UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended March 31, 2000
Commission file Number 0-14781
M.S. CARRIERS, INC.
(Exact name of Registrant as specified in its charter.)
Tennessee 62-1014070
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3171 Directors Row, Memphis, TN 38131
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (901) 332-2500
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 [ ]
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practical date:
Outstanding common shares at April 30, 2000 - 11,711,801
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<PAGE>
M.S. CARRIERS, INC.
INDEX TO FORM 10-Q
CONTENTS
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS (UNAUDITED)
Consolidated Balance Sheets as of March 31, 2000 and
December 31, 1999............................................. 3
Consolidated Statements of Income for the Three Months Ended
March 31, 2000 and 1999....................................... 5
Consolidated Statement of Stockholders' Equity for the Three
Months Ended March 31, 2000................................... 6
Consolidated Statements of Cash Flows for the Three Months
Ended March 31, 2000 and 1999................................. 7
Notes to Financial Statements................................... 8
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS........................... 10
ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK.......................................................... 15
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings...................................... 16
Item 2 - Changes in Securities.................................. 16
Item 3 - Defaults Upon Senior Securities........................ 16
Item 4 - Submission of Matters to a Vote of Security Holders.... 16
Item 5 - Other Information...................................... 16
Item 6 - Exhibits and Reports on Form 8-K....................... 16
Signatures...................................................... 18
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<PAGE>
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)
<TABLE>
<CAPTION>
M.S. CARRIERS, INC.
CONSOLIDATED BALANCE SHEETS
MARCH 31 December 31
2000 1999
----------------------------------------
(UNAUDITED)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 335,572 $ 242,606
Accounts receivable:
Trade, net 82,402,225 74,235,169
Officers and employees 1,556,444 1,372,312
----------------------------------------
83,958,669 75,607,481
Recoverable income taxes 3,469,813 4,391,692
Deferred income taxes 9,637,000 9,558,000
Prepaid expenses and other 13,455,000 6,627,602
----------------------------------------
Total current assets 110,856,054 96,427,381
Property and equipment:
Land and land improvements 8,565,232 8,563,092
Buildings 33,859,641 33,853,177
Revenue equipment 571,506,385 538,170,367
Service equipment and other 52,211,715 50,764,814
Construction in progress 9,311,637 7,051,494
----------------------------------------
675,454,610 638,402,944
Less accumulated depreciation
and amortization 169,714,739 157,129,859
----------------------------------------
505,739,871 481,273,085
Other assets 14,304,439 13,832,915
----------------------------------------
Total assets $630,900,364 $591,533,381
========================================
SEE ACCOMPANYING NOTES.
</TABLE>
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<PAGE>
<TABLE>
<CAPTION>
M.S. CARRIERS, INC.
CONSOLIDATED BALANCE SHEETS (CONTINUED)
MARCH 31 December 31
2000 1999
---------------------------------------
(UNAUDITED)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Trade accounts payable $ 6,040,110 $ 7,300,275
Accrued compensation and related
costs 5,844,449 5,625,679
Accrued expenses 18,308,468 16,562,822
Claims payable 20,118,806 19,914,990
Current maturities of
long-term debt 40,774,514 39,189,255
---------------------------------------
Total current liabilities 91,086,347 88,593,021
Long-term debt, less current
maturities 245,157,882 202,404,874
Deferred income taxes 66,633,512 65,325,276
Stockholders' equity:
Common stock
Authorized Shares - 20,000,000
Issued and outstanding shares -
11,761,601 at March 31, 2000
12,283,601 at March 31, 1999 117,616 123,016
Additional paid-in capital 63,315,214 66,222,158
Retained earnings 166,677,496 170,952,739
Cumulative other comprehensive
Loss (2,087,703) (2,087,703)
---------------------------------------
Total stockholders' equity 228,022,623 235,210,210
---------------------------------------
Total liabilities and stockholders'
equity $630,900,364 $591,533,381
=======================================
SEE ACCOMPANYING NOTES.
</TABLE>
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<PAGE>
<PAGE>
<TABLE>
<CAPTION>
M.S. CARRIERS, INC.
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
THREE MONTHS ENDED
MARCH 31
2000 1999
------------------------------------
<S> <C> <C>
Operating revenues $164,169,693 $142,814,475
Operating expenses:
Salaries, wages and benefits 53,042,521 44,298,115
Operations and maintenance 28,612,284 22,873,981
Taxes and licenses 3,225,958 3,687,321
Insurance and claims 4,991,473 4,800,620
Communications and utilities 2,071,188 1,673,468
Depreciation and amortization 18,208,486 14,596,866
Gain on disposals of revenue
equipment (12,934) (813,337)
Rent and purchased transportation 42,917,026 38,850,777
Other 1,247,191 1,516,686
------------------------------------
154,303,193 131,484,497
------------------------------------
Operating income 9,866,500 11,329,978
Other expense (income):
Interest expense 3,424,101 2,900,620
Other (630,361) (459,656)
------------------------------------
2,793,740 2,440,964
------------------------------------
Income before income taxes 7,072,760 8,889,014
Income taxes 2,458,472 3,155,600
------------------------------------
Net income $ 4,614,288 $ 5,733,414
====================================
Basic earnings per share $0.39 $0.47
====================================
Diluted earnings per share $0.38 $0.45
====================================
SEE ACCOMPANYING NOTES.
</TABLE>
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<PAGE>
<PAGE>
<TABLE>
<CAPTION>
M.S. CARRIERS, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (UNAUDITED)
CUMULATIVE
COMMON STOCK PAID-IN RETAINED OTHER COMPRE-
SHARES AMOUNT CAPITAL EARNINGS HENSIVE LOSS TOTAL
-------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Balance at January
1, 2000 12,301,601 $123,016 $66,222,158 $170,952,739 $(2,087,703) $235,210,210
Net income 4,614,288 4,614,288
Repurchase of common
stock (540,000) (5,400) (2,906,944) (8,889,531) (11,801,875)
-------------------------------------------------------------------------------
Balance at March
31, 2000 11,761,601 $117,616 $63,315,214 $166,677,496 $(2,087,703) $228,022,623
===============================================================================
SEE ACCOMPANYING NOTES.
</TABLE>
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<PAGE>
<PAGE>
<TABLE>
<CAPTION>
M.S. CARRIERS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
THREE MONTHS ENDED
MARCH 31
2000 1999
------------------------------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 4,614,288 $ 5,733,414
Adjustments to reconcile net
income to net cash provided by
operating activities:
Depreciation and amortization 18,208,485 14,596,866
Gain on disposals of revenue
equipment (12,934) (813,337)
Deferred income taxes 1,229,236 1,577,800
Changes in operating assets and
liabilities:
Accounts receivable (8,351,188) (2,504,178)
Current and other assets (6,549,137) (2,583,096)
Trade accounts payable (1,260,165) (7,964,294)
Other current liabilities 2,168,232 10,182,780
------------------------------------
Net cash provided by operating
activities 10,046,817 18,225,955
INVESTING ACTIVITIES
Purchases of property and
equipment (37,058,526) (23,458,006)
Proceeds from disposals of property
and equipment 7,123,449 9,538,247
------------------------------------
Net cash used in investing
activities (29,935,077) (13,919,759)
FINANCING ACTIVITIES
Net change in revolving line of
credit obligations 39,948,546 543,000
Proceeds from issuance of common stock - 440,312
Principal payments on long-term debt
obligations (8,165,445) (5,902,211)
Repurchase of common stock (11,801,875) -
------------------------------------
Net cash provided by (used in)
financing activities 19,981,226 (4,918,899)
------------------------------------
Increase (decrease) in cash and cash
equivalents 92,966 (612,703)
Cash and cash equivalents at
beginning of period 242,606 1,465,303
------------------------------------
Cash and cash equivalents at end
of period $ 335,572 $ 852,600
====================================
SEE ACCOMPANYING NOTES.
</TABLE>
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<PAGE>
M.S. CARRIERS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2000
1. BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 10
of Regulation S-X. Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting principles for
complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary
for a fair presentation have been included. Operating results for the three
month period ended March 31, 2000 are not necessarily indicative of the
results that may be expected for the year ended December 31, 2000. For
further information and a listing of the Company's significant accounting
policies, refer to the financial statements and footnotes thereto included
in the Company's annual report on Form 10-K for the year ended December 31,
1999.
2. NET INCOME PER COMMON SHARE
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31
2000 1999
--------------------------------
<S> <C> <C>
Numerator:
Net income available to common
shareholders $ 4,614,288 $ 5,733,414
================================
Denominator:
Weighted-average shares for basic
earnings per share 11,949,568 12,281,246
Dilutive employee stock options 239,708 544,509
--------------------------------
Adjusted weighted-average shares for
diluted earnings per share 12,189,276 12,825,755
================================
Basic earnings per share $0.39 $0.47
================================
Diluted earnings per share $0.38 $0.45
================================
</TABLE>
-8-
<PAGE>
3. INDUSTRY SEGMENTS
The Company's two reportable segments are trucking operations and logistics.
These segments are classified primarily by the type of services they
provide. Performance of the segments is generally evaluated by their
operating income. Summarized segment information is as follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31
2000 1999
------------------------------
(in thousands)
<S> <C> <C>
Operating Revenues:
Trucking $150,653 $130,899
Logistics 17,262 15,356
Intersegment eliminations (3,745) (3,441)
------------------------------
$164,170 $142,814
==============================
Operating Income:
Trucking $ 9,193 $ 10,823
Logistics 674 507
------------------------------
$ 9,867 $ 11,330
==============================
</TABLE>
4. COMPREHENSIVE INCOME
Comprehensive income for the three-month periods presented equals net
income.
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<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following table sets forth the percentage relationship of revenue and
expense items to operating revenues for the periods indicated.
<TABLE>
<CAPTION>
PERCENTAGE OF OPERATING REVENUES
THREE MONTHS ENDED MARCH 31
2000 1999
-------------------
<S> <C> <C>
Operating revenues 100.00% 100.00%
Operating expenses:
Salaries, wages and benefits 32.31% 31.02%
Operations and maintenance 17.43% 16.02%
Taxes and licenses 1.97% 2.58%
Insurance and claims 3.04% 3.36%
Communications and utilities 1.26% 1.17%
Depreciation and amortization 11.09% 10.22%
Gain on disposals of revenue equipment (0.01%) (0.57%)
Rent and purchased transportation 26.14% 27.20%
Other 0.76% 1.07%
-------------------
Total operating expenses 93.99% 92.07%
-------------------
Operating income 6.01% 7.93%
Interest expense 2.09% 2.03%
Other income (0.39%) (0.32%)
-------------------
Income before income taxes 4.31% 6.22%
Income taxes 1.50% 2.21%
-------------------
Net income 2.81% 4.01%
===================
</TABLE>
RESULTS OF OPERATIONS
Operating revenues for the first three months of 2000 increased $21.4 million,
or 15.0%, to $164.2 million compared with $142.8 million for the same period
in the prior year. The Company's increase in revenues was due primarily to
increased capacity and increased trucking revenues. Total trucking revenues
during the first quarter of 2000 increased 15.1% compared to the same period
of 1999 and logistics revenues during the first quarter of 2000 increased
12.4% compared to the same period of 1999.
The Company's fleet increased to 4,717 tractors at March 31, 2000 from 3,812
at March 31, 1999, an increase of 905 tractors.
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<PAGE>
The sources of the Company's operating revenues were as follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31
2000 1999
-----------------------
(in thousands)
<S> <C> <C>
Trucking Revenues:
Domestic Irregular Route $ 92,372 $ 82,976
International Irregular Route(1) 33,887 29,710
Dedicated Route 24,394 18,213
-----------------------
Total Trucking Revenues $150,653 $130,899
Logistics Revenues 17,262 15,356
Inter Divisional Elimination (3,745) (3,441)
-----------------------
Total Operating Revenues $164,170 $142,814
=======================
(1) International Irregular Route Trucking Revenues include loads originating
or terminating at Laredo, TX, Brownsville, TX, El Paso, TX, Nogales, AZ, San
Diego, CA, and Calexico, CA.
</TABLE>
The operating ratio (operating expenses as a percentage of operating revenues)
for the trucking and logistics segments and the Company's total business were
as follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31
2000 1999
--------------------
<S> <C> <C>
Trucking Segment 93.9% 91.7%
Logistics Segment 96.1% 96.7%
Total Company 94.0% 92.1%
</TABLE>
Salaries, wages and benefits were 32.31% of operating revenues for
the three month period ending March 31, 2000 compared to 31.02% for the same
period in 1999. This increase was due primarily to owner-operator tractors
representing a lower percentage of the average number of total tractors in
service during the first quarter of 2000 compared to the first quarter of 1999
and a significant driver pay increase implemented in March 2000. Amounts paid
to owner-operators are recorded as purchased transportation. The Company had
1287 owner-operators at March 31, 2000 compared to 1093 at March 31, 1999.
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<PAGE>
Operations and maintenance expenses increased to 17.43% of operating revenues
for the three month period ending March 31, 2000 from 16.02% for the same
period in 1999. This increase resulted primarily from higher fuel costs
during the first quarter of 2000.
Taxes and licenses were 1.97% and 2.58% of operating revenues for the first
three months of 2000 and 1999, respectively. The decrease was primarily
attributable to an adjustment made during the first quarter of 1999 to expense
state licensing fees related to prior periods.
Rent and purchased transportation decreased to 26.14% of operating revenues
for the three month period ending March 31, 2000 from 27.20% for the same
period in 1999. This decrease was due primarily to owner-operator tractors
representing a lower percentage of the average number of total tractors in
service during the first quarter of 2000 compared to the first quarter of
1999.
Depreciation and amortization was 11.09% and 10.22% of operating revenues for
the first three months of 2000 and 1999, respectively. The increase was
primarily attributable to the expansion of the Company's leased owner-operator
program. The Company had 602 leased owner-operators at March 31, 2000
compared to 296 at March 31, 1999.
Interest expense was $3,424,101 for the first quarter of 2000 compared to
$2,900,620 for the same period in 1999. The increase in interest expense was
due primarily to average debt outstanding being significantly higher during
the first quarter of 2000 as compared to the first quarter of 1999.
LIQUIDITY AND CAPITAL RESOURCES
The Company's business has required significant investment in new equipment
and office and terminal facilities. These investments have been financed
largely from cash provided by operating activities, secured and unsecured
borrowings, and unsecured credit facilities during the past three years.
During the three month period ended March 31, 2000, the Company had
expenditures, net of sales, of $29.9 million for purchases of property and
equipment. The Company funded these purchases of property and equipment
through cash provided by operating activities and borrowings under existing
credit facilities. Net cash provided by operating activities was $10.0
million.
The Company has bank lines of credit providing for borrowings of up to $100
million, with interest at the lower of the banks' corporate prime rate or the
30-day LIBOR rate plus .45%. At March 31, 2000 there was $88.7 million
outstanding under these lines of credit. Management expects to maintain these
lines of credit for an indefinite period.
The Company expects to finance its normal operating requirements and planned
revenue equipment purchases through cash provided by operating activities, the
Company's bank lines of credit and secured borrowings. In the future, the
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<PAGE>
Company will continue to have significant capital requirements, which may
require the Company to seek additional borrowings or to access capital
markets. The availability of debt financing or equity capital will depend
upon the Company's financial condition and results of operations as well as
prevailing market conditions and other factors over which the Company has
little or no control.
In December 1999, the Company's Board of Directors authorized the repurchase
of up to 1 million shares of the Company's common stock. The Company
purchased 540,000 shares for approximately $11.8 million during the first
quarter of 2000.
RECENTLY ISSUED ACCOUNTING STANDARDS
During 1998, the Financial Accounting Standards Board (FASB) issued Statement
No. 133, Accounting for Derivative Instruments and Hedging Activities (SFAS
No. 133). This statement requires companies to record derivative instruments
on the balance sheet as assets or liabilities, measured at fair value. Gains
or losses resulting from changes in the values of a derivative would be
accounted for depending on the use of a derivative and whether it qualifies
for hedge accounting. In June 1999, the FASB issued Statement No. 137, which
delayed the effective date of SFAS No 133 to the Company's fiscal year 2001.
Because of the Company's minimal historical use of derivatives, management
anticipates that the adoption of SFAS No. 133 will not have a significant
effect on earnings or on the financial position of the Company.
YEAR 2000 ISSUES
In prior years, the Company discussed the nature and progress of its plans to
become Year 2000 ready. In late 1999, the Company completed its remediation
and testing of systems. As a result of those planning and implementation
efforts, the Company experienced no significant disruptions in mission
critical information technology and non-information technology systems and
believes those systems successfully responded to the Year 2000 date change.
The Company is not aware of any material problems resulting from Year 2000
issues, either with its products and services, its internal systems, or the
products and services of third parties. The Company will continue to monitor
its mission critical computer applications and those of its suppliers and
vendors throughout the Year 2000 to ensure that any latent Year 2000 matters
that may arise are addressed properly.
TRANSPLACE.COM
On March 13, 2000, the Company announced that it had signed a letter of
intent with five other trucking companies to form an internet-based global
transportation venture that would create a marketplace for shippers and
carriers. Pursuant to the letter of intent, each of the six companies is
committed to contribute their respective existing logistics operations and
cash of up to $5 million to fund working capital. The Company's logistics
operations generated approximately $17.3 million of operating revenues and
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<PAGE>
$0.7 million of operating income in the three month period ending March 31,
2000.
FORWARD-LOOKING STATEMENTS
Certain statements and information included herein constitute "forward-looking
statements" within the meaning of the Federal Private Securities Litigation
Reform Act of 1995. Such forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the actual
results, performance or achievements of the Company to be materially different
from any future results, performance or achievements expressed or implied by
such forward-looking statements. Such factors include, among other things,
the ability to develop and implement operational and financial systems to
manage growing operations; the ability to acquire and integrate businesses and
the risks associated with such businesses; the ability to obtain financing on
acceptable terms to finance the Company's operations and growth; competition
within the industry; the ability to attract and retain quality drivers, and
other factors contained in the Company's filings with the Securities and
Exchange Commission.
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<PAGE>
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
INTEREST RATE RISK
The Company has market risk exposure to changing interest rates. The
Company's policy is to manage interest rates through the use of a combination
of fixed and floating rate debt. Interest rate swaps may be used to adjust
interest rate exposure based on market conditions. These swaps are entered
into with a group of financial institutions with investment grade credit
ratings, thereby minimizing the risk of credit loss. At March 31, 2000, the
fair value of the Company's total long-term debt is approximately $286
million, using yields obtained for similar types of borrowing arrangements and
taking into consideration the underlying terms of the debt. Market risk is
estimated as the potential change in fair value resulting from a hypothetical
ten percent decrease in interest rates and amounts to $302,000 at March 31,
2000.
At March 31, 2000, the Company had $234 million of variable-rate debt. The
Company has entered into interest rate swaps which convert floating rates to
fixed rates for a total notional amount of $70 million. If interest rates on
the Company's variable-rate debt, after considering interest rate swaps, were
to increase by ten percent from their March 31, 2000 rates for the next twelve
months, the increase in interest expense would be approximately $986,000. The
potential change in fair value of the Company's interest rate swaps resulting
from a hypothetical ten percent decrease in interest rates would not be
material to the Company's financial position at March 31, 2000.
COMMODITY DERIVATIVE PRODUCT EXPOSURE
The Company has market exposure to changing diesel fuel prices. The Company's
policy is to manage fuel price exposure through the use of a combination of
spot price purchases, fixed price contracts from vendors and commodity
derivative products. Currently, the Company has entered into fuel price swaps
which convert floating spot fuel prices to fixed fuel prices for a notional
amount of 800,000 gallons per month through May 31, 2000 (which represents
approximately 18% of fuel consumed by Company owned fleet operations at the
current capacity and fleet configuration). If the fuel index on which these
derivatives are based were to decrease ten percent from its March 31, 2000
level for the next twelve months, the Company would have an increase in fuel
expense of $121,000 as a result of the fuel price swaps on the notional
800,000 gallons per month.
-15-
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is involved in certain ordinary routine litigation incidental
to its business. The Company does not expect that the outcome of any of
these proceedings will have a material adverse effect upon the Company's
operations or its financial position.
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of security holders during the
first quarter of 2000.
ITEM 5. OTHER INFORMATION
None
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) The exhibits filed as a part of this report are listed below:
Exhibit Page Number or Incorporation
Number Description By Reference
3(i).1 Restated Charter of M.S. Carriers, Incorporated by reference from
Inc. exhibits to the registrant's
Registration Statement on
Form S-1 (Registration Number
33-12070).
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<PAGE>
3(i).2 Articles of Amendment to Charter Incorporated by reference from
of M.S. Carriers, Inc. exhibits to the registrant's
Registration Statement on
Form S-3 (Registration Number
33-63280).
3(ii) Amended and Restated By-Laws of M.S. Incorporated by reference from
Carriers, Inc. exhibits to the registrant's
Registration Statement on
Form S-3 (Registration Number
33-63280).
10.1 Incentive Stock Option Plan Incorporated by reference from
exhibits to the registrant's
Registration Statement on
Form S-1 (Registration Number
33-12070).
10.2 Amendment to Incentive Stock Option Incorporated by reference from
Plan exhibits to the registrant's
Registration Statement on
Form S-1 (Registration Number
33-12070).
10.3 1993 Stock Option Plan Incorporated by reference from
exhibits to the registrant's
Registration Statement on
Form S-3 (Registration Number
33-63280).
10.4 Non-Employee Directors Stock Option Incorporated by reference
Plan from registrant's Proxy
Statement dated March 31,
1995.
10.5 Employment Agreements with James W. Incorporated by reference
Welch and M.J. Barrow from exhibits to the
registrant's Statement on
Form S-1 (Registration
Number 33-12070).
10.6 Employment Agreement with Michael S. Incorporated by reference
Starnes from exhibits to the
registrant's 2nd Quarter
1995 Form 10-Q.
10.7 1996 Stock Option Plan Incorporated by reference
from registrant's Proxy
Statement dated April 4,
1996
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<PAGE>
27 Financial Data Schedule NOT INCLUDED WITH PAPER FILING
(b) The Company did not file any reports on Form 8-K during the three months
ended March 31, 2000.
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.
M.S. Carriers, Inc.
(Registrant)
Date: May 15, 2000
/s/ M.J. Barrow
M.J. Barrow
Senior Vice President
(Chief Financial Officer of the
Company)
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<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE BALANCE SHEET AS OF MARCH 31,2000, AND
THE RELATED STATEMENT OF INCOME FOR THE THREE MONTHS ENDED MARCH
31,2000, AND THE NOTES RELATED THERETO AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 335,572
<SECURITIES> 0
<RECEIVABLES> 85,343,097
<ALLOWANCES> 2,940,872
<INVENTORY> 0
<CURRENT-ASSETS> 110,856,054
<PP&E> 675,454,610
<DEPRECIATION> 169,714,739
<TOTAL-ASSETS> 630,900,364
<CURRENT-LIABILITIES> 91,086,347
<BONDS> 245,157,882
<COMMON> 117,616
0
0
<OTHER-SE> 227,905,007
<TOTAL-LIABILITY-AND-EQUITY> 630,900,364
<SALES> 0
<TOTAL-REVENUES> 164,169,693
<CGS> 0
<TOTAL-COSTS> 154,303,193
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,424,101
<INCOME-PRETAX> 7,072,760
<INCOME-TAX> 2,458,472
<INCOME-CONTINUING> 4,614,288
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,614,288
<EPS-BASIC> .39
<EPS-DILUTED> .38
</TABLE>
