UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __1__)*
Cannon Express, Inc.
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(Name of Issuer)
Common Stock, par value $.01 per Share
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(Title of Class of Securities)
137694 10 5
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(CUSIP Number)
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
This document consists of 7 pages.
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SCHEDULE 13G
CUSIP No. 137694 10 5 Page --2-- of --7-- Pages
1. Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above
Persons
Dean G. Cannon
2. Check the Appropriate Box if a Member of a Group*
(a) [x]
(b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization
United States of America
NUMBER OF SHARES 5. Sole Voting Power
BENEFICIALLY 355,565
OWNED BY 6. Shared Voting Power
EACH 1,603,651
REPORTING
7. Sole Dispositive Power
PERSON
355,565
WITH
8. Shared Dispositive Power
1,603,651
9. Aggregate Amount Beneficially Owned by Each Reporting
Person
1,959,216
10. Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares* ____
11. Percent of Class Represented by Amount in Row 9
62%
12. Type of Reporting Person*
IN
* SEE INSTRUCTIONS BEFORE FILLING OUT <PAGE>
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CUSIP No. 137694 10 5 Page --3-- of --7-- Pages
1. Names of Reporting Persons
S.S. or I.R.S. Identification Nos. of Above Persons
Rose Marie Cannon
2. Check the Appropriate Box if a Member OF A GROUP*
(a) [x]
(b) [ ]
See attached Exhibit to Schedule 13G
3. SEC Use Only
4. Citizenship or Place of Organization
United States of America
NUMBER OF SHARES 5. Sole Voting Power
BENEFICIALLY 355,565
OWNED BY 6. Shared Voting Power
EACH 1,603,651
REPORTING 7. Sole Dispositive Power
PERSON 355,565
WITH 8. Shared Dispositive Power
1,603,651
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,959,216
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*
[ ]
11. Percent of Class Represented by Amount in Row 9
62%
12. Type of Reporting Person*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT
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CUSIP No. 137694 10 5 Page--4-- of --7-- Pages
ITEM 1(a) NAME OF ISSUER
Cannon Express, Inc.
ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
1457 Robinson, P.O. Box 364, Springdale, Arkansas
ITEM 2(a) NAME OF PERSON FILING:
Dean G. Cannon ("DGC"); Rose Marie Cannon ("RMC")
Unless otherwise indicated, answers to Items 2 through 10
below apply equally to DGC and RMC.
(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
2500 Valley View
Springdale, Arkansas 72764
(c) CITIZENSHIP:
United States
(d) TITLE OF CLASS OF SECURITIES:
Common Stock, par value $0.01 per share
(e) CUSIP NUMBER:
137694 10 5
ITEM 3 If this statement is filed pursuant to Rules
13d-1(b), or 13d-2(b), check whether the person
filing is a:
(a)[ ] Broker or Dealer registered under Section 15 of the
Act
(b)[ ] Bank as defined in Section 3(a)(6) of the Act
(c)[ ] Insurance Company as defined in Section 3(a)(19) of
the Act
(d)[ ] Investment Company registered under Section 8 of the
Investment Company Act
(e)[ ] Investment Adviser registered under Section 203 of
the Investment Advisers Act of 1940
(f)[ ] Employee Benefit Plan, Pension Fund which is subject
to the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see
Section 240.13d-1(b)(1)(ii)(F)
(g)[ ] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G) (Note: See Item 7)
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CUSIP No. 137694 10 5 Page --5-- of --7-- Pages
(h)[ ] Group, in accordance with
Section 240.13d-1(b)(1)(ii)(H)
Not Applicable
ITEM 4 Ownership.
If the percent of the class owned, as of December 31
of the year covered by the statement, or as of the
last day of any month described in Rule 13d-1(b)(2),
if applicable, exceeds five percent, provide the
following information as of that date and identify
those shares which there is a right to acquire.
(a) Amount Beneficially Owned:
1,603,651
(b) Percent of Class:
62%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
DGC: 355,565
(Note 1: Includes 343,150 shares directly owned by DGC
and 12,415 shares subject to presently exercisable
options)
RMC: 355,565
(Note 2: Includes 343,150 shares directly owned by RMC
and 12,415 shares subject to presently exercisable
options)
(ii) shared power to vote or to direct the vote
DGC: 1,603,651
(Note 1: Includes 343,150 shares owned by RMC to which
shared power is attributed due to her relationship as
spouse to DGC, 12,415 shares subject to presently
exercisable options in favor of RMC and 1,248,086 shares
held jointly with right of survivorship by DGC and RMC.)
RMC: 1,603,651
(Note 2: Includes 343,150 shares owned by DGC to which
shared power is attributed due to his relationship as
spouse to RMC, 12,415 shares subject to presently
exercisable options in favor of DGC and 1,248,086 shares
held jointly with right of survivorship by DGC and RMC.)
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CUSIP No. 137694 10 5 Page--6-- of --7-- Pages
(iii) sole power to dispose or to direct the
disposition of
DGC: 355,565
(See Note 1 to Item 4(c)(i))
RMC: 355,565
(See Note 2 to Item 4(c)(i))
(iv) shared power to dispose or to direct the
disposition of
DGC: 1,603,651
(See Note 1 to Item 4(c)(ii))
RMC: 1,603,651
(See Note 2 to Item 4(c)(ii))
ITEM 5 Ownership of Five Percent or Less of a Class.
Not Applicable
ITEM 6 Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable
ITEM 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company.
Not Applicable
ITEM 8 Identification and Classification of Members of the Group.
Not Applicable
ITEM 9 Notice of Dissolution of Group.
Not Applicable
ITEM 10 Certification.
Not Applicable
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CUSIP NO. 137694 10 5 Page --7-- of --7-- Pages
Signature.
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.
February 14, 1997
/s/ Dean G. Cannon
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Dean G. Cannon
/s/ Rose Marie Cannon
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Rose Marie Cannon
Exhibit to Schedule 13G
Pursuant to Rule 13d-1(f)(1) promulgated by the Securities and
Exchange Commission (the "Commission"), the undersigned hereby agree that
the Schedule 13G to which this Agreement is attached as an exhibit is filed
with the Commission on behalf of each of the undersigned as spouses with
respect to their ownership of Common Stock, par value $.01 per share, of
Cannon Express, Inc.
In Witness Whereof, the parties have executed this Agreement as of
this 14th day of February, 1997.
/s/ Dean G. Cannon
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Dean G. Cannon
/s/ Rose Marie Cannon
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Rose Marie Cannon
