SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K

(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934
    For the Fiscal Year Ended December 31, 2000
                                       OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934
    For the transition period from_____________________To______________________.


Commission file number 0-15087

                             HEARTLAND EXPRESS, INC.

             (Exact name of registrant as specified in its charter)

          Nevada                                                93-0926999
(State or Other Jurisdiction                                 (I.R.S. Employer
     of Incorporation)                                      Identification No.)

       2777 Heartland Drive
         Coralville, Iowa                                          52241
(Address of Principal Executive Offices)                         (Zip Code)

Registrant's telephone number, including area code: 319-545-2728

Securities Registered Pursuant to section 12(b) of the Act: None

Securities  Registered  Pursuant  to section  12(g) of the Act:  $0.01 Par Value
Common Stock

Indicated  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 by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in the registrant's definitive proxy statement
incorporated by reference in Part III of this Form 10-K. [X]

The  aggregate  market value of the shares of the  registrant's  $0.01 par value
common stock held by  non-affiliates  of the registrant as of March 15, 2001 was
$281,643,713  (based  upon $23.72 per share being the average of the closing bid
and asked price on that date as reported by NASDAQ).  In making this calculation
the issuer has assumed,  without  admitting for any purpose,  that all executive
officers and directors of the registrant, and no other persons, are affiliates.

The number of shares  outstanding of the Registrant's  common stock as March 15,
2001 was 25,366,582.

DOCUMENTS  INCORPORATED BY REFERENCE:  The information set forth under Part III,
Items 10, 11, 12, and 13 of this Report is  incorporated  by reference  from the
registrant's   definitive  proxy  statement  for  the  2001  annual  meeting  of
stockholders that will be filed no later than April 28, 2001.



                                       1
<PAGE>



                              Cross Reference Index

The following  cross-reference index indicates that document and location of the
information contained herein and incorporated by reference into the Form 10-K.


                                                         Document and Location
                      Part I
Item 1   Business                                      Page 3-5 herein

Item 2   Properties                                    Page 5 herein

Item 3   Legal Proceedings                             Page 5 herein

Item 4   Submission of Matters to a Vote of
         Stockholders                                  Page 6 herein

                                     Part II

Item 5   Market for the Registrant's Common
         Equity and Related Stockholder Matters        Page 6 herein

Item 6   Selected Financial Data                       Page 7 herein

Item 7   Management's Discussion and Analysis of
         Financial Condition and Results of Operations Page 8-12 herein

Item 7A  Quantitative and Qualitative Disclosures
         about Market Risk                             Page 12 herein

Item 8   Financial Statements and Supplementary Data   Page 13 and 16-26 herein

Item 9   Changes in and Disagreements with Accountants
         on Accounting and Financial Disclosure        Page 12 herein

                                    Part III

Item 10  Directors and Executive Officers of the
         Registrant                                    Pages 3 to 5 of
                                                         Proxy Statement

Item 11  Executive Compensation                        Pages 7 and 9 of
                                                         Proxy Statement

Item 12  Security Ownership of Certain Beneficial
         Owners and Management                         Page 10 of Proxy
                                                         Statement

Item 13  Certain Relationships and Related
         Transactions                                  Page 5 of Proxy Statement

                                     Part IV

Item 14  Exhibits, Financial Statement Schedules,
         and Reports on Form 8-K                       Pages 14 and 15 herein



This report contains "forward-looking  statements" in paragraphs that are marked
with  an  asterisk.   These   statements   are  subject  to  certain  risks  and
uncertainties  that could cause actual results to differ  materially  from those
anticipated.  See "Management's  Discussion and Analysis of Financial  Condition
and  Results  of  Operations-Cautionary   Statement  Regarding   Forward-Looking
Statements" for additional  information and factors to be considered  concerning
forward-looking statements.

                                       2
<PAGE>

                                     PART I
ITEM 1. BUSINESS

General

     Heartland Express, Inc. ("Heartland" or the "Company") is a short-to-medium
haul  truckload  carrier  based  near Iowa  City,  Iowa.  The  Company  provides
nationwide  transportation service to major shippers, using late-model equipment
and a combined fleet of company-owned and owner-operator tractors. The Company's
primary  traffic  lanes  are  between  customer  locations  east  of  the  Rocky
Mountains,  with  selected  service to the West.  Management  believes  that the
Company's  service  standards  and equipment  accessibility  have made it a core
carrier to many of its major customers.

     Heartland  was  founded by Russell  A.  Gerdin in 1978 and became  publicly
traded in November 1986.  Over the fourteen  years from 1986 to 2000,  Heartland
has grown to $274.8  million in revenue  from $21.6  million  and net income has
increased  to $34.3  million  from $3.0  million.  Much of this  growth has been
attributable  to  expanding  service  for  existing  customers,   acquiring  new
customers, and continued expansion of the Company's operating regions.

     In addition to internal growth,  Heartland has completed four  acquisitions
since 1987. These  acquisitions  have enabled Heartland to solidify its position
within  historical  regions,  expand its customer base in the East and Northeast
United States, and to pursue new customer relationships in new markets.

     Heartland Express,  Inc. is a holding company incorporated in Nevada, which
owns,  directly or  indirectly,  all of the stock of  Heartland  Express Inc. of
Iowa, Heartland Equipment, Inc., and A & M Express, Inc.

Operations

     Heartland's  operations  department focuses on the successful  execution of
customer  expectations  and providing  consistent  opportunity  for the fleet of
employee  drivers  and  independent  contractors,   while  maximizing  equipment
utilization.  These objectives require a combined effort of marketing,  regional
operations managers, and fleet management.

     The Company's regional operations managers are  responsible for maintaining
the continuity  between the  customer's  needs and  Heartland's  ability to meet
those needs by  communicating  customer's  expectations to the fleet  management
group.  They are charged with  development of customer  relationships,  ensuring
service standards,  coordinating proper freight-to-capacity  balancing,  trailer
asset  management,  and daily  tactical  decisions  pertaining  to matching  the
Company's  freight with the  appropriate  capacity within  geographical  service
areas.  They assign orders to drivers based on  well-defined  criteria,  such as
driver  safety and DOT  compliance,  customer  needs and  service  requirements,
equipment  utilization,   driver  time  at  home,  operational  efficiency,  and
equipment maintenance needs.

     Fleet management  employees are charged with the management and development
of their fleets of drivers.  Additionally,  they  maximize the capacity  that is
available  to the  organization  to meet  the  service  needs  of the  Company's
customers.  Their  responsibilities  include  meeting  the needs of the  drivers
within the standards that have been set by the  organization  and  communicating
the  requirements  of the  customers  to the  drivers  on each  order to  ensure
successful execution.

     Serving the short-to-medium haul market (558-mile average length of haul in
2000) permits the Company to use primarily single,  rather than team drivers and
dispatch  most  trailers   directly  from  origin  to  destination   without  an
intermediate equipment change other than for driver scheduling purposes.

     Heartland also operates four specialized regional  distribution  operations
near Atlanta, Georgia; Carlisle, Pennsylvania; Columbus, Ohio; and Jacksonville,
Florida.  These short-haul operations concentrate on freight movements generally
within a 400-mile radius of the regional terminal,  and are designed to meet the
needs of  significant  customers in those  regions.  Dispatchers at the regional
locations handle these operations,  and the Company uses a centralized  computer
network and regular communication to achieve system-wide load coordination.  The
Company  also  utilizes  its  subsidiary,  A  &  M  Express,  Inc.,  to  service
geographical regions from Kingsport, Tennessee and Decatur, Illinois.

                                       3
<PAGE>


     The Company emphasizes customer  satisfaction  through on-time performance,
dependable late-model equipment,  and consistent equipment availability to serve
large customers' volume requirements.  The Company also maintains a high trailer
to tractor  ratio,  which  facilitates  the  stationing  of trailers at customer
locations for  convenient  loading and unloading.  This minimizes  waiting time,
which increases tractor utilization and assists with driver retention.

Customers and Marketing

     The Company targets  customers in its operating area that require multiple,
time-sensitive shipments, including those employing "just-in-time" manufacturing
and inventory management.  In seeking these customers,  Heartland has positioned
itself as a provider  of premium  service at  compensatory  rates,  rather  than
competing solely on the basis of price. Freight transported for the most part is
non-perishable  and predominantly  does not require driver handling.  We believe
Heartland's  reputation for quality service,  reliable equipment,  and equipment
availability makes it a core carrier to many of its customers.

     Heartland seeks to transport  freight that will  complement  traffic in its
existing  service  areas  and  remain  consistent  with the  Company's  focus on
short-to-medium haul and regional distribution markets. Management believes that
building  additional  service in the Company's primary traffic lanes will assist
in controlling empty miles and enhancing driver "home time."

     The Company's 25, 10, and 5 largest  customers  accounted for 68%, 49%, and
35% of revenue,  respectively,  in 2000. The Company's primary customers include
retailers,  manufacturers, and third party logistics providers. The distribution
of customers  is not  significantly  different  from the  previous  year.  Sears
Logistics  Services  accounted  for 16% of  revenue in 2000.  No other  customer
accounted for as much as ten percent of revenue.

Drivers, Independent Contractors, and Other Personnel

     Heartland's  workforce is an essential ingredient in achieving its business
objectives.  As of December 31, 2000,  Heartland  employed  1,728  persons.  The
Company also  contracted  with  independent  contractors  to provide and operate
tractors. Independent contractors own their own tractors and are responsible for
all  associated   expenses,   including  financing  costs,  fuel,   maintenance,
insurance,  and taxes. The Company historically has operated a combined fleet of
company and independent contractor tractors. Management believes that a combined
fleet   compliments  the  Company's   recruiting   efforts  and  offers  greater
flexibility in responding to fluctuations in shipper demand.

     Management's strategy for both employee and independent  contractor drivers
is to (1) hire the best; (2) promote  retention  through  financial  incentives,
positive working  conditions,  and targeting  freight that requires little or no
handling; and (3) minimize safety problems through careful screening,  mandatory
drug  testing,  continuous  training,  and financial  rewards for  accident-free
driving.  Heartland also seeks to minimize  turnover of its employee  drivers by
providing  modern,  comfortable  equipment  and  of  all  drivers  by  regularly
scheduling  them to their homes.  All drivers are compensated for empty miles as
well as loaded  miles.  This  provides an incentive  for the Company to minimize
empty miles and at the same time does not penalize drivers for inefficiencies of
operations that are beyond their control.

     Heartland is not a party to a collective bargaining  agreement.  Management
believes that the Company has good relationships with its employees.

Revenue Equipment

     Heartland's  management  believes that  operating  high-quality,  efficient
equipment is an important part of providing excellent service to customers.  The
Company's  policy is to operate its  tractors  while under  warranty to minimize
repair  and  maintenance  cost  and  reduce  service   interruptions  caused  by
breakdowns.  In  addition,  the  Company's  preventive  maintenance  program  is
designed  to minimize  equipment  downtime,  facilitate  customer  service,  and
enhance  trade  value  when  equipment  is  replaced.  Factors  considered  when
purchasing  new equipment  include fuel  economy,  price,  technology,  warranty
terms, manufacturer support, driver comfort, and resale value.


                                       4
<PAGE>

Competition

     The  truckload  industry is highly  competitive  and includes  thousands of
carriers,  none of which dominates the market.  The Company  competes  primarily
with other truckload carriers, and to a lesser extent with railroads, intermodal
service,  less-than-truckload  carriers, and private fleets operated by existing
and potential  customers.  Although  intermodal and rail service has improved in
recent  years,  such  service  has not  been a  major  factor  in the  Company's
short-to-medium   haul  traffic  lanes   (558-mile   average  length  of  haul).
Historically,  competition  has  created  downward  pressure  on  the  truckload
industry's  pricing  structure.  Management  believes that  competition  for the
freight  targeted by the Company is based  primarily upon service and efficiency
and to a lesser degree upon freight rates.

Regulation

     The Company is a common and contract motor carrier of general  commodities.
Historically,  the Interstate  Commerce Commission (the "ICC") and various state
agencies regulated motor carriers' operating rights, accounting systems, mergers
and  acquisitions,  periodic  financial  reporting,  and other matters.  In 1995
federal legislation  preempted state regulation of prices,  routes, and services
of motor carriers and eliminated the ICC. Several ICC functions were transferred
to the Department of  Transportation  (the "DOT").  Management  does not believe
that  regulation  by the  DOT or by the  states  in  their  remaining  areas  of
authority will have a material effect on the Company's operations. The Company's
employee and independent contractor drivers also must comply with the safety and
fitness regulations promulgated by the DOT, including those relating to drug and
alcohol testing and hours of service.

     The Company's  operations are subject to various federal,  state, and local
environmental  laws  and  regulations,  implemented  principally  by the EPA and
similar state regulatory agencies, governing the management of hazardous wastes,
other discharge of pollutants  into the air and surface and underground  waters,
and the disposal of certain substances.  Management believes that its operations
are in material  compliance  with current laws and regulations and does not know
of  any  existing   condition  that  would  cause   compliance  with  applicable
environmental  regulations  to have a material  effect on the Company's  capital
expenditures, earnings and competitive position. In the event the Company should
fail to comply with  applicable  regulations,  the  Company  could be subject to
substantial fines or penalties and to civil or criminal liability.

ITEM 2.  PROPERTIES

     Heartland's  headquarters  is located  adjacent to Interstate 80, near Iowa
City,  Iowa. The facilities  include five acres of land, two office buildings of
approximately  25,000  square feet combined and a storage  building,  all leased
from the Company's president and principal stockholder. Company-owned facilities
at this location include three tractor and trailer  maintenance garages totaling
approximately  26,500 square feet, and a safety and service complex  adjacent to
Heartland's  corporate offices.  The adjacent facility provides the Company with
six acres of additional  trailer parking space, a drive-through  inspection bay,
an  automatic  truck wash  facility,  and 6,000  square feet of office space and
driver  facilities.  The  Company  also  owns a motel  located  adjacent  to its
corporate offices, which functions as a motel and driver training center.

     The Company owns  regional  facilities in Ft.  Smith,  Arkansas;  O'Fallon,
Missouri;   Atlanta,  Georgia;   Columbus,  Ohio;  Jacksonville,   Florida;  and
Kingsport,   Tennessee.   The  Company  is  leasing   facilities   in  Carlisle,
Pennsylvania;  Decatur, Illinois; and Rochester, New York. A facility in Dubois,
Pennsylvania  is being  leased to an  unrelated  third  party.  The Company sold
closed facilities in Monmouth,  Illinois and Forest Park, Georgia during 2000 to
unrelated third parties.

ITEM 3.  LEGAL PROCEEDINGS

     The Company is a party to routine  litigation  incidental  to its business,
primarily  involving  claims for personal injury and property damage incurred in
the  transportation  of freight.  The Company  believes that adverse  results in
these cases,  whether individual or in the aggregate,  would not have a material
effect upon the Company's financial position or results of operations.


                                       5
<PAGE>


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS

     During the fourth  quarter of 2000, no matters were  submitted to a vote of
securities holders.


                                     PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND
        RELATED STOCKHOLDERS MATTERS

                           Price Range of Common Stock

     The Company's  common stock has been traded on the NASDAQ  National  Market
under the symbol HTLD, since November 5, 1986, the date of the Company's initial
public  offering.  The  following  table  sets  forth  for the  calendar  period
indicated the range of high and low price  quotations  for the Company's  common
stock as reported by NASDAQ from January 1, 1999 to December 31,2000.


                  Period                    High           Low
             Calendar Year 2000
                1st Quarter                $16.13         $12.63
                2nd Quarter                 19.38          13.88
                3rd Quarter                 18.69          15.75
                4th Quarter                 24.75          15.81

             Calendar Year 1999
                1st Quarter                $17.75         $13.00
                2nd Quarter                 16.63          13.00
                3rd Quarter                 17.88          13.38
                4th Quarter                 16.63          12.38


     The prices reported reflect interdealer quotations without retail mark-ups,
markdowns or commissions, and may not represent actual transactions. As of March
15,  2001 the  Company  had 213  stockholders  of  record of its  common  stock.
However,  the Company  estimates that it has a  significantly  greater number of
stockholders  because a substantial  number of the Company's  shares are held of
record by brokers or dealers for their customers in street names.

                                 Dividend Policy

     The Company has never declared and paid a cash dividend.  It is the current
intention of the Company's  Board of Directors to retain earnings to finance the
growth of the Company's business.  Future payments of cash dividends will depend
upon the financial condition,  results of operations and capital requirements of
the Company, as well as other factors deemed relevant by the Board of Directors.


                                       6
<PAGE>


ITEM 6.   SELECTED FINANCIAL DATA

     The  selected  consolidated  financial  data  presented  below  reflect the
consolidated  financial position and results of operations of Heartland Express,
Inc., and its subsidiaries. The selected consolidated financial data are derived
from the Company's consolidated  financial statements.  This data should be read
in conjunction with "Management's Discussion and Analysis of Financial Condition
and Results of Operations" and the Company's  consolidated  financial statements
and notes thereto included elsewhere herein.
<TABLE>
<CAPTION>
                                                            Year Ended December 31,
                                                    (in thousands, except per share data)
                                          2000         1999         1998         1997         1996
<S>                                    <C>          <C>          <C>          <C>          <C>
                                       ---------    ---------    ---------    ---------    ---------
Income Statement Data:
  Operating revenue ................   $ 274,827    $ 261,004    $ 263,489    $ 262,504    $ 229,011
                                       ---------    ---------    ---------    ---------    ---------
Operating expenses:
  Salaries, wages, and benefits.....      73,847       60,258       51,995       49,535       40,261
  Rent and purchased transportation.      75,191       90,337      100,089      101,169       93,961
  Operations and maintenance........      42,651       30,167       26,072       27,739       22,158
  Taxes and licenses................       5,952        5,935        6,150        6,049        5,693
  Insurance and claims..............       6,706        5,742        6,810       10,404        9,976
  Communications and utilities......       2,952        2,629        2,684        2,681        2,158
  Depreciation......................      16,285       16,216       18,108       16,752       13,571
  Other operating expenses..........       6,505        5,941        5,872        5,048        4,534
  (Gain) on sale of fixed assets....      (1,512)        (928)        (332)         (59)        (189)
                                       ---------    ---------    ---------    ---------    ---------
                                         228,577      216,297      217,448      219,318      192,123
                                       ---------    ---------    ---------    ---------    ---------
        Operating income                  46,250       44,707       46,041       43,186       36,888
Interest income, net................       5,726        5,953        4,896        3,782        2,839
                                       ---------    ---------    ---------    ---------    ---------
Income before income taxes..........      51,976       50,660       50,937       46,968       39,727
Income taxes........................      17,672       17,536       17,828       16,895       14,697
                                       ---------    ---------    ---------    ---------    ---------
Net income .........................   $  34,304    $  33,124    $  33,109    $  30,073    $  25,030
                                       =========    =========    =========    =========    =========
Basic weighted average shares
Outstanding.........................      25,540       29,360       30,000       30,000       30,000
                                       =========    =========    =========    =========    =========
Basic earnings per share ...........   $    1.34    $    1.13    $    1.10    $    1.00    $    0.83
                                       =========    =========    =========    =========    =========

Balance sheet data:
Net working capital ................   $ 118,506    $ 111,675    $ 127,989    $  82,170    $  69,845
Total assets .......................   $ 268,055    $ 246,494    $ 256,828    $ 225,467    $ 191,504
Long term debt .....................   $    --      $    --      $    --      $    --      $    --
Stockholders' equity ...............   $ 195,134    $ 174,840    $ 186,848    $ 153,739    $ 123,666
</TABLE>

                                       7
<PAGE>



ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS

General

     The following table sets forth the percentage relationship of expense items
to operating revenue for the periods indicated.
<TABLE>
<CAPTION>

                                                      Year Ended December 31,
                                                   ----------------------------
                                                    2000       1999       1998
<S>                                                <C>        <C>        <C>
                                                   ------     ------     ------
Operating revenue............................      100.0%     100.0%     100.0%
                                                   ------     ------     ------
Operating expenses:
   Salaries, wages, and benefits ............       26.9%      23.1%      19.7%
   Rent and purchased transportation.........       27.4       34.6       38.0
   Operations and maintenance ...............       15.5       11.6        9.9
   Taxes and licenses .......................        2.2        2.3        2.3
   Insurance and claims .....................        2.4        2.2        2.6
   Communications and utilities .............        1.1        1.0        1.0
   Depreciation .............................        5.9        6.2        6.9
   Other operating expenses..................        2.4        2.3        2.2
   (Gain) on sale of fixed assets ...........       (0.6)      (0.4)      (0.1)
                                                   ------     ------     ------
   Total operating expenses..................       83.2%      82.9%      82.5%
                                                   ------     ------     ------
                Operating income ............       16.8%      17.1%      17.5%
Interest income, net ........................        2.1        2.3        1.9
                                                   ------     ------     ------
                Income before income taxes ..       18.9%      19.4%      19.4%
Federal and state income taxes ..............        6.4        6.7        6.8
                                                   ------     ------     ------
               Net income ...................       12.5%      12.7%      12.6%
                                                   ======     ======     ======
</TABLE>

Results of Operations

Year Ended December 31, 2000 Compared With Year Ended December 31, 1999

     Operating revenue increased $13.8 million (5.3%), to $274.8 million in 2000
from  $261.0  million in 1999,  as a result of the  Company's  expansion  of the
customer  base as well as increased  volume from existing  customers.  Operating
revenue was also positively impacted by fuel surcharges assessed to the customer
base.

     Salaries,  wages, and benefits  increased $13.5 million  (22.5%),  to $73.8
million  in 2000  from  $60.3  million  in 1999.  As a  percentage  of  revenue,
salaries,  wages,  and  benefits  increased to 26.9% in 2000 from 23.1% in 1999.
These increases are the result of increased  reliance on employee  drivers and a
corresponding decrease in miles driven by independent contractors.  In addition,
the Company has  increased  employee  driver pay four times since  September  1,
1998. The increase in employee driver miles was  attributable to internal growth
in the company tractor fleet.  During 2000,  employee drivers  accounted for 60%
and independent  contractors 40% of the total fleet miles, compared with 51% and
49%, respectively, in 1999.

     Rent and purchased transportation decreased $15.1 million (16.8%), to $75.2
million in 2000 from $90.3 million in 1999. As a percentage of revenue, rent and
purchased  transportation  decreased  to 27.4% in 2000 from 34.6% in 1999.  This
reflected the Company's  decreased  reliance upon  independent  contractors.  In
addition,  an increased industry demand for independent  contractors has negated
the Company's previous competitive advantage.

     Operations  and  maintenance  increased  $12.5  million  (41.4%),  to $42.7
million  in 2000  from  $30.2  million  in 1999.  As a  percentage  of  revenue,
operations and  maintenance  increased to 15.5% in 2000 from 11.6% in 1999. This
increase is attributable to an increase in fuel prices and increased reliance on
the Company owned fleet.

                                       8
<PAGE>


     Taxes and licenses  increased $0.1 million (0.3%),  to $6.0 million in 2000
from $5.9 million 1999. As a percentage of revenue, taxes and licenses decreased
to 2.2% in 2000 from 2.3% in 1999.

     Insurance and claims  increased  $1.0 million  (16.8%),  to $6.7 million in
2000 from $5.7 million in 1999. As a percentage of revenue, insurance and claims
increased to 2.4% in 2000 from 2.2% in 1999.  Insurance and claims  expense will
vary as a  percentage  of  operating  revenue from period to period based on the
frequency  and severity of claims  incurred in a given period as well as changes
in claims development trends.

     Communications  and  utilities  increased  $0.4  million  (12.3%),  to $3.0
million  in 2000  from  $2.6  million  in  1999.  As a  percentage  of  revenue,
communications and utilities increased to 1.1% in 2000 from 1.0% in 1999.

     Depreciation  increased $0.1 million (0.4%),  to $16.3 million in 2000 from
$16.2  million in 1999. As a percentage  of revenue,  depreciation  decreased to
5.9% in 2000 from 6.2% in 1999.  The decrease  resulted from the increase in the
number of trailers in the Company's fleet becoming fully depreciated.

     Other operating  expenses increased $0.6 million (9.5%), to $6.5 million in
2000 from $5.9 million in 1999.  As a  percentage  of revenue,  other  operating
expenses  increased to 2.4% in 2000 from 2.3% in 1999. Other operating  expenses
consists of pallet cost, driver recruiting expenses, and administrative costs.

     Primarily  as a result of the  foregoing,  the  Company's  operating  ratio
increased to 83.2% in 2000 compared with 82.9% in 1999.

     Interest  income (net)  decreased $0.3 million  (3.8%),  to $5.7 million in
2000 from $6.0  million in 1999.  The Company had $128.0  million in cash,  cash
equivalents,  and  investments at December 31, 2000 compared with $126.7 million
at December 31, 1999.  Interest  income earned is primarily  exempt from federal
taxes and therefore earned at a lower pre-tax rate.

     The Company's effective tax rate was 34.0% in 2000 and 34.6% in 1999.

     As a result of the foregoing, net income increased to $34.3 million in 2000
from $33.1 million in 1999.  The net income for both periods was impacted by the
gain from the sale of fixed assets, primarily real estate.

Year Ended December 31, 1999 Compared With Year Ended December 31, 1998

     Operating  revenue decreased $2.5 million (0.9%), to $261.0 million in 1999
from $263.5  million in 1998.  The  Company's  growth of operating  revenues was
curtailed by the  industry-wide  shortage of  experienced  employee  drivers and
independent contractors.

     Salaries,  wages,  and benefits  increased $8.3 million  (15.9%),  to $60.3
million  in 1999  from  $52.0  million  in 1998.  As a  percentage  of  revenue,
salaries,  wages,  and  benefits  increase  to 23.1% in 1999 from 19.7% in 1998.
These increases are the result of increased  reliance on employee  drivers and a
corresponding decrease in miles driven by independent contractors.  In addition,
the Company has  increased  employee  driver pay three times since  September 1,
1998. The increase in employee driver miles was  attributable to internal growth
in the company tractor fleet.  During 1999,  employee drivers  accounted for 51%
and independent  contractors 49% of the total fleet miles, compared with 45% and
55%, respectively, in 1998.

     Rent and purchased  transportation  decreased $9.8 million (9.7%), to $90.3
million in 1999 from $100.1  million in 1998. As a percentage  of revenue,  rent
and purchased transportation decreased to 34.6% in 1999 from 38.0% in 1998. This
reflected the Company's  decreased  reliance upon  independent  contractors.  In
addition,  an increased industry demand for independent  contractors has negated
the Company's previous competitive advantage.

     Operations and maintenance increased $4.1 million (15.7%), to $30.2 million
in 1999 from $26.1 million in 1998. As a percentage of revenue,  operations  and
maintenance  decreased  to 11.6% in 1999 from  9.9% in 1998.  This  increase  is
attributable to an increase in fuel prices and increased reliance on the Company
owned fleet. The fuel cost per gallon steadily increased after the first quarter
of 1999 with heavy increases experienced in the fourth quarter of 1999.

                                       9
<PAGE>



     Taxes and licenses  decreased $0.2 million (3.5%),  to $5.9 million in 1999
from $6.1 million 1998. As a percentage of revenue,  taxes and licenses remained
constant at 2.3% in 1999 and in 1998.

     Insurance and claims  decreased  $1.1 million  (15.7%),  to $5.7 million in
1999 from $6.8 million in 1998. As a percentage of revenue, insurance and claims
decreased  to  2.2% in 1999  from  2.6% in  1998.  The  decrease  was  primarily
attributable  to the favorable  settlement of claims and the lessor  severity of
incurred  claims.  Insurance  and claims  expense will vary as a  percentage  of
operating  revenue from period to period based on the  frequency and severity of
claims  incurred  in a given  period as well as  changes  in claims  development
trends.

     Communications and utilities decreased $0.1 million (2.1%), to $2.6 million
in 1999 from $2.7 million in 1998.  As a percentage  of revenue,  communications
and utilities remained constant at 1.0% in 1999 and in 1998.

     Depreciation  decreased $1.9 million (10.4%), to $16.2 million in 1999 from
$18.1  million in 1998. As a percentage  of revenue,  depreciation  decreased to
6.2% in 1999 from 6.9% in 1998.  The decrease  resulted from the increase in the
number of trailers in the Company's fleet becoming fully depreciated.

     Other operating  expenses  remained constant at $5.9 million in 1999 and in
1998. As a percentage of revenue,  other operating expenses increased to 2.3% in
1999 from 2.2% in 1998. Other operating expenses consists of pallet cost, driver
recruiting expenses, goodwill, and administrative costs.

     Primarily as a result of the foregoing,  the Company's  operating ratio was
82.9% in 1999 compared with 82.5% in 1998.

     Interest  income (net) increased $1.1 million  (21.6%),  to $6.0 million in
1999 from $4.9 million in 1998.  As a  percentage  of revenue,  interest  income
increased to 2.3% in 1999 from 1.9% in 1998.  The Company had $126.7  million in
cash,  cash  equivalents,  and  investments  at December 31, 1999  compared with
$143.4 million at December 31, 1998.  Interest income earned is primarily exempt
from federal taxes and therefore earned at a lower pre-tax rate.

     The Company's  effective  tax rate was 34.6% in 1999 and 35% in 1998.  This
decrease  is  primarily  attributable  to the  increase in  tax-exempt  interest
earned.

     As a result of the foregoing, net income remained constant at $33.1 million
in 1999 and in 1998.

Liquidity and Capital Resources

     The growth of the Company's  business requires  significant  investments in
new revenue  equipment.  Historically the Company has been debt-free,  financing
revenue  equipment  through cash flow from operations.  The Company also obtains
tractor capacity by utilizing independent contractors, who provide a tractor and
bear all associated operating and financing expenses.

     Cash and cash equivalents and investments increased to $128.0 million as of
December 31, 2000 from $126.7 million at December 31, 1999. The Company's policy
is to purchase  only high  quality  liquid  investments.  Cash  equivalents  and
investments  primarily  consist of municipal  demand bonds and municipal  demand
bond funds.

     Net cash provided by operations was $49.9 million in 2000, $45.6 million in
1999,  and $52.7  million in 1998.  The primary  source of funds in 2000 was net
income  of  $34.3   million   increased  by  non-cash   adjustments,   including
depreciation and amortization of $17.2 million.

     Net investing  activities  consumed $34.1 million in 2000 and $17.7 million
in 1999,  and generated  $14.5 million in 1998.  The primary use of cash in 2000
was $36.3 million for capital  expenditures,  including revenue  equipment.  The
Company  expects to finance future growth in its  company-owned  fleet primarily
through cash flow from operations and cash equivalents currently on hand.

     Net cash used in  financing  activities  was $14.0  million in 2000,  $45.1
million in 1999,  and none in 1998.  The 2000  financing  activity was comprised
solely of the  repurchase of  approximately  1.1 million shares of the Company's
common stock.

                                       10
<PAGE>


     Trade  receivables  increased to $24.9 million as of December 31, 2000 from
$23.5 million as of December 31, 1999 primarily due to a 5.7% increase in fourth
quarter operating revenue. Cash paid for income taxes decreased to $16.5 million
in 2000 from  $16.6  million  in 1999.  Lower  income  taxes on a cash basis are
primarily due to increased interest income exempt from federal taxes.

     Insurance  accruals increased to $35.7 million as of December 31, 2000 from
$34.3  million as of December  31, 1999.  The  Company's  insurance  program for
liability,  physical damage and cargo damage involves  self-insurance  retention
for the first  $500,000 per claim.  Claims in excess of the risk  retention  are
covered by insurance in amounts which management considers adequate. The Company
accrues the estimated cost of the uninsured portion of the pending claims. These
accruals  are  estimated  based on  management's  evaluation  of the  nature and
severity of individual claims and estimate of future claims development based on
historical claim development  trends.  If adjustments to previously  established
accruals are required, such amounts are included in operating expenses.

     The  Company  has one  customer  who  accounted  for  more  than 10% of the
Company's revenue for the year ended December 31, 2000. As disclosed in footnote
two to the  financial  statements,  historically  a small  number  of  customers
generate a substantial  percentage of revenue.  In 2000,  the Company's  largest
customer generated  approximately 16% of operating revenue.  The loss of a major
customer  could  negatively  impact the Company.  Any  negative  impact would be
mitigated  by two  factors:  (1) the strong  overall  financial  position of the
Company (no long term debt at December  31, 2000 and $128.0  million in cash and
cash  equivalents)  and (2) the  flexibility  inherent  in having a  substantial
percentage of fleet miles being generated by independent contractors who provide
their own tractors.

     Based on the Company's strong financial  position (current ratio of 3.1 and
no debt),  management foresees no significant  barriers to obtaining  sufficient
financing, if necessary, to continue with growth plans.

Inflation and Fuel Cost

     Most of the  Company's  operating  expenses are  inflation-sensitive,  with
inflation  generally  producing  increased costs of operations.  During the past
three years,  the most  significant  effects of  inflation  have been on revenue
equipment  prices  and the  compensation  paid to the  drivers.  Innovations  in
equipment  technology  and comfort have resulted in higher tractor  prices,  and
there has been an  industry-wide  increase  in wages paid to attract  and retain
qualified drivers. The Company historically has limited the effects of inflation
through increases in freight rates and certain cost control efforts. In addition
to inflation,  fluctuations in fuel prices can affect profitability. Most of the
Company's contracts with customers contain fuel surcharge  provisions.  Although
the Company  historically has been able to pass through most long-term increases
in fuel prices and operating  taxes to customers in the form of  surcharges  and
higher rates, shorter-term increases are not fully recovered.

Seasonality

     The nature of the Company's primary traffic (appliances,  automotive parts,
paper  products,  retail  goods,  and  packaged  foodstuffs)  causes  it  to  be
distributed with relative uniformity throughout the year. However, earnings have
historically  been affected  adversely  during the fourth quarter as a result of
reduced  shipments by customers  during the winter holiday season.  In addition,
the Company's operating expenses historically have been higher during the winter
months due to  increased  operating  costs in colder  weather  and  higher  fuel
consumption due to increased engine idling.


Recent Pronouncements

     In June 1998, the Financial  Accounting  Standards  Board  ("FASB")  issued
Statement of Financial  Accounting Standards No. 133, "Accounting for Derivative
Instruments  and Hedging  Activities"  ("SFAS 133").  SFAS 133  establishes  new
accounting and reporting standards for derivative financial  instruments and for
hedging  activities.  SFAS 133,  as  amended,  requires an entity to measure all
derivatives at fair value and to recognize them in the balance sheet as an asset
or  liability,  depending  on the  entity's  rights  or  obligations  under  the
applicable  derivative  contract.  The recognition of changes in fair value of a
derivative  that affect the income  statement will depend on the intended use of
the derivative. If the derivative does not qualify as a hedging instrument,  the
gain or loss on the derivative will be recognized currently in earnings.


                                       11
<PAGE>


If the derivative  qualifies for special hedge  accounting,  the gain or loss on
the derivative  will either (1) be recognized in income along with an offsetting
adjustment  to the basis of the item being  hedged or (2) be  deferred  in other
comprehensive  income and reclassified to earnings in the same period or periods
during which the hedged transaction affects earnings.  The Company has completed
its analysis of Statement 133 and does not expect adoption as of January 1, 2001
to have a material effect on results of operations or financial position.

Forward - Looking Information

     Certain matters discussed in this annual report and marked with an asterisk
are  "forward-looking  statements" intended to qualify for the safe harbors from
liability  established by Private Securities Litigation Reform Act of 1995. Such
statements  address  future  plans,  objectives,   expectations  and  events  or
conditions concerning various matters such as capital expenditures,  litigation,
liquidity and capital resources,  and accounting matters. Actual results in each
case  could  differ   materially  from  those  currently   anticipated  in  such
statements.


ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     The Company purchases only high quality liquid  investments.  Primarily all
investments as of December 31, 2000 have an original maturity of three months or
less. The Company holds all investments to maturity and therefore, is exposed to
minimal market risk related to its cash equivalents.

     The Company has no debt  outstanding as of December 31, 2000 and therefore,
has no market risk related to debt.

     The Company does not engage in fuel hedging with financial instruments.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     The Company's  audited  financial  statements,  including its  consolidated
balance  sheets and  consolidated  statements  of  operations,  cash flows,  and
stockholders' equity, and notes related thereto, are contained at pages 17 to 27
of  this  report.  Selected  quarterly  data  is  contained  at  page  27.  Such
information is incorporated by reference.

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

     None.

                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     The information  respecting  executive  officers,  directors,  and director
nominee,  set  forth  under  the  caption  "Election  of   Directors-Information
Concerning  Executive Officers and Directors" and "Compliance with Section 16(a)
of the  Securities  Exchange  Act of  1934" on  pages 2  through  4 and 6 of the
registrant's   proxy   statement   relating  to  its  2001  Annual   Meeting  of
Stockholders, which will be filed with the Securities and Exchange Commission in
accordance with Rule 14a-6 promulgated under the Securities Exchange Act of 1934
(the "Proxy Statement"), is incorporated by reference. With the exception of the
foregoing  information  and  other  information  specifically   incorporated  by
reference into this Form 10-K report,  the Proxy Statement is not being filed as
a part hereof.

ITEM 11. EXECUTIVE COMPENSATION

     The  information  respecting  executive  compensation  set forth  under the
caption  "Executive  Compensation"  on pages 4 and 5 of the Proxy  Statement  is
incorporated  herein  by  reference;  provided,  however,  that  the  "Board  of
Directors'  Report on Executive  Compensation"  is not incorporated by reference
here.


                                       12
<PAGE>



ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     The information  respecting security ownership of certain beneficial owners
and  management   included  under  the  caption   "Principal   Stockholders  and
Stockholdings  of Management" on page 7 of the Proxy  Statement is  incorporated
herein by reference.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     The  information  respecting  certain  relationships  and  transactions  of
management  set forth under the  captions  "Board of  Directors  Interlocks  and
Insider Participation / Certain Transactions and Relationships" on page 4 of the
Proxy Statement is incorporated herein by reference.

                                     PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES, AND REPORTS ON FORM 8-K

(a) 1.   Financial Statements and Schedules

             The Company's audited  financial  statements are set forth on the
                following pages of this report:
                                                                           Page
Report of Independent Public Accountants.................................   17
Consolidated Balance Sheets..............................................   18
Consolidated Statements of Operations....................................   19
Consolidated Statements of Stockholders' Equity..........................   20
Consolidated Statements of Cash Flows....................................   21
Notes to Consolidated Financial Statements...............................  22-27

(a) 2.   Financial Statement Schedule

                                                                           Page
Valuation and Qualifying Accounts and Reserves...........................   27

(a) 3.   Exhibits required by Item 601 of Regulation S-K are listed below.

(b)      Reports on Form 8-K

         A Form 8-K was filed on February 28, 2000, pertaining to the repurchase
         of 1,093,669 shares of the Company's outstanding common stock.

(c)      Exhibits



                                       13
<PAGE>



Exhibit No.          Document                     Page of Method of Filing

   3.1       Articles of Incorporation      Incorporated by reference to the
                                            Company's registration statement
                                            on Form S-1, Registration No.
                                            33-8165, effective November 5, 1986.

   3.2       Bylaws                         Incorporated by reference to the
                                            Company's registration statement
                                            on Form S-1, Registration No.
                                            33-8165, effective November 5, 1986.

   3.3       Certificate of Amendment to    Incorporated by reference to the
             Articles of Incorporation      Company's Form 10-QA, for the
                                            quarter ended June 30, 1997, dated
                                            March 26, 1998.

   4.1       Articles of Incorporation      Incorporated by reference to the
                                            Company's registration statement
                                            on Form S-1, Registration No.
                                            33-8165, effective November 5, 1986.

   4.2       Bylaws                         Incorporated by reference to the
                                            Company's registration statement
                                            on Form S-1, Registration No.
                                            33-8165, effective November 5, 1986.


   4.3       Certificate of Amendment to    Incorporated by reference to the
             Articles of Incorporation      Company's Form 10-QA, for the
                                            quarter ended June 30, 1997, dated
                                            March 26, 1998.

   9.1       Voting Trust Agreement dated   Incorporated by reference to the
             June 6, 1997 between Larry     Company's Form 10-K for the year
             Crouse as trustee under the    ended December 31, 1997. Commission
             Gerdin Educational Trusts      file no. 0-15087.
             and Larry Crouse voting
             trustee.

  10.1       Business Property Lease        Incorporated by reference to the
             between Russell A. Gerdin      Company's Form 10-Q for the quarter
             as Lessor and the Company      ended September 30, 2000. Commission
             as Lessee, regarding the       file no. 0-15087.
             Company's headquarters at
             2777 Heartland Drive,
             Coralville, Iowa 52241

  10.2       Form of Independent            Incorporated by reference to the
             Contractor Operating           Company's Form 10-K for the year
             Agreement between the          ended December 31, 1993.  Commission
             Company and its independent    file no. 0-15087.
             contractor providers of
             tractors.

  10.3       Description of Key Management  Incorporated by reference to the
             Deferred Incentive Compen-     Company's Form 10-K for the year
             sation Arrangement.            ended December 31, 1993. Commission
                                            file no. 0-15087.

   21        Subsidiaries of the
             Registrant                     Filed herewith.

   27        Financial Data Schedule        Filed herewith.



                                       14
<PAGE>



                                   SIGNATURES
     Pursuant to the  requirements of Sections 13 or 15(d) of the Securities Act
of 1934, the registrant has duly caused the report to be signed on its behalf by
the undersigned thereunto duly authorized.

                                                   HEARTLAND EXPRESS, INC.

Date: March 26, 2001                            By:   /s/ Russell A. Gerdin
                                                       Russell A. Gerdin
                                                    President and Secretary


Pursuant to the Securities Act of 1934, this report has been signed below by the
following persons on behalf of the registrant in the capacities and on the dates
indicated.

  Signature                              Title                         Date

/s/ Russell A. Gerdin    Chairman, President and Chief Executive
Russell A. Gerdin        Officer (Principal Executive Officer),
                         Secretary                               March  26, 2001

/s/ John P. Cosaert      Vice President of Finance (Principal
John P. Cosaert          Financial Officer and Principal
                         Accounting Officer) and Treasurer       March  26, 2001

/s/ Richard O. Jacobson  Director
Richard O.Jacobson                                               March  26, 2001

/s/ Michael J. Gerdin    Director
Michael J. Gerdin                                                March  26, 2001

/s/ Benjamin J. Allen    Director
Benjamin J. Allen                                                March  26, 2001

/s/ Lawrence D. Crouse   Director
Lawrence D. Crouse                                               March  26, 2001



                                       15
<PAGE>






                              REPORT OF INDEPENDENT
                               PUBLIC ACCOUNTANTS



To the Board of Directors and
Stockholders of Heartland Express, Inc.:


We have  audited  the  accompanying  consolidated  balance  sheets of  Heartland
Express,  Inc. (a Nevada  corporation)  and Subsidiaries as of December 31, 2000
and 1999, and the related consolidated  statements of operations,  stockholders'
equity and cash flows for each of the three years in the period  ended  December
31, 2000.  These  financial  statements  and schedule  referred to below are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements and schedule based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States. 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 consolidated  financial statements referred to above present
fairly, in all material  respects,  the financial position of Heartland Express,
Inc.  and  Subsidiaries,  as of December  31, 2000 and 1999,  and the results of
their  operations and their cash flows for each of the three years in the period
ended  December 31, 2000 in  conformity  with  accounting  principles  generally
accepted in the United States.

Our  audits  were  made for the  purpose  of  forming  an  opinion  on the basic
financial statements taken as a whole.  Schedule II is presented for purposes of
complying with the Securities and Exchange Commission's rules and is not part of
the basic financial statements. This schedule has been subjected to the auditing
procedures  applied in the audits of the basic financial  statements and, in our
opinion, fairly state in all material respects the financial data required to be
set forth  therein in  relation  to the basic  financial  statements  taken as a
whole.



ARTHUR ANDERSEN LLP


Kansas City, Missouri
January 19, 2001


                                       16
<PAGE>





                             HEARTLAND EXPRESS, INC.
                                AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>

                                                           December 31,
                                                    ----------------------------
                     ASSETS                              2000           1999
                                                    ------------   -------------
<S>                                                 <C>            <C>
CURRENT ASSETS
  Cash and cash equivalents .....................    $128,027,076   $126,211,056
  Trade receivable, less allowance:
     $402,812 at both 2000 and 1999 .............      24,954,681     23,478,708
  Prepaid tires and tubes .......................       3,780,644      1,655,018
  Investments ...................................            --          500,000
  Deferred income taxes .........................      16,846,000     15,979,000
  Other current assets ..........................         328,273        359,472
                                                     ------------   ------------
     Total current assets .......................     173,936,674    168,183,254
                                                     ------------   ------------
PROPERTY AND EQUIPMENT
  Land and land improvements ....................       3,237,875      3,701,400
  Buildings .....................................       8,532,621      9,740,487
  Furniture and fixtures ........................       2,604,400      2,611,166
  Shop and service equipment ....................       1,459,862      1,563,485
  Revenue equipment .............................     129,572,317    121,822,991
                                                     ------------   ------------
                                                      145,407,075    139,439,529
  Less accumulated depreciation..................      56,329,103     66,533,949
                                                     ------------   ------------
  Property and equipment, net....................      89,077,972     72,905,580
                                                     ------------   ------------
OTHER ASSETS ....................................       5,040,358      5,404,707
                                                     ------------   ------------
                                                     $268,055,004   $246,493,541
                                                     ============   ============
                   LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
  Accounts payable and accrued liabilities ......    $  6,712,053   $ 10,595,662
  Compensation and benefits .....................       5,132,589      4,225,023
  Income taxes payable ..........................       4,618,882      4,974,341
  Insurance accruals ............................      35,657,944     34,285,500
  Other accruals ................................       3,308,925      2,427,464
                                                     ------------   ------------
    Total current liabilities ...................      55,430,393     56,507,990
                                                     ------------   ------------

DEFERRED INCOME TAXES ............................     17,491,000     15,146,000
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
  Preferred stock, par value  $.01; authorized
  5,000,000 shares; none issued ..................           --             --
  Common stock, par value $.01; authorized
  395,000,000 shares; issued and outstanding
  25,366,582 in 2000 and 26,460,251 in 1999 ......        253,666        264,603
  Additional paid-in capital .....................      6,608,170      6,608,170
  Retained earnings ..............................    188,271,775    167,966,778
                                                     ------------   ------------
                                                      195,133,611    174,839,551
                                                     ------------   ------------

                                                     $268,055,004   $246,493,541
                                                     ============   ============

The accompanying notes are an integral part of these financial statements.
</TABLE>


                                       17
<PAGE>



                             HEARTLAND EXPRESS, INC.
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>

                                              Years Ended December 31,
                                   ---------------------------------------------
                                       2000             1999            1998
<S>                                <C>             <C>             <C>
                                   -------------   -------------   -------------
Operating revenue ..............   $ 274,827,551   $ 261,004,122  $ 263,489,156
                                   -------------   -------------   -------------

Operating expenses:
  Salaries, wages, and benefits       73,846,541      60,258,431     51,994,959
   Rent and purchased
     transportation ............      75,190,893      90,337,083    100,089,165
   Operations and maintenance ..      42,650,757      30,167,446     26,072,323
   Taxes and licenses ..........       5,952,448       5,934,644      6,150,407
   Insurance and claims ........       6,706,247       5,742,167      6,809,819
   Communications and utilities        2,952,394       2,628,494      2,684,310
   Depreciation ................      16,284,550      16,215,587     18,107,708
   Other operating expenses ....       6,505,174       5,941,411      5,871,671
   Gain on sale of fixed assets       (1,511,587)       (927,548)      (332,255)
                                   -------------   -------------   -------------
                                     228,577,417     216,297,715    217,448,107
                                   -------------   -------------   -------------

   Operating income ............      46,250,134      44,706,407     46,041,049
Interest income ................       5,725,551       5,952,741      4,895,651
                                   -------------   -------------   -------------
   Income before income taxes ..      51,975,685      50,659,148     50,936,700
Income taxes ...................      17,671,725      17,535,710     17,827,847
                                   -------------   -------------   -------------

   Net income ..................   $  34,303,960   $  33,123,438   $ 33,108,853
                                   =============   =============   =============

Basic earnings per share .......   $        1.34   $        1.13   $       1.10
                                   =============   =============   =============


Basic weighted average shares
outstanding ....................      25,539,896      29,359,936     30,000,000
                                   =============   =============   =============

The accompanying notes are an integral part of these financial statements.
</TABLE>


                                       18
<PAGE>



                             HEARTLAND EXPRESS, INC.
                                AND SUBSIDIARIES

                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>

                                 Capital       Additional
                                  Stock,         Paid-In         Retained
                                 Common          Capital         Earnings         Total
<S>                          <C>              <C>             <C>              <C>
                             -------------    -------------   -------------    -------------
Balance, December 31, 1997   $     300,000    $   6,608,170   $ 146,830,890    $ 153,739,060
Net income ...............            --               --        33,108,853       33,108,853
                             -------------    -------------   -------------    -------------
Balance, December 31, 1998         300,000      6,608,170 #   179,939,743 #      186,847,913
Repurchase of common stock         (35,397)            --       (45,096,403)     (45,131,800)
Net income ...............            --               --        33,123,438       33,123,438
                             -------------    -------------   -------------    -------------
Balance, December 31, 1999         264,603        6,608,170     167,966,778      174,839,551
Repurchase of common stock         (10,937)            --       (13,998,963)     (14,009,900)
Net income ...............            --               --        34,303,960       34,303,960
                             -------------    -------------   -------------    -------------
Balance, December 31, 2000   $     253,666    $   6,608,170   $ 188,271,775    $ 195,133,611
                             =============    =============   =============    =============

The accompanying notes are an integral part of these financial statements.
</TABLE>

                                       19
<PAGE>




                             HEARTLAND EXPRESS, INC.
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>

                                                                          Years Ended December 31,
                                                              ----------------------------------------------
                                                                   2000            1999            1998
<S>                                                           <C>             <C>             <C>
                                                              --------------  --------------  --------------
OPERATING ACTIVITIES
Net income ...............................................   $  34,303,960    $  33,123,438    $  33,108,853
Adjustments to reconcile to net cash provided by operating
   activities:
   Depreciation and amortization .........................      17,217,526       17,312,033       19,227,213
   Deferred income taxes .................................       1,478,000         (467,000)        (426,000)
   Gain on sale of fixed assets ..........................      (1,511,587)        (906,600)        (272,893)
   Changes in certain working capital items:
     Trade receivable ....................................      (1,475,973)      (2,087,502)       2,856,101
     Prepaids ............................................      (2,125,626)        (851,922)         502,214
     Other current assets ................................          31,199          (53,330)        (769,666)
     Accounts payable and accrued expenses ...............       2,349,670       (1,851,091)        (844,817)
     Accrued income taxes ................................        (355,459)       1,395,840         (645,649)
                                                             -------------    -------------    -------------
Net cash provided by operating activities ................      49,911,710       45,613,866       52,735,356
                                                             -------------    -------------    -------------
INVESTING ACTIVITIES
Proceeds from sale of property and equipment .............       2,163,324        1,585,623          483,668
Capital additions ........................................     (36,335,347)     (18,613,595)      (5,511,705)
Net maturities (purchases) of municipal bonds ............         500,000         (500,000)      19,769,765
Other ....................................................        (413,767)        (177,632)        (282,912)
                                                             -------------    -------------    -------------
Net cash provided (used in) by investing activities ......     (34,085,790)     (17,705,604)      14,458,816
                                                             -------------    -------------    -------------
FINANCING ACTIVITIES
Repurchase of common stock ...............................     (14,009,900)     (45,131,800)            --
                                                             -------------    -------------    -------------
Net cash used in financing activities ....................     (14,009,900)     (45,131,800)            --
                                                             -------------    -------------    -------------
Net increase (decrease) in cash and cash equivalents .....       1,816,020      (17,223,538)      67,194,172
CASH AND CASH EQUIVALENTS
Beginning of year ........................................     126,211,056      143,434,594       76,240,422
                                                             -------------    -------------    -------------
End of year ..............................................   $ 128,027,076    $ 126,211,056    $ 143,434,594
                                                             =============    =============    =============

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
   Income taxes ..........................................   $  16,549,184    $  16,606,870    $  18,899,496
Noncash investing activities:
   Book value of revenue equipment traded ................   $  12,202,753    $   4,868,860    $   9,658,636

The accompanying notes are an integral part of these financial statements.
</TABLE>

                                       20
<PAGE>


                             HEARTLAND EXPRESS, INC.
                                AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 1. Nature of business and Significant Accounting Policies

Nature of Business:

Heartland Express,  Inc., (the "Company") is a  short-to-medium-haul,  irregular
route,  truckload carrier of general commodities.  The Company's primary traffic
lanes are between customer locations east of the Rocky Mountains,  with selected
service  to the West.  The  Company  operates  the  business  as one  reportable
segment.

Significant Accounting Policies:

Principles of Consolidation:

The accompanying  consolidated  financial statements include the parent company,
Heartland  Express,  Inc., and its subsidiaries,  all of which are wholly owned.
All  material  intercompany  items  and  transactions  have been  eliminated  in
consolidation.

Use of Estimates:

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.

Cash and Cash Equivalents:

Cash  equivalents  are  short-term,  highly  liquid  investments  with  original
maturities of three months or less.

Investments:

Substantially all investments  represent municipal bonds or municipal bond funds
with a maturity of one year or less. These  investments are held to maturity and
stated at amortized cost.  Investment  income received is generally  exempt from
federal income taxes.

Revenue and Expense Recognition:

Operating  revenues  are  recognized  on the date the freight is  delivered  and
expenses are recognized as incurred.

Property and Equipment:

Property  and  equipment  are stated at cost.  Depreciation  is  computed by the
straight-line  method for all assets other than tractors,  which are depreciated
by the 125%  declining  balance  method.  Trailers are  depreciated to a salvage
value of up to 30% based upon when they were put in  service.  Historically,  we
have assumed no salvage  value for  tractors.  For revenue  equipment  purchased
after January 1, 2000 the trailers are  depreciated  with a $6,000 salvage value
and the  tractors  with a $15,000  salvage  value.  Lives of the  assets  are as
follows:

                                       21
<PAGE>



                             HEARTLAND EXPRESS, INC.
                                AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



                                                     Years
                     Land improvements and building   3-30
                     Furniture and fixtures           2-3
                     Shop and service equipment       3-5
                     Revenue equipment                5-7


Tires and Tubes:

The cost of tires and tubes on new revenue  equipment is carried as a prepayment
and  amortized  over the  estimated  tire life of two years.  Replacement  tires
(including recapped tires) are expensed when purchased.

Earnings Per Share:

Basic  earnings  per share is based  upon the  weighted  average  common  shares
outstanding  during  each  year.  Diluted  earnings  per share is based upon the
weighted average common and common  equivalent  shares  outstanding  during each
year. Heartland has no common stock equivalents.


Note 2.  Concentrations of Credit Risk and Major Customers

The Company's major customers  represent the consumer  goods,  appliances,  food
products and automotive industries. Credit is usually granted to customers on an
unsecured  basis. The Company's five largest  customers  accounted for 35%, 34%,
and 35% of revenues  for the years ended  December  31,  2000,  1999,  and 1998,
respectively.  Operating  revenue from one customer  exceeded 10% of total gross
revenues in 2000,  1999 and 1998.  Annual  revenues for this customer were $43.0
million, $37.0 million, and $37.0 million for the years ended December 31, 2000,
1999, and 1998, respectively.


                                       22
<PAGE>





                             HEARTLAND EXPRESS, INC.
                                AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



Note 3.  Income Taxes

Deferred  income taxes are  determined  based upon the  differences  between the
financial  reporting  and tax basis of the  Company's  assets  and  liabilities.
Deferred  taxes are  provided  at the enacted tax rates to be in effect when the
differences reverse.

Deferred tax assets and liabilities as of December 31 are as follows:
<TABLE>
<CAPTION>

                                                              2000              1999
<S>                                                       <C>             <C>
                                                          ------------    ------------
Deferred income tax liabilities,
  related to property and equipment ...                   $ 17,491,000    $ 15,146,000
                                                          ============    ============
Deferred income tax assets:
   Allowance for doubtful accounts ....                   $    153,000    $    153,000
   Accrued expenses ...................                      2,219,000       1,999,000
   Insurance accruals .................                     13,262,000      12,724,000
   Other ..............................                      1,212,000       1,103,000
                                                          ------------    ------------
   Deferred income tax assets .........                   $ 16,846,000    $ 15,979,000
                                                          ============    ============
</TABLE>

The income tax provision is as follows:
<TABLE>
<CAPTION>

                                              2000            1999            1998
<S>                                       <C>             <C>             <C>
                                          ------------    ------------    ------------
Current income taxes:
Federal ...............................   $ 14,846,728    $ 17,008,402    $ 16,983,674
State .................................      1,346,997         994,308       1,270,173
                                          ------------    ------------    ------------
                                          $ 16,193,725    $ 18,002,710    $ 18,253,847
                                          ------------    ------------    ------------
Deferred income taxes:
Federal ...............................   $  1,574,000    $   (448,320)   $   (408,960)
State .................................        (96,000)        (18,680)        (17,040)
                                          ------------    ------------    ------------
                                          $  1,478,000    $   (467,000)   $   (426,000)
                                          ------------    ------------    ------------
Total .................................   $ 17,671,725    $ 17,535,710    $ 17,827,847
                                          ============    ============    ============
</TABLE>

                                       23
<PAGE>



                             HEARTLAND EXPRESS, INC.
                                AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


The income tax provision differs from the amount determined by applying the U.S.
federal tax rate as follows:
<TABLE>
<CAPTION>

                                                    2000           1999            1998
<S>                                            <C>             <C>             <C>
                                               ------------    ------------    ------------

Federal tax at statutory rate (35%)            $ 18,191,490    $ 17,730,702    $ 17,827,845
State taxes, net of federal benefit                 876,000         646,000         826,000
Non-taxable interest income                      (1,725,000)     (1,545,000)     (1,398,000)
Other                                               329,235         704,008         572,002
                                               ------------    ------------    ------------
                                               $ 17,671,725    $ 17,535,710    $ 17,827,847
                                               ============    ============    ============
</TABLE>


Note 4.  Related Party Transactions

The  Company  leases  two  office  buildings  and a  storage  building  from its
president  under a lease which provided for monthly  rentals of $24,969 plus the
payment of all property taxes, insurance and maintenance.  The lease expires May
31, 2005 and contains a five-year renewal option.

The total minimum rental commitment under the building lease is as follows:

                            Year Ending December 31:

                            2001         $   299,625
                            2002         $   299,625
                            2003         $   299,625
                            2004         $   299,625
                            2005         $   124,844
                                         -----------
                                         $ 1,323,344
                                         ===========

Rent expense paid to the Company's president totaled $292,281 for the year ended
December 31, 2000 and $282,000 for the years ended  December 31, 1999, and 1998.
The Company also  maintains  cash  accounts  with a bank owned by the  Company's
president.

Note 5.  Accident and Workers' Compensation Claims

Accident and workers'  compensation  claims  include the estimated  settlements,
settlement  expenses and an allowance  for claims  incurred but not yet reported
for property  damage,  personal injury and public  liability losses from vehicle
accidents and cargo losses as well as workers'  compensation  claims for amounts
not covered by insurance.

Accrued  claims  are  determined  based on  estimates  of the  ultimate  cost of
settling reported and unreported claims, including expected settlement expenses.
Such estimates are based on  management's  evaluation of the nature and severity
of  individual  claims and an estimate  of future  claims  development  based on
historical  claims  development  trends.  Since  the  reported  liability  is an
estimate,  the  ultimate  liability  may be  more  or  less  than  reported.  If
adjustments to previously  established  accruals are required,  such amounts are
included in operating expenses.


                                       24
<PAGE>



                             HEARTLAND EXPRESS, INC.
                                AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


The Company acts as a  self-insurer  for liability up to $500,000 for any single
occurrence  involving cargo,  personal injury or property  damage.  Liability in
excess of this amount is assumed by an insurance underwriter.

The Company acts as a self-insurer for workers'  compensation  liability up to a
maximum  liability of $300,000 per claim.  Liability in excess of this amount is
assumed by an insurance underwriter.  The State of Iowa has required the Company
to deposit  $700,000  into a trust fund as part of the  self-insurance  program.
This  deposit has been  classified  with other  long-term  assets on the balance
sheet. In addition, the Company has provided its insurance carriers with letters
of credit and  deposits of  approximately  $5.7 million in  connection  with its
liability and workers' compensation insurance arrangements.

Note 6.  Stockholders' Equity

On October 26, 1999 the Company  purchased  3,539,749 shares of its common stock
for  $45,131,800  and 1,093,669  shares of its common stock for  $14,009,900  on
February 28, 2000. The shares have been reported as retired in the  accompanying
financial statements.

Note 7.  Profit Sharing Plan and Retirement Plan

The Company has a profit  sharing  plan with  401(k) plan  features  whereby the
Company  may  make  contributions  to the  plan  at its  discretion.  Individual
employees may make voluntary  contributions to the plan.  Company  contributions
totaled $255,000, $501,000, and $675,000, for the years ended December 31, 2000,
1999 and 1998, respectively.


                                       25
<PAGE>



                             HEARTLAND EXPRESS, INC.
                                AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 8.  Commitments and Contingencies

Various  claims  and  legal  actions  are  pending   against  the  Company.   In
management's opinion, the resolution of these matters will not materially impact
the Company's financial condition or results of operations.

Note 9.  Quarterly Financial Information (Unaudited)
<TABLE>
<CAPTION>
                                            First    Second     Third     Fourth
<S>                                        <C>       <C>       <C>       <C>
                                           -------   -------   -------   -------
                                           (In Thousands, Except Per Share Data)
Year ended December 31, 2000
   Operating revenue ................      $67,190   $69,262   $68,107   $70,269
   Operating income .................       12,529    12,121    11,119    10,481
   Income before income taxes........       13,852    13,450    12,712    11,962
   Net income .......................        9,142     8,877     8,390     7,895
   Basic earnings per share .........         0.35      0.35      0.33      0.31

Year end December 31, 1999
   Operating revenue ................      $63,097   $66,094   $65,351   $66,462
   Operating income .................       10,159    11,483    11,582    11,483
   Income before income taxes........       11,638    13,002    13,126    12,893
   Net income .......................        7,564     8,517     8,598     8,445
   Basic earnings per share .........         0.25      0.28      0.29      0.31
</TABLE>

           SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
<TABLE>
<CAPTION>

            Column A                 Column B         Column C        Column D  Column E
--------------------------------    ----------  -------------------  ---------- ---------
                                                     Charges To
                                                -------------------
                                     Balance At  Cost                            Balance
                                     Beginning    And       Other                At End
           Description               of Period  Expense    Accounts  Deductions of Period
--------------------------------     --------   --------   --------  ---------- ---------
Allowance for doubtful accounts:
<S>                                  <C>        <C>        <C>       <C>        <C>
Year ended December 31, 2000         $402,812   $251,555   $  --     $251,555   $402,812

Year ended December 31, 1999         $402,812   $  4,147   $  --     $  4,147   $402,812

Year ended December 31, 1998         $491,971   $ 37,078   $  --     $126,237   $402,812
</TABLE>

                                       26
<PAGE>




                                 Exhibit No. 21

                         Subsidiaries of the Registrant


            Heartland Express, Inc.                     Parent

            A & M Express, Inc.                         Subsidiary

            Heartland Equipment, Inc.                   Subsidiary

            Heartland Express, Inc. of Iowa             Subsidiary


                                       27
<PAGE>