SIMON TRANSPORTATION SERVICES INC
11-K, 1997-06-27
TRUCKING (NO LOCAL)
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                                                                EIN:  87-0293383
                                                                Plan Number: 002


                            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, 1996


                                         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)





<PAGE>

















                                    DICK SIMON TRUCKING, INC.
                                    PROFIT SHARING PLAN AND TRUST

                                    FINANCIAL STATEMENTS AS OF
                                    DECEMBER 31, 1996 AND 1995

                                    TOGETHER WITH REPORT OF
                                    INDEPENDENT PUBLIC ACCOUNTANTS









<PAGE>






                     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,  1996 and 1995,  and the  related  statement  of changes in net
assets  available  for  benefits for the year ended  December  31,  1996.  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 Dick Simon
Trucking,  Inc.  Profit Sharing Plan and Trust as of December 31, 1996 and 1995,
and the  changes in its net assets  available  for  benefits  for the year ended
December 31, 1996 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 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 supplemental
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 6, 1997


<PAGE>


               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, 1996 and 1995                             1

  Statement of Changes in Net Assets
    Available for Benefits with Fund Information
    for the Year Ended December 31, 1996                                2 - 5

  Notes to Financial Statements                                         6 - 9


SUPPLEMENTAL SCHEDULES:

  Schedule of Assets Held for Investment
    Purposes as of December 31, 1996                                     10

  Schedule of Reportable Transactions
    for the Year Ended December 31, 1996                                 11


<PAGE>


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

                                                    

              DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST

                  STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

                          AS OF DECEMBER 31, 1996 AND 1995
<TABLE>
<S>                                                                             <C>                         <C>


                                                                                    1996                        1995
                                                                                ------------                --------
INVESTMENTS, at fair value:
   Fidelity Advisor Funds-
     Growth Opportunities Fund                                                      $1,116,281                $       -
     Equity Growth Fund                                                                442,535                        -
     Daily Money Fund: US Treasury                                                     326,334                        -
     High Yield Fund                                                                   203,866                        -
     Daily Money Fund: Money Market                                                     63,547                        -
     Natural Resources Fund                                                             11,845                        -
     Equity Income Fund                                                                 11,705                        -
     Overseas Fund                                                                       3,990                        -
     Strategic Opportunities Fund                                                        1,498                        -
     Income & Growth Fund                                                                1,117                        -
     Government Investment Fund                                                            931                        -
     Intermediate Bond Fund                                                                765                        -
     Short Fixed Income Fund                                                               756                        -
     Mid Cap Fund                                                                          666                        -
     Emerging Markets Income Fund                                                          635                        -
     Strategic Income Fund                                                                 456                        -
     Large Cap Fund                                                                         66                        -

   Simon Transportation common stock                                                 1,075,530                        -
   Participant loans                                                                   154,059                     38,730

   First Interstate Bank of Utah, N.A. Funds-
     Common Stock Fund                                                                     -                    1,192,856
     Fixed Income Fund                                                                     -                      481,449
     Pacifica Money Market Trust                                                           -                      326,951
                                                                                    ----------                 ----------
           Total investments                                                         3,416,582                  2,039,986
                                                                                    ----------                 ----------

CASH                                                                                         4                      1,189
                                                                                    ----------                 ----------
RECEIVABLES:
   Participant contributions                                                            57,947                     16,051
   Employer contributions                                                               45,821                     32,883
   Accrued interest                                                                        -                        1,432
                                                                                    ----------                 ----------
           Total receivables                                                           103,768                     50,366
                                                                                    ----------                 ----------

NET ASSETS AVAILABLE FOR BENEFITS                                                   $3,520,354                 $2,091,541
                                                                                    ==========                 ==========

</TABLE>

<PAGE>


                 The accompanying notes to financial statements
                     are an integral part of this statement.



                                                                     Page 1 of 4

             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, 1996


<TABLE>
<CAPTION>

                                                                           FIDELITY ADVISOR FUNDS
<S>                                    <C>                 <C>           <C>             <C>             <C>             <C>        
                                       ------------------- ------------- --------------- --------------- --------------- -----------
                                               Growth           Equity       Daily Money        High       Daily Money     Natural
                                            Opportunities        Growth        Fund: US      Yield   Fund   Fund: Money    Resources
                                                 Fund            Fund          Treasury                        Market         Fund
ADDITIONS TO NET ASSETS
  ATTRIBUTED TO:
   Investment income-
     Net realized gain (loss)                $   26,559       $ 11,254        $    -         $    959         $    -         $   346
     Net unrealized appreciation
      (depreciation) in fair value of
       investments
                                                 50,452          9,112             -            2,064              -             303
     Interest and dividends                      31,871          2,390           6,484          9,728            1,327           317

   Contributions-
     Employer                                       -              -               -              -            148,661            -
     Participant                                    -              -               -              -            376,322            -
     Rollovers                                      -              -               -              -             68,714            -
                                             ----------       --------        --------       --------         --------       -------
           Total additions                      108,882         22,756           6,484         12,751          595,024           966
                                             ----------       --------        --------       --------         --------       -------

REDUCTIONS IN NET ASSETS ATTRIBUTED TO:
   Distributions to participants
                                                    -              -               -              -                -              -
                                             ----------       --------        --------       --------         --------       -------

NET INTERFUND TRANSFERS                       1,007,399        419,779         319,850        191,115         (427,709)       10,879
                                             ----------       --------        --------       --------         --------       -------
           Net increase (decrease)
                                              1,116,281        442,535         326,334        203,866          167,315        11,845

NET ASSETS AVAILABLE FOR BENEFITS,
   beginning of the year
                                                    -              -               -              -                -              -
                                             ----------       --------        --------       --------         --------       -------

NET ASSETS AVAILABLE FOR BENEFITS, end
   of the year                               $1,116,281       $442,535        $326,334       $203,866         $167,315       $11,845
                                             ==========       ========        ========       ========         ========       =======

</TABLE>

<PAGE>




                                                                     Page 2 of 4

             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, 1996


<TABLE>
<CAPTION>

                                                                           FIDELITY ADVISOR FUNDS
<S>                                      <C>           <C>             <C>                <C>           <C>             <C>
                                         ------------- --------------- ------------------ ------------- --------------- ------------
                                                                           Strategic        Income &      Government    Intermediate
                                         Equity Income    Overseas       Opportunities       Growth       Investment     Bond  Fund
                                              Fund          Fund             Fund             Fund           Fund
ADDITIONS TO NET ASSETS
  ATTRIBUTED TO:
   Investment income-
     Net realized gain (loss)                $  129      $    82            $   73           $    5          $  -             $  -
     Net unrealized appreciation
       (depreciation) in fair value of
       investments
                                                263          (17)              (72)              16              4                2
     Interest and dividends                     177           84                39               10             11                8

   Contributions-
     Employer                                   -             -                 -                -              -                -
     Participant                                -             -                 -                -              -                -
     Rollovers                                  -             -                 -                -              -                -
                                            -------       ------            ------           ------          -----            -----
           Total additions                      569          149                40               31             15               10
                                            -------       ------            ------           ------          -----            -----
REDUCTIONS IN NET ASSETS ATTRIBUTED TO:
   Distributions to participants
                                                -             -                 -                -              -                -
                                            -------       ------            ------           ------          -----            -----

NET INTERFUND TRANSFERS                      11,136        3,841             1,458            1,086            916              755
                                            -------       ------            ------           ------          -----            -----
           Net increase (decrease)
                                             11,705        3,990             1,498            1,117            931              765

NET ASSETS AVAILABLE FOR BENEFITS,
   beginning of the year
                                                -             -                 -                -              -                -
                                            -------       ------            ------           ------          -----            -----
NET ASSETS AVAILABLE FOR BENEFITS, end
   of the year                              $11,705       $3,990            $1,498           $1,117          $ 931            $ 765
                                            =======       ======            ======           ======          =====            =====

</TABLE>

<PAGE>




                                                                     Page 3 of 4

             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, 1996

<TABLE>
<CAPTION>

                             FIDELITY ADVISOR FUNDS
             --------------------------------------------------------------
<S>                                      <C>          <C>         <C>         <C>           <C>         <C>              <C>
                                         Short Fixed              Emerging                                  Simon
                                           Income       Mid       Markets     Strategic     Large       Transportation
                                            Fund      Cap Fund    Income       Income        Cap        Common  Stock    Participant
                                                                   Fund         Fund         Fund                         Loan Fund
ADDITIONS TO NET ASSETS
  ATTRIBUTED TO:
   Investment income-
     Net realized gain (loss)               $  -         $  -      $  -        $   1       $  -          $    (404)        $    -
     Net unrealized appreciation
       (depreciations) in fair value
       of investments
                                               -            13        27          -            2           306,457              -
     Interest and dividends                     9            9        26          14          -                              14,466

   Contributions-
     Employer                                  -            -         -           -           -              9,405              -
     Participant                               -            -         -           -           -             20,522              -
     Rollovers                                 -            -         -           -           -             12,140              -
                                            -----        -----     -----       -----       -----        ----------         --------
           Total additions                      9           22        53          15           2           348,120           14,466
                                            -----        -----     -----       -----       -----        ----------         --------
REDUCTIONS IN NET ASSETS ATTRIBUTED TO:
   Distributions to participants
                                               -            -         -           -           -               (300)          (4,201)
                                            -----        -----     -----       -----       -----        ----------         --------

NET INTERFUND TRANSFERS                       747          644       582         441          64           727,710           98,975
                                            -----        -----     -----       -----       -----        ----------         --------
           Net increase (decrease)
                                              756          666       635         456          66         1,075,530          109,240

NET ASSETS AVAILABLE FOR BENEFITS,
   beginning of the year
                                               -            -         -           -           -                -             44,819
                                            -----        -----     -----       -----       -----        ----------         --------
NET ASSETS AVAILABLE FOR BENEFITS, end
   of the year                              $ 756        $ 666     $ 635       $ 456       $  66        $1,075,530         $154,059
                                            =====        =====     =====       =====       =====        ==========         ========


</TABLE>


<PAGE>




                                                                     Page 4 of 4

             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, 1996

<TABLE>
<CAPTION>

                                                      FIRST INTERSTATE BANK OF UTAH, N.A.
<S>                                      <C>            <C>             <C>             <C>            <C>                <C>
                                         -------------- --------------- --------------- -------------  -------------      ----------
                                                                                                         Dick Simon
                                          Money Market       Fixed                      Common Stock   Trucking Cash
                                              Fund      Income   Fund      Balanced         Fund         Liquidity        Total All
                                                                             Fund                                            Funds
ADDITIONS TO NET ASSETS
  ATTRIBUTED TO:
   Investment income-
     Net realized gain (loss)                $    -         $  7,651       $   86,070      $ 66,637         $  -         $  199,362
     Net unrealized appreciation
       (depreciation) in fair value of
       investments
                                                    -              -                -             -            -            368,626
     Interest and dividends                     2,648              -                -             -             8            69,626

   Contributions-
     Employer                                   9,373          4,952           26,469        13,813            -            212,673
     Participant                               20,316         12,373           68,047        34,420            -            532,000
     Rollovers                                    -            2,159            7,725         7,629            40            98,407
                                             --------       --------       ----------      --------         -----         ----------
           Total additions                     32,337         27,135          188,311       122,499            48         1,480,694
                                             --------       --------       ----------      --------         -----         ----------
REDUCTIONS IN NET ASSETS ATTRIBUTED TO:
   Distributions to participants
                                               (8,548)        (3,337)         (24,399)      (11,096)           -            (51,881)
                                             --------       --------       ----------      --------         -----         ----------

NET INTERFUND TRANSFERS                      (280,617)      (185,822)      (1,401,831)     (501,354)          (44)              -
                                             --------       --------       ----------      --------         -----         ----------
           Net increase (decrease)
                                             (256,828)      (162,024)      (1,237,919)     (389,951)            4         1,428,813

NET ASSETS AVAILABLE FOR BENEFITS,
   beginning of the year
                                              256,828        162,024        1,237,919       389,951            -          2,091,541
                                             --------       --------       ----------      --------         -----        ----------
NET ASSETS AVAILABLE FOR BENEFITS, end
   of the year                               $    -         $    -         $      -        $    -           $   4        $3,520,354
                                             ========       ========       ==========      ========         =====        ==========


</TABLE>


<PAGE>


                                                                EIN:  87-0293383
                                                                Plan Number: 002


             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.  Forfeitures  of  nonvested
employer matching contributions,  which amounted to $9,050 during the year ended
December 31, 1996, are offset against future employer matching contributions.



<PAGE>


Investment Options

The Plan provides for seventeen  investment options listed below. In addition as
discussed below,  participants  may borrow from their accounts.  These funds 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 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  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  Strategic  Opportunities  Fund - The fund seeks long-term
    capital  appreciation  by investing in securities  that are  undervalued  or
    undiscovered by the marketplace.

    Fidelity  Advisor  Income  and  Growth  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   Government   Investment  Fund  -  Invests  primarily  in
    securities  backed by the full faith and credit of the U.S.  government  and
    its 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 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  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.

    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 Large Cap Fund - The fund seeks long-term growth of capital
    by investing  primarily in equity  securities of companies with large market
    capitalizations.

    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, as
defined, or 50 percent of the participant's vested interest.  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, 1996, the interest rates ranged from
9.25 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.


(4)  RECONCILIATION TO FORM 5500

Subsequent to completion of the audit of the Plan's  December 31, 1995 financial
statements  for purposes of filing a Form 11-K with the  Securities and Exchange
Commission,  the Plan Trustee notified the Plan Administrator of certain changes
to the net plan assets as  previously  certified  by the Plan  Trustee  totaling
$21,644.  The changes as of December 31, 1995 relate to  recognizing  additional
unrealized appreciation on plan assets and certain other minor adjustments.  The
accompanying  1995  statement of net assets  available for benefits has not been
restated to reflect the subsequent  adjustments as the amount of the adjustments
is not material; however, the adjustments were reflected in the 1995 Form 5500.


<PAGE>





                 DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST

               LINE 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES

                                AS OF DECEMBER 31, 1996
<TABLE>
<CAPTION>
<S><C>                                <C>                                                              <C>               <C>    

   (b)  Identity of issue,
        borrower, lessor or similar   (c)  Description                                                                   (e) Current
(a)     party                              of investment                                                (d)  Cost              value
- --- -------------------------------   ---------------------------------------                          ----------           --------

*  Fidelity Investments               31,623 shares of Fidelity Advisor Growth Opportunities Fund
                                                                                                       $1,065,829         $1,116,281
*  Smith Barney                       69,387 shares of Simon Transportation Common Stock
                                                                                                          769,073          1,075,530
*  Fidelity Investments               10,534 shares of Fidelity Advisor Equity Growth Fund
                                                                                                          433,423            442,535
*  Fidelity Investments               326,334 shares of Fidelity Advisor Daily Money Fund: US
                                      Treasury                                                            326,334            326,334
*  Fidelity Investments               16,710 shares of Fidelity Advisor High Yield Fund
                                                                                                          201,802            203,866
*  Participant loans                  Interest rates ranging from
                                      9.25% to 9.75%                                                      154,059            154,059
*  Fidelity Investments               63,547 shares of Fidelity Advisor Daily Money Fund: Money
                                      Market                                                               63,547             63,547
*  Fidelity Investments               477 shares of Fidelity Advisor Natural Resources Fund
                                                                                                           11,542             11,845
*  Fidelity Investments               534 shares of Fidelity Advisor Equity Income Fund
                                                                                                           11,442             11,705
*  Fidelity Investments               260 shares of Fidelity Advisor Overseas Fund
                                                                                                            4,007              3,990
*  Fidelity Investments               66 shares of Fidelity Advisor Strategic Opportunities Fund
                                                                                                            1,570              1,498
*  Fidelity Investments               68 shares of Fidelity Advisor Income & Growth Fund
                                                                                                            1,101              1,117
*  Fidelity Investments               98 shares of Fidelity Advisor Government Investment Fund
                                                                                                              927                931
*  Fidelity Investments               73 shares of Fidelity Advisor Intermediate Bond Fund
                                                                                                              763                765
*  Fidelity Investments               81 shares of Fidelity Advisor Short Fixed Income Fund
                                                                                                              756                756
*  Fidelity Investments               59 shares of Fidelity Advisor Mid Cap Fund                              653                666
*  Fidelity Investments               54 shares of Fidelity Advisor Emerging Market Income Fund
                                                                                                              608                635
*  Fidelity Investments               40 shares of Fidelity Advisor Strategic Income Fund
                                                                                                              456                456
*  Fidelity Investments               6 shares of Fidelity Advisor Large Cap Fund                              64                 66
*  Smith Barney                       4 shares of Dick Simon Trucking Cash Liquidity
                                                                                                                4                  4
                                                                                                       ----------         ----------

                                                                                                       $3,047,960         $3,416,586
                                                                                                       ==========         ==========
</TABLE>

* Denotes party-in-interest


<PAGE>





             DICK SIMON TRUCKING, INC. PROFIT SHARING PLAN AND TRUST

                 LINE 27d - SCHEDULE OF REPORTABLE TRANSACTIONS

                      FOR THE YEAR ENDED DECEMBER 31, 1996



<TABLE>
<CAPTION>
<S>                            <C>                                <C>            <C>            <C>           <C>          <C>

                                                                                                                  (f)
                                                                                                               Current
                                                                     (c)            (d)            (e)         value at     (g)
(a) Identity of                (b) Description                    Purchase        Selling        Cost of      transaction    Net
  party involved                     of asset                      price           price          asset          date       gain
- ------------------             ----------------------             --------       --------       ---------     -----------   -----

* Fidelity Investments         Fidelity Advisor Growth
                               Opportunities Fund                 $1,116,281     $     -        $1,116,281     $1,116,281     N/A

* First Interstate Bank of     Simon Transportation Services,
   Utah, N.A.                  Inc. Common Stock
                                                                     769,093           -           769,093        769,093     N/A

* Fidelity Investments         Fidelity Advisor Equity Growth
                               Fund                                  442,535           -           442,535        442,535     N/A

* Fidelity Investments         Fidelity Advisor Daily Money
                               Fund-US Treasury                      326,334           -           326,334        326,334     N/A

* Fidelity Investments         Fidelity Advisor High Yield Fund
                                                                     203,866           -           203,866        203,866     N/A

* First Interstate Bank of     Pooled Balances Fund (Balanced
   Utah, N.A.                  Fund)                                     -       1,321,940       1,235,870      1,321,940  86,070

* First Interstate Bank of     Pooled Equity Fund (Common
   Utah, N.A.                  Stock Fund)                               -         333,372         266,735        333,372  66,637

* First Interstate Bank of     Pacifica Money Market Trust
   Utah, N.A.                  (Money Market)                            -         236,854         236,854        236,854     -

* First Interstate Bank of     Pooled Fixed Income Fund (Bond
   Utah, N.A.                  Fund)                                     -         157,307         149,656        157,307   7,651


</TABLE>

* Denotes party-in-interest


<PAGE>


                                    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 27, 1997


<PAGE>


                                                                  Exhibit


                    CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS



As independent public accountants, we hereby consent to the incorporation of our
report  included  in  this  Form  11-K,  into  the  Company's  previously  filed
Registration Statement on Form S-8 File No. 33-80391.




ARTHUR ANDERSEN LLP

Salt Lake City, Utah
June 27, 1997






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