SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


 Date of report (Date of Earliest Event Reported):August 9, 1999(July 30, 1999)






                               TRANSIT GROUP, INC.
             (Exact name of Registrant as specified in its charter)



  Florida
(State or other jurisdiction of       000-18601                  59-2576629
incorporation or organization)  (Commission File No.)          (IRS Employer
                                                            Identification No.)








                              2859 Paces Ferry Road
                                   Suite 1740
                             Atlanta, Georgia 30339
          (Address of principal executive offices, including zip code)
                                 (770) 444-0240
              (Registrant's telephone number, including area code)
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ITEM 2.    ACQUISITION OR DISPOSITION OF ASSETS

     On July 30, 1999,  Transit Group, Inc.  ("Transit  Group")  consummated the
acquisition of MDR Cartage, Inc., an Arkansas corporation ("MDR").

         Pursuant  to the  Agreement  and  Plan of  Reorganization  included  in
Exhibit 2.1, MDR and a  wholly-owned  Arkansas  subsidiary of Transit Group were
merged  into MDR in a  reverse  triangular  merger,  with MDR  remaining  as the
surviving corporation of the merger. Upon consummation of the merger, all of the
outstanding  common stock of MDR was converted into 2,450,000  shares of Transit
Group common stock plus cash consideration of $1,800,000.

         Also, on July 30, 1999,  Transit Group  consummated  the acquisition of
three related entities with common beneficial ownership, Bestway Trucking, Inc.,
a Kentucky  corporation  ("Bestway"),  Connection One Trucking,  LLC, an Indiana
Limited Liability Company ("Connection One"), and DLS Leasing,  Inc., an Indiana
corporation ("DLS"), for aggregate  consideration of 1,542,501 shares of Transit
Group and $4,739,999 in cash.

         Pursuant  to the  Agreement  and  Plan of  Reorganization  included  in
Exhibit 2.2,  Bestway and a  wholly-owned  Kentucky  subsidiary of Transit Group
were merged into Bestway in a reverse triangular merger,  with Bestway remaining
as the surviving corporation of the merger. Upon consummation of the merger, all
of the outstanding  common stock of Bestway was converted into 1,542,501  shares
of Transit Group.

         Pursuant to the  Membership  Interest  Purchase  Agreement  included in
Exhibit 2.3,  Transit Group acquired from David L. Summitt and Jenny Summitt 100
units,  representing all of the outstanding  units, of Connection One for a cash
purchse price of one dollar.

         Pursuant  to the Stock  Purchase  Agreement  included  in Exhibit  2.4,
Transit  Group  purchased 100 common  shares of stock,  representing  all of the
outstanding  shares  of common  stock,  of DLS for a cash  purchase  price in an
amount equal to $6,749,999.

         Transit Group,  headquartered in Atlanta, Georgia, is a holding company
in the business of acquiring  and  consolidating  short-,  medium- and long-haul
trucking companies.

         MDR, headquartered in Jeffersonville, Indiana, is a short-, medium- and
long-haul trucking company.

         Bestway,  headquartered in Memphis, Tennessee, is a short-, medium- and
long-haul trucking company.

         Connection One,  headquartered  in Sellersburg,  Indiana,  is a short-,
medium- and long-haul trucking company.

         DLS,  headquartered in Sellersburg,  Indiana, is a short-,  medium- and
long-haul trucking company.

ITEM 7.   EXHIBITS
Financial Statements, Pro Forma Financial Information and Exhibits

(a)      Financial Statements of Business Acquired

         At  the  present  time,  it is  impractical  to  provide  the  required
financial  statements  relative to the acquisitions as required by Article 11 of
Regulation  S-X and this  Item 7 of Form  8-K.  Transit  Group  will  file  such
financial statements under cover of a Form 8-K/A as soon as practicable, but not
later than  October  13,  1999,  (60 days after this  Report is  required  to be
filed).

(b)      Pro Forma Financial Information

         At the  present  time,  it is  impractical  to  provide  the pro  forma
financial  information relative to the acquisitions as required by Article 11 of
Regulation  S-X and this Item 7 of Form 8-K.  Transit  Group  will file such pro
forma financial  statements  under cover of a Form 8-K/A as soon as practicable,
but not later than October 13, 1999 (60 days after this Report is required to be
filed).
<PAGE>
(c)      Exhibits

         2.1 Agreement and Plan of  Reorganization  made as of July 30, 1999, by
and between Transit Group, Inc., a Florida  corporation,  MDR Cartage,  Inc., an
Arkansas  corporation,  C. Frank Mitchell and Bobby W. Riley, each a resident of
the State of Arkansas.

         2.2 Agreement and Plan of  Reorganization  made as of July 30, 1999, by
and between Transit Group, Inc., a Florida corporation,  Bestway Trucking, Inc.,
a  Kentucky  corporation,  and  David L.  Summitt,  a  resident  of the State of
Indiana.

         2.3 Membership Interest Purchase Agreement made as of July 30, 1999, by
and between Transit Group, Inc., a Florida  corporation,  David L. Summitt,  and
Jenny Summitt, each a resident of the State of Indiana.

         2.4 Stock  Purchase  Agreement made as of July 30, 1999, by and between
Transit Group, Inc., a Florida corporation,  and David L. Summitt, a resident of
the State of Indiana.

SIGNATURE


         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 hereunto duly authorized.

                                        TRANSIT GROUP, INC.

Date:  August 12, 1999              /s/ Philip A. Belyew
                                    --------------------

                                        Philip A. Belyew
                                        President and Chief Executive Officer