -
Common, $.01 par value; authorized
395,000,000 shares; issued and
outstanding 50,000,000 500,000 500,000

Additional paid-in capital 8,603,762 6,608,170

Retained earnings 235,218,994 225,681,057
------------- -------------

244,322,756 232,789,227

Less unearned compensation (1,962,332) -
------------- -------------

242,360,424 232,789,227
------------- -------------

$ 329,769,371 $ 314,238,410
============= =============

The accompanying notes are an integral part of these consolidated financial
statements.


2
HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three months ended
March 31,
2002 2001
------------- -------------

OPERATING REVENUE $ 73,270,242 $ 71,923,347
------------- -------------

OPERATING EXPENSES:

Salaries, wages, and benefits 23,274,625 21,251,332

Rent and purchased transportation 14,924,660 16,879,169

Operations and maintenance 11,427,919 12,061,535

Taxes and licenses 1,607,108 1,385,155

Insurance and claims 1,842,075 1,681,071

Communications and utilities 669,994 832,184

Depreciation 3,900,129 4,183,579

Other operating expenses 1,923,805 1,534,166

(Gain) loss on disposal of fixed assets 6,616 (44,881)
------------- -------------

59,576,931 59,763,310
------------- -------------

Operating income 13,693,311 12,160,037

Interest income 758,109 1,368,807
------------- -------------

Income before income taxes 14,451,420 13,528,844

Federal and state income taxes 4,913,483 4,599,806
------------- -------------

Net income $ 9,537,937 $ 8,929,038
============= =============

Net income per common share:
Basic net income per share $ 0.19 $ 0.18
============= =============

Basic weighted average shares outstanding 50,000,000 50,000,000
============= =============


The accompanying notes are an integral part of these consolidated financial
statements.


3
HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

Three months ended
March 31,
2002 2001
----------- -----------
OPERATING ACTIVITIES
Net income $ 9,537,937 $ 8,929,038
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 3,900,129 4,378,108
Deferred income taxes (130,000) 295,000
Unearned compensation 33,260 -
Gain (loss) on disposal of fixed assets 6,616 (44,881)
Changes in certain working capital items:
Trade receivables (893,266) (4,267,573)
Other current assets (2,024,867) (1,656,715)
Prepaid tires 518,550 (496,296)
Accounts payable and accrued liabilities 2,553,222 206,903
Accrued income taxes 4,926,963 4,225,540
------------ ------------
Net cash provided by operating activities 18,428,544 11,569,124
------------ ------------
INVESTING ACTIVITIES
Proceeds from sale of property and equipment 5,633 182,795
Purchase of property and equipment (7,924,987) (6,865,370)
Purchase of municipal bonds (1,686,781) (2,045,270)
Increase in other assets (147,548) (85,698)
------------ ------------
Net cash used in investing activities (9,753,683) (8,813,543)
------------ ------------
Net increase in cash and cash equivalents 8,674,861 2,755,581

CASH AND CASH EQUIVALENTS
Beginning of year 120,794,142 128,027,076
------------ ------------
End of quarter $129,469,003 $130,782,657
============ ============

SUPPLEMENTAL DISCLOSURES OF
CASH FLOW INFORMATION
Cash paid during the period for:
Income taxes $ 116,520 $ 79,266
Noncash investing activities:
Book value of revenue equipment traded 2,478,132 4,486,321


The accompany notes are an integral part of these consolidated financial
statements.


4
HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

Note 1. Basis of Presentation

The accompanying consolidated financial statements include the accounts of
Heartland Express, Inc., a Nevada holding company, and its wholly-owned
subsidiaries ("Heartland" or the "Company"). All significant intercompany
balances and transactions have been eliminated in consolidation.

The consolidated financial statements included herein have been prepared in
accordance with generally accepted accounting principles ("GAAP"), pursuant to
the rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures have been omitted or condensed pursuant to
such rules and regulations. In the opinion of management, all adjustments
(consisting of normal recurring adjustments) considered necessary for a fair
presentation have been included. Results of operations in interim periods are
not necessarily indicative of results for a full year. These consolidated
financial statements and notes thereto should be read in conjunction with the
Company's Annual Report on Form 10-K for the year ended December 31, 2001. The
preparation of financial statements in accordance with GAAP requires management
to make estimates and assumptions. Such estimates and assumptions affect the
reported amounts of assets and liabilities as well as disclosure of contingent
assets and liabilities, at the date of the accompanying consolidated financial
statements, and the reported amounts of the revenues and expenses during the
reporting periods. Actual results could differ from those estimates.

Note 2. Commitments and Contingencies

The Company is involved in certain legal proceedings arising in the normal
course of business. In the opinion of management, the Company's potential
exposure under pending legal proceedings is adequately provided for in the
accompanying consolidated financial statements.

Note 3. Segment Information

The Company has eight operating divisions; however, it has determined that
it has one reportable segment. All of the divisions are managed based on similar
economic characteristics. Each of the regional operating divisions provides
short to medium-haul truckload carrier services of general commodities to a
similar class of customers. In addition, each division exhibits similar
financial performance, including average revenue per mile and operating ratio.
As a result of the foregoing, the Company has determined that it is appropriate
to aggregate its operating divisions into one reportable segment consistent with
the guidance in SFAS No. 131. Accordingly, the Company has not presented
separate financial information for each of its operating divisions as the
Company's consolidated financial statements present its one reportable segment.

Note 4. Recapitalization and Stock Split

On January 28, 2002, the Board of Directors approved an approximate three
for two stock split, effected in the form of a 57.68826 percent stock dividend.
The stock split occurred on February 19, 2002, to stockholders of record on the
close of business on February 8, 2002. The number of common shares issued and
outstanding and all per share amounts have been adjusted to reflect the stock
split for all periods presented.


5
On March 7, 2002,  the principal  stockholder  awarded 90,750 shares of his
common stock to key employees of the Company. The shares will vest to them over
a five-year period subject to restrictions on transferability and to forfeiture
in the event of termination of employment. Any forfeited shares will be returned
to the principal stockholder. The fair market value of these shares was treated
as a contribution of capital and is being amortized over the five year vesting
period.

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Forward Looking Statements

Except for certain historical information contained herein, this Quarterly
Report on Form 10-Q contains forward-looking statements that involve risks,
assumptions and uncertainties which are difficult to predict. All statements,
other than statements of historical fact, are statements that could be deemed
forward-looking statements, including any projections of earnings, revenues, or
other financial items; any statements of plans, strategies, and objectives of
management for future operations; any statements concerning proposed new
strategies or developments; any statements regarding future economic conditions
or performance; any statements of belief and any statement of assumptions
underlying any of the foregoing. Words such as "believe," "may," "could,"
"expects," "anticipates," and "likely," and variations of these words or similar
expressions, are intended to identify such forward-looking statements. The
Company's actual results could differ materially from those discussed in the
section entitled "Factors That May Affect Future Results," included in
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" set forth in the Company's Annual report on Form 10-K, which is by
this reference incorporated herein. The Company does not assume, and
specifically disclaims, any obligation to update any forward-looking statements
contained in this Quarterly report.

Results of Operations:

The following table sets forth the percentage relationship of expense items
to operating revenue for the periods indicated.

Three months Ended
March 31,
2002 2001
------- -------
Operating revenue 100.0% 100.0%
------- -------
Operating expenses:
Salaries, wages, and benefits 31.8% 29.6%
Rent and purchased transportation 20.4 23.5
Operations and maintenance 15.6 16.8
Taxes and licenses 2.2 1.9
Insurance and claims 2.5 2.3
Communications and utilities 0.9 1.2
Depreciation 5.3 5.8
Other operating expenses 2.6 2.1
(Gain) loss on disposal of fixed assets (0.0) (0.1)
------- -------
Total operating expenses 81.3% 83.1%

------- -------
Operating income 18.7% 16.9%
Interest income 1.0 1.9
------- -------
Income before income taxes 19.7% 18.8%
Federal and state income taxes 6.7 6.4
------- -------
Net income 13.0% 12.4%
======= =======


6
The  following is a discussion  of the results of operations of the quarter
ended March 31, 2002 compared with the same period in 2001, and the changes in
financial condition through the first quarter of 2002.

Operating revenue increased $1.4 million (1.9%), to $73.3 million in the
first quarter of 2002 from $71.9 million in the first quarter of 2001. The
Company's revenue, before fuel surcharge, increased 5.8% over the same period in
2001. The revenue increase was primarily attributable to the expansion of the
Company's customer base as well as increased volume from existing customers.
Operating revenue for the first quarter of 2001 was positively impacted by fuel
surcharges assessed to customers.

Salaries, wages, and benefits increased $2.0 million (9.5%), to $23.3
million in the first quarter of 2002 from $21.3 million in the first quarter of
2001. As a percentage of revenue, salaries, wages and benefits increased to
31.8% in 2002 from 29.5% in 2001. These increases were a result of increased
reliance on employee drivers and a corresponding decrease in miles driven by
independent contractors. The increase in employee driver miles was attributable
to internal growth in the company owned tractor fleet. During the first quarter
of 2002, employee drivers accounted for 70% and independent contractors 30% of
the total fleet miles, compared with 67% and 33%, respectively, in the first
quarter of 2001. The Company also experienced an increase in the frequency and
severity of workers' compensation and health insurance claims in comparison to
the 2001 period. In addition, health insurance costs increased due to a higher
self-insurance retention level assumed by the Company in comparison to the first
quarter of 2001.

Rent and purchased transportation decreased $2.0 million (11.6%), to $14.9
million in the first quarter of 2002 from $16.9 million in the first quarter of
2001. As a percentage of revenue, rent and purchased transportation decreased to
20.4% in the first quarter of 2002 from 23.5% in the first quarter of 2001. This
reflects the Company's decreased reliance upon independent contractors. Rent and
purchased transportation, before fuel surcharge, decreased 5.1% over the same
period in 2001. During the 2001 period, the Company reimbursed independent
contractors for the higher cost of fuel based on fuel surcharges collected from
customers.

Operations and maintenance decreased $0.6 million (5.3%) to $11.4 million
in the first quarter of 2002 from $12.0 million in the first quarter of 2001. As
a percentage of revenue, operations and maintenance decreased to 15.6% in the
first quarter of 2002 from 16.8% during the first quarter of 2001. These
decreases were primarily the result of lower fuel cost per gallon experienced in
the first quarter of 2002.

Taxes and licenses increased $0.2 million (16.0%), to $1.6 million in the
first quarter of 2002 from $1.4 million in the first quarter of 2001. As a
percentage of revenue, taxes and licenses increased to 2.2% in 2002 from 1.9%
during the first quarter of 2001. These increases were primarily attributable to
the growth in fleet miles.

Insurance and claims increased $0.2 million (9.6%), to $1.8 million in the
first quarter of 2002 from $1.6 million in the first quarter of 2001. As a
percentage of revenue, insurance and claims increased to 2.5% in the first
quarter of 2002 from 2.3% in the first quarter of 2001. Insurance and claims
expense will vary as a percentage of operating revenue from period to period
based on the frequency and severity of claims incurred in a given period as well
as changes in claims development trends.

Communications and utilities decreased $0.1 million (19.5%), to $0.7
million in 2002 from $0.8 million in 2001. As a percentage of revenue,
communications and utilities decreased to 0.9% in the first quarter of 2002 from
1.2% in the first quarter of 2001.


7
Depreciation decreased $0.3 million (6.8%) to $3.9 million during the first
quarter of 2002 from $4.2 million in the first quarter of 2001. As a percentage
of revenue, depreciation decreased to 5.3% in 2002 from 5.8% during the first
quarter of 2001. The decrease is a result of replacing tractors without salvage
values with new tractors with salvage values.

Other operating expenses increased $0.4 million (25.4%) to $1.9 million
during the first quarter of 2002 from $1.5 million during the first quarter
2001. As a percentage of revenue, other operating expenses increased to 2.6% in
the first quarter of 2002 from 2.1% in the first quarter of 2001. The increase
was primarily due to an increase in bad debt expense. Other operating expenses
additionally consist of pallet cost, driver recruiting expense, and
administrative costs.

Interest income decreased $0.6 (44.6%) to $0.8 million in the first quarter
of 2002 from $1.4 million in the first quarter of 2001. Interest income earned
is primarily exempt from federal taxes and therefore earned at a lower pre-tax
rate. Interest income has been negatively impacted by Federal Reserve Bank
reductions in short-term interest rates.

The Company's effective tax rate was 34.0% for both the three month periods
ended March 31, 2002 and 2001. Income taxes have been provided at the statutory
federal and state rates, adjusted for certain permanent differences between
financial statement and income tax reporting.

As a result of the foregoing, the Company's operating ratio (operating
expenses as a percentage of operating revenue) was 81.3% during the first
quarter of 2002 compared with 83.1% during the first quarter of 2001. Net income
increased $0.6 million (6.8%), to $9.5 million during the first quarter of 2002
from $8.9 million during the first quarter of 2001.

Liquidity and Capital Resources

The growth of the Company's business has required significant investments
in new revenue equipment. Historically the Company has been debt-free, funding
revenue equipment purchases with cash flow provided by operations. The Company
also obtains tractor capacity by utilizing independent contractors, who provide
a tractor and bear all associated operating and financing expenses. The
Company's primary source of liquidity for the three months ended March 31, 2002,
was net cash provided by operating activities of $18.4 million compared to $11.6
million in the corresponding 2001 period.

Capital expenditures for property and equipment, primarily revenue
equipment net of trade-ins, totaled $7.9 million for the first three months of
2002 compared to $6.9 million for the same period in 2001.

Management believes the Company has adequate liquidity to meet its current
and projected needs. The Company will continue to have significant capital
requirements over the long term which are expected to be funded by cash flow
provided by operations and from cash, cash equivalents, and investments on hand.
Based on the Company's strong financial position, management believes outside
financing could be obtained, if necessary, to fund capital expenditures.

Factors That May Affect Future Results

The Company's future results may be affected by a number of factors over
which the Company has little or no control. Fuel prices, insurance and claims
costs, liability claims, interest rates, the availability of qualified drivers,
fluctuations in the resale value of revenue equipment, economic and customer
business cycles and shipping demands are economic factors over which the Company
has little or no control. Significant increases or rapid fluctuations in fuel
prices, interest rates or insurance costs or liability claims, to the extent not
offset by increases in freight rates, and the resale value of revenue equipment
could reduce the Company's profitability.


8
Weakness in the  general  economy,  including a weakness in consumer  demand for
goods and services, could adversely affect the Company's customers and the
Company's growth and revenues, if customers reduce their demand for
transportation services. Customers encountering adverse economic conditions
represent a greater potential for loss, and the Company may be required to
increase its reserve for bad debt losses. Weakness in customer demand for the
Company's services or in the general rate environment may also restrain the
Company's ability to increase rates or obtain fuel surcharges.

Inflation and Fuel Cost

Most of the Company's operating expenses are inflation-sensitive, with
inflation generally producing increased costs of operations. During the past
three years, the most significant effects of inflation have been on revenue
equipment prices and the compensation paid to the drivers. Innovations in
equipment technology and comfort have resulted in higher tractor prices, and
there has been an industry-wide increase in wages paid to attract and retain
qualified drivers. The Company historically has limited the effects of inflation
through increases in freight rates and certain cost control efforts. In addition
to inflation, fluctuations in fuel prices can affect profitability. Most of the
Company's contracts with customers contain fuel surcharge provisions. Although
the Company historically has been able to pass through most long-term increases
in fuel prices and operating taxes to customers in the form of surcharges and
higher rates, shorter-term increases are not fully recovered. Competitive
conditions in the transportation industry, such as lower demand for
transportation services, could affect the Company's ability to obtain rate
increases or fuel surcharges.

Seasonality

The nature of the Company's primary traffic (appliances, automotive parts,
paper products, retail goods, and packages foodstuffs) causes it to be
distributed with relative uniformity throughout the year. However, seasonal
variations during and after the winter holiday season have historically resulted
in reduced shipments by several industries served. In addition, the Company's
operating expenses historically have been higher during the winter months due to
increased operating costs in colder weather and higher fuel consumption due to
increased engine idling.

Recently Issued Accounting Pronouncements

In June 2001, the Financial Accounting Standards Board issued FAS 142,
Goodwill and Other Intangible Assets ("FAS 142"). Under FAS 142, goodwill and
intangible assets with indefinite lives are no longer amortized but are reviewed
at least annually for impairment. With respect to goodwill amortization, the
Company adopted FAS 142 effective January 1, 2002. The result of the application
of the non-amortization provisions of FAS 142 for goodwill is not material for
the three months ended March 31, 2002. At March 31, 2002, the Company has
goodwill with a net book value of approximately $415,000. Pursuant to FAS 142,
the Company will complete its test for goodwill impairment during 2002 and, if
impairment is indicated, record such impairment as a cumulative effect of
accounting change.

In October 2001, the FASB issued SFAS No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets" (SFAS 144). SFAS 144 supersedes
SFAS No. 121, "Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to Be Disposed Of;" however, it retains the fundamental
provisions of that Statement related to the recognition and measurement of the
impairment of long-lived assets to be "held and used." In addition, the
Statement provides some guidance on estimating cash flows when performing a
recoverability test, requires that a long-lived asset to be disposed of other
than by sales (e.g., abandoned) be classified as "held and used" until it is
disposed of and establishes more restrictive criteria to classify an asset as
"held for sales". The Company adopted this statement January 1, 2002 and it did
not have a material impact.

9
Item 3.  Quantitative and Qualitative Disclosures About Market Risk

The Company purchases only high quality, liquid investments. Primarily all
investments as of March 31, 2002 have an original maturity of six months or
less. The Company holds all investments to maturity and therefore, is exposed to
minimal market risk related to its cash equivalents.

The Company has no debt outstanding as of March 31, 2002 and therefore, has
no market risk related to debt.

As of March 31, 2002, the Company has no derivative financial instruments
to reduce its exposure to diesel fuel price fluctuations.








































10
PART II

OTHER INFORMATION

Item 1. Legal Proceedings The Company is a party to ordinary, routine
litigation and administrative proceedings incidental to its business.
None of the proceedings would result in a claim for damages in excess
of 10 percent of the current assets of the Company. These proceedings
primarily involve personnel matters and claims for personal injury or
property damage incurred in the transportation of freight. The Company
maintains insurance to cover liabilities arising from the
transportation of freight for amounts in excess of self-insured
retentions.

Item 2. Changes in Securities
Not Applicable

Item 3. Defaults Upon Senior Securities
Not Applicable

Item 4. Submission of Matters to a Vote of Security Holders
Not Applicable

Item 5. Other Information
None

Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits required by Item 601 of Regulations S-K




Method of
Exhibit No. Document Filing

3.1 Articles of Incorporation Incorporated by
Reference to the
Company's registration
statement on Form S-1,
Registration No.33-
8165, effective
November 5, 1986.



3.2 Bylaws Incorporated by
Reference to the
Company's registration
statement on form S-1,
Registration No. 33-
8165, effective
November 5, 1986.


11
3.3           Certificate of Amendment                  Incorporated by
To Articles of Incorporation Reference to the
Company's form
10-QA, for the
quarter ended June
30, 1997, dated
March 26, 1998.

4.1 Articles of Incorporation Incorporated by
Reference to the
Company's registration
statement on form S-1,
Registration No. 33-
8165, effective
November 5, 1986.

4.3 Certificate of Amendment Incorporated by
to Articles of Incorporation Reference to the
Company's form
10-QA, for the
quarter ended June
30, 1997, dated
March 26, 1998.

10.1 Business Property Lease Incorporated by
between Russell A. Gerdin Reference to the
as Lessor and the Company Company's Form 10-Q
as Lessee, regarding the for the quarter ended
Company's headquarters at September 30, 2000.
2777 Heartland Drive, Commission file no.
Coralville, Iowa 52241 0-15087.

10.2 Form of Independent Incorporated by
Contractor Operating Reference to the
Agreement between the Company's Form 10-K
Company and its for the year ended
independent contractor December 31, 1993.
providers of tractors Commission file no.
0-15087.

10.3 Description of Key Incorporated by
Management Deferred Reference to the
Incentive Compensation Company's Form 10-K
Arrangement for the year ended
December 31, 1993.
Commission file no.
0-15087.




12
(b)  Reports on Form 8-K

(i) Report on Form 8-K, dated January 10, 2002, reporting the following events.
A lawsuit against the Company served on January 7, 2002 by the Owner
Operators Independent Drivers Association, Inc. on behalf of certain
owner-operators. News releases dated January 10, 2002 announcing the fourth
quarter of 2001 earnings expectations and the filing of a registration
statement on Form S-3 with the Securities and Exchange Commission.
(ii) Report on Form 8-K, dated January 14, 2002, containing Heartland's news
release dated January 14, 2002, announcing the earnings release for the
fourth quarter of 2001.
(iii)Report on Form 8-K, dated January 17, 2002, correcting a date on the
January 10, 2002 Form 8-K.
(iv) Report on Form 8-K, dated January 28, 2002, announcing the declaration of a
stock dividend with an effective date of February 19, 2002.








































13
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.

HEARTLAND EXPRESS, INC.

Date: May 10, 2002 BY: /s/ John P. Cosaert
JOHN P. COSAERT
Chief Financial Officer and
Principal Financial Officer


















END OF FILING




















14