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                                                                    EXHIBIT 10.2

                                ASSIGNMENT OF
                           ASSET PURCHASE AGREEMENT

     THIS ASSIGNMENT is made this 29th day of September 1997 between Gary I.
Goldberg ("GOLDBERG") and Aasche Transportation Services, Inc., a Delaware
corporation ("AASCHE").

A. Goldberg has entered into an Asset Purchase Agreement dated September 24,
1997 between Goldberg, as Buyer and Jack Gray Transport, Inc. as Seller., and
as such agreement may be amended (the "AGREEMENT"),  a copy of which is
attached hereto as Exhibit A.

B. Goldberg desires to assign to Aasche certain provisions of the Agreement and
Aasche desires to accept an assignment of the Agreement.

     NOW, THEREFORE, in consideration of the foregoing recitals, which are
hereby incorporated herein, and the mutual premises herein contained, and for
other good and valuable consideration, the receipt and adequacy of which is
hereby acknowledged, the parties hereby agree as follows:

     1. Goldberg hereby assigns to Aasche all of his rights and interests in and
to the Agreement, except for the following Sections 7.3, 7.4, 8.3(f), 8.3(g),
8.3(h) and 8.3(i).

     2. Aasche hereby accepts the assignment by Goldberg of all of his rights
and interests in and to the Agreement, except as set forth in Section 1 and
except as set forth in Section, hereby assumes all of Goldberg's obligations
under the Agreement.

     3. Goldberg agrees that he will promptly and duly execute and deliver any
and all further instruments and documents as Aasche may reasonably require in
obtaining the full benefits of this Assignment and the rights and powers herein
granted.

     4. This Assignment shall be binding upon and shall inure to the benefit of
the parties hereto and their permitted successors, assigns, heirs and legal
representatives.

     IN WITNESS WHEREOF, the parties hereto have executed this Assignment as of
the date first above written.


                                      /s/ Gary I. Goldberg                   
                                      -------------------------------        
                                      Gary I. Goldberg                       
                                                                             
                                      AASCHE TRANSPORTATION SERVICES, INC.   
                                                                             
                                                                             
                                      By: /s/ Larry L. Asche                 
                                         ----------------------------        
                                          Larry L. Asche, Chairman and Chief 
                                          Executive Officer                  



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                                   CONSENT

     The undersigned hereby consents to the foregoing Assignment.



    Dated: 10/15/97                     JACK GRAY TRANSPORT, INC.
          ------------------------


                                        By: /s/ John S. Gray
                                           -------------------------------------
                                                 John S. Gray, President







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