UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, DC 20549-1004
                      ------------------------------------

                                    FORM 10-Q

                                   (Mark One)
(X)      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 1998

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


                         Commission File Number 0-27208

                       Simon Transportation Services Inc.
             (Exact name of registrant as specified in its charter)



          Nevada                                       87-0545608
(State or other jurisdiction of          (I.R.S. employer identification number)
 incorporation or organization)


                              5175 West 2100 South
                          West Valley City, Utah 84120
                                (801) 924-7000
               (Address, including zip code, and telephone number,
                      including area code, of registrant's
                           principal executive office)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2)  has  been  subject  to the  filing
requirements for at least the past 90 days.


                                    YES X NO


Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date (January 31, 1999).

             Class A Common Stock, $.01 par value: 5,372,683 shares
              Class B Common Stock, $.01 par value: 913,751 shares

                                                                               
Exhibit Index is on Page 11.

<PAGE>



                        SIMON TRANSPORTATION SERVICES INC.
                                TABLE OF CONTENTS

                                     PART I

                             FINANCIAL INFORMATION


                                                                           PAGE
                                                                          NUMBER

Item 1.      Financial Statements:

             Condensed consolidated statements of financial position
                      as of September 30, 1998 and December 31, 1998           3

             Condensed consolidated statements of earnings for the
                      three months ended December 31, 1998 and 1997            4

             Condensed consolidated statements of cash flows for the
                      three months ended December 31, 1998 and 1997            5

             Notes to condensed consolidated financial statements              6

Item 2.      Management's discussion and analysis of financial
                      condition and results of operations                      7



                                    PART II

                               OTHER INFORMATION



Item 1.      Legal Proceedings                                                10

Item 2.      Changes in Securities                                            10

Item 3.      Defaults Upon Senior Securities                                  10

Item 4.      Submission of Matters to a Vote of Security Holders              10

Item 5.      Other Information                                                11

Item 6.      Exhibits and Reports on Form 8-K                                 11


<PAGE>


                                                                            
                             SIMON TRANSPORTATION SERVICES INC.
                  CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

                                         ASSETS

<TABLE>
<S>                                                                      <C>                          <C>
                                                                             December 31, 1998           September 30, 1998
                                                                             -----------------           ------------------
                                                                             (Unaudited)
Current Assets:
         Cash                                                            $           5,215,181        $           7,826,365
         Receivables, net of allowance for doubtful accounts of
         $214,000 and $189,000, respectively                                        24,176,732                   20,250,931
         Operating supplies                                                          1,026,107                    1,069,095
         Prepaid expenses and other                                                  7,006,100                    5,537,548
                                                                       ------------------------     ------------------------
                  Total current assets                                              37,424,120                   34,683,939
                                                                       ------------------------     ------------------------

Property and Equipment, at cost:
         Land                                                                        8,589,422                    8,589,422
         Revenue equipment                                                          44,608,311                   47,702,977
         Buildings and improvements                                                 18,517,693                   18,350,370
         Office furniture and equipment                                              8,669,892                    8,573,389
                                                                       ------------------------     ------------------------
                                                                                    80,385,318                   83,216,158
         Less accumulated depreciation and amortization                            (18,519,015)                 (18,598,221)
                                                                       ------------------------     ------------------------
                                                                                    61,866,303                   64,617,937
                                                                       ------------------------     ------------------------
Other Assets                                                                           467,311                      223,823
                                                                       ========================     ========================
                                                                          $         99,757,734         $         99,525,699
                                                                       ========================     ========================
</TABLE>

                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<S>                                                                       <C>                         <C>
Current Liabilities:
         Current portion of long-term debt                                $         12,675,416        $           7,627,142
         Current portion of capitalized lease obligations                              427,709                    2,030,988
         Accounts payable                                                            4,737,146                    5,015,049
         Accrued liabilities                                                         2,647,868                    3,188,405
         Accrued claims payable                                                      1,371,197                    1,260,827
                                                                       ------------------------     ------------------------
                  Total current liabilities                                         21,859,336                   19,122,411
                                                                       ------------------------     ------------------------

Long-Term Debt, net of current portion                                               7,183,799                    9,102,649
                                                                       ------------------------     ------------------------
Capitalized Lease Obligations, net of current portion                                2,335,277                    2,444,856
                                                                       ------------------------     ------------------------
Deferred Income Taxes                                                                9,156,843                    9,156,843
                                                                       ------------------------     ------------------------

Stockholders' Equity:
         Preferred stock, $.01 par value, 5,000,000 shares
         authorized, none issued                                                            --                           --
         Class A common stock, $.01 par value, 20,000,000
         shares authorized, 5,372,683 shares issued                                     53,727                       53,727
         Class B common stock, $.01 par value, 5,000,000
         shares authorized, 913,751 shares issued                                        9,138                        9,138
         Treasury stock, 176,600 and 81,100
                  shares at cost, respectively                                      (1,053,148)                    (531,547)
         Additional paid-in capital                                                 48,277,256                   48,277,256
         Retained earnings                                                          11,935,506                   11,890,366
                                                                       ------------------------     ------------------------
                  Total stockholders' equity                                        59,222,479                   59,698,940
                                                                       ------------------------     ------------------------
                                                                          $         99,757,734         $         99,525,699
                                                                       ========================     ========================
<FN>
                         The  accompanying   notes  to  condensed   consolidated
                          financial  statements  are an  integral  part of these
                          condensed consolidated financial statements.
</FN>

</TABLE>

<PAGE>


                          SIMON TRANSPORTATION SERVICES INC.
                    CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
                                    (Unaudited)

<TABLE>
<CAPTION>
                                                                                       For the Three Months Ended
                                                                       -----------------------------------------------------
                                                                             December 31, 1998            December 31, 1997
                                                                             -----------------            -----------------

<S>                                                                      <C>                          <C>                  
Operating Revenue                                                        $          52,992,399        $          47,006,493
                                                                       ------------------------     ------------------------

Operating Expenses:
         Salaries, wages, and benefits                                              22,950,944                   18,011,315
         Fuel & fuel taxes                                                           8,935,350                    9,097,054
         Operating supplies and expenses                                             6,777,914                    5,781,677
         Taxes and licenses                                                          2,014,744                    1,809,906
         Insurance and claims                                                        1,356,475                    1,020,727
         Communications and utilities                                                1,043,706                      785,142
         Depreciation and amortization                                               1,138,908                    1,203,154
         Rent                                                                        8,405,100                    5,911,947
                                                                       ------------------------     ------------------------
                  Total operating expenses                                          52,623,141                   43,620,922
                                                                       ------------------------     ------------------------
                  Operating earnings                                                   369,258                    3,385,571
         Net interest expense                                                          296,687                      388,875
                                                                       ------------------------     ------------------------
Earnings before provision for income taxes                                              72,571                    2,996,696
Provision for income taxes                                                              27,431                    1,132,751
                                                                       ========================     ========================
Net earnings                                                             $              45,140        $           1,863,945
                                                                       ========================     ========================

Net earnings per common share:
         Basic                                                           $                0.01        $                0.30
                                                                       ========================     ========================
         Diluted                                                         $                0.01        $                0.29
                                                                       ========================     ========================

Weighted average common shares outstanding:
         Basic                                                                       6,137,530                    6,284,419
                                                                       ========================     ========================
         Diluted                                                                     6,137,530                    6,457,288
                                                                       ========================     ========================

<FN>
                         The  accompanying   notes  to  condensed   consolidated
                          financial  statements  are an  integral  part of these
                          condensed consolidated financial statements.
</FN>

</TABLE>
<PAGE>


                       SIMON TRANSPORTATION SERVICES INC.
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (Unaudited)

<TABLE>
<CAPTION>
                                                                                         For the Three Months Ended
                                                                                ---------------------------------------------
                                                                                    December 31, 1998      December 31, 1997

<S>                                                                                 <C>                    <C>
Cash Flows From Operating Activities:
     Net earnings                                                                   $          45,140      $       1,863,945
     Adjustments to reconcile net earnings to net cash (used in)
         provided by operating activities
              Depreciation and amortization                                                 1,138,908              1,203,154
              Changes in operating assets and liabilities:
                  (Increase) decrease in receivables, net                                  (3,925,801)             1,143,413
                  Decrease (increase) in operating supplies                                    42,988               (120,692)
                  Increase in prepaid expenses and other                                   (1,468,552)            (2,524,202)
                  Increase in other assets                                                   (243,488)                    --
                  Decrease in accounts payable                                               (277,903)              (347,261)
                  Decrease in accrued liabilities                                            (540,537)               (17,298)
                  Increase (decrease) in accrued claims payable                               110,370                (73,320)
                                                                                ---------------------------------------------
                      Net cash (used in) provided by operating activities                  (5,118,875)             1,127,739
                                                                                ---------------------------------------------

Cash Flows From Investing Activities:
     Purchase of property and equipment                                                      (954,274)            (4,878,584)
     Proceeds from the sale of property and equipment                                       2,567,000              3,933,300
                                                                                ---------------------------------------------
                      Net cash provided by (used in) investing activities                   1,612,726               (945,284)
                                                                                ---------------------------------------------

Cash Flows From Financing Activities:
     Proceeds from issuance of long-term debt                                                      --              2,900,000
     Principal payments on long-term debt                                                  (1,870,576)            (1,645,123)
     Borrowings under line-of-credit agreement                                              5,000,000                     --
     Principal payments under capitalized lease obligations                                (1,712,858)            (1,196,911)
     Decrease in receivable from sale of equipment                                                 --                505,500
     Purchase of treasury shares                                                             (521,601)                    --
     Net proceeds from issuance of Class A common stock                                            --                 25,290
                                                                                ---------------------------------------------
                      Net cash provided by financing activities                               894,965                588,756
                                                                                ---------------------------------------------

Net (Decrease) Increase In Cash                                                            (2,611,184)               771,211
Cash at Beginning of Period                                                                 7,826,365             12,766,001
                                                                                ---------------------------------------------

Cash at End of Period                                                                $      5,215,181      $      13,537,212
                                                                                =============================================

Supplemental Disclosure of Cash Flow Information:
         Cash paid during the period for interest                                    $        323,924      $         516,368
         Cash paid during the period for income taxes                                          20,661                417,292

Supplemental Schedule of Noncash Investing and Financing Activities:
         Sale of equipment in exchange for receivable paid after
              period end                                                                           --                583,000


<FN>
                         The  accompanying   notes  to  condensed   consolidated
                          financial  statements  are an  integral  part of these
                          condensed consolidated financial statements.
</FN>

</TABLE>

<PAGE>


                       SIMON TRANSPORTATION SERVICES INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 1.           Basis of Presentation
                  The condensed  consolidated  financial  statements include the
                  accounts  of  Simon  Transportation  Services  Inc.,  a Nevada
                  holding company,  and its wholly owned subsidiary,  Dick Simon
                  Trucking,  Inc.  (together,  the  "Company").  All significant
                  intercompany balances and transactions have been eliminated in
                  consolidation.

                  The financial statements have been prepared, without audit, in
                  accordance  with  generally  accepted  accounting  principles,
                  pursuant to the rules and  regulations  of the  Securities and
                  Exchange  Commission.  In  the  opinion  of  management,   the
                  accompanying  financial  statements  include  all  adjustments
                  which are necessary for a fair presentation of the results for
                  the interim periods  presented,  such  adjustments  being of a
                  normal  recurring  nature.  Certain  information  and footnote
                  disclosures  have been  condensed or omitted  pursuant to such
                  rules  and  regulations.  The  September  30,  1998  condensed
                  consolidated  statement of financial position was derived from
                  the  audited  balance  sheet of the  Company for the year then
                  ended.  It is  suggested  that  these  condensed  consolidated
                  financial  statements and notes thereto be read in conjunction
                  with the consolidated  financial  statements and notes thereto
                  included  in the Form  10-K of Simon  Transportation  Services
                  Inc.  for the  year  ended  September  30,  1998.  Results  of
                  operations in interim periods are not  necessarily  indicative
                  of results to be expected for a full year.


Forward Looking Statements

This  quarterly  report  and  statements  by  the  Company  in  reports  to  its
stockholders  and public filings,  as well as oral public  statements by Company
representatives  may contain certain forward looking information that is subject
to certain  risks and  uncertainties  that could cause actual  results to differ
materially  from  those   projected.   Without   limitation,   these  risks  and
uncertainties  include economic  recessions or downturns in customers'  business
cycles, excessive increases in capacity within the truckload markets,  decreased
demand for transportation  services offered by the Company,  rapid inflation and
fuel price  increases,  increases in interest rates,  and the  availability  and
compensation  of  qualified  drivers.  Readers  should  review and  consider the
various  disclosures made by the Company in this quarterly  statement and in its
reports to its stockholders and periodic reports on Forms 10-K and 10-Q.


<PAGE>


                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

Overview

         The Company's  fiscal year ends on September 30 of each year. Thus, the
fiscal  quarters  discussed in this report  represent the Company's first fiscal
quarters of its 1999 and 1998 fiscal years, respectively.


Results of Operations

Three months ended December 31, 1998 and 1997

         Operating  revenue  increased $6.0 million (12.7%) to $53.0 million for
the  three  months  ended  December  31,  1998,   from  $47.0  million  for  the
corresponding  period of 1997.  The increase in operating  revenue was primarily
attributable to a 14.1% increase in weighted average  tractors,  to 1,600 in the
1998 period from 1,402 in the 1997 period. This increase was partially offset by
a decrease in average revenue per tractor per week, to $2,574 in the 1998 period
from $2,591 in the 1997 period.

         Salaries,  wages, and benefits  increased $5.0 million (27.4%) to $23.0
million  during the quarter  ended  December 31, 1998 from $18.0  million in the
1997 period. As a percentage of revenue, salaries, wages, and benefits increased
to 43.3% of revenue for the three months ended December 31, 1998, from 38.3% for
the  corresponding  period of 1997. The increase was primarily  attributable  to
driver  wage  increases.  In order to  remain  competitive  in its  compensation
package  to  drivers,  the  Company  raised  driver  base pay two cents per mile
effective  January 1, 1998 and an additional two cents per mile effective  April
15, 1998.

         Fuel and fuel taxes decreased $.2 million (1.8%) to $8.9 million during
the quarter ended  December 31, 1998 from $9.1 million in the 1997 period.  As a
percentage of revenue, fuel and fuel taxes decreased to 16.9% of revenue for the
three  months  ended   December  31,  1998,   from  19.4%  of  revenue  for  the
corresponding  period of 1997. The decrease is  principally  the result of lower
fuel prices in the 1998 period as compared with the 1997 period.

         Operating  supplies and expenses increased $1.0 million (17.2%) to $6.8
million during the quarter ended December 31, 1998 from $5.8 million in the 1997
period. As a percentage of revenue, operating supplies and expenses increased to
12.8% of revenue for the three  months ended  December 31, 1998,  from 12.3% for
the  corresponding  period of 1997,  primarily as a result of increased costs of
accident repairs not covered under vehicle  warranties and the cost of preparing
equipment for trade.  Substantially all of the Company's tractors are covered by
three-year, 500,000-mile warranties.

         Taxes and licenses increased $.2 million (11.3%) to $2.0 million during
the quarter  ended  December  31, 1998 from $1.8  million for the  corresponding
period  of 1997.  As a  percentage  of  revenue,  taxes  and  licenses  remained
essentially  constant at 3.8% of revenue for the three months ended December 31,
1998, compared with 3.9% for the corresponding period of 1997.

         Insurance  and claims  increased  $.4 million  (32.9%) to $1.4  million
during  the  quarter  ended   December  31,  1998  from  $1.0  million  for  the
corresponding  period of 1997. As a percentage of revenue,  insurance and claims
increased to 2.6% of revenue for the three months ended December 31, 1998,  from
2.2% for the  corresponding  period of 1997.  The  increase as a  percentage  of
revenue is primarily  attributable  to increased  premiums  associated  with the
Company's  umbrella  insurance  policy.  The  Company  maintains  $50 million in
coverage on its umbrella policy.

         Communications  and  utilities  increased  $.2 million  (32.9%) to $1.0
million  during the  quarter  ended  December  31, 1998 from $.8 million for the
corresponding  period of 1997.  As a percentage of revenue,  communications  and
utilities  increased to 2.0% of revenue for the three months ended  December 31,
1998,  compared with 1.7% for the corresponding  period of 1997. The increase is
primarily  a result of an access fee charged to the Company by the owners of pay
telephones based on phone calls to toll free numbers.
<PAGE>

         Depreciation  and  amortization  decreased  $.1 million  (5.3%) to $1.1
million  during the quarter  ended  December  31, 1998 from $1.2 million for the
corresponding  period of 1997.  As a  percentage  of revenue,  depreciation  and
amortization  (adjusted for the net gain on the sale of property and  equipment)
decreased to 2.1% of revenue for the three months ended December 31, 1998,  from
2.6%  for  the  corresponding   period  of  1997.  The  decrease  was  primarily
attributable to the continued use of operating leases rather than capital leases
to acquire new equipment. The Company realized a net gain on the sale of revenue
equipment  of  $621,566  during  the  1998  period  compared  with a net gain of
$687,443 during the 1997 period.

         Rent  increased  $2.5  million  (42.2%) to $8.4 million for the quarter
ended December 31, 1998 from $5.9 million for the corresponding  period of 1997.
As a  percentage  of revenue,  rent  increased to 15.9% of revenue for the three
months ended December 31, 1998, from 12.6% for the corresponding  period of 1997
as the Company  replaced  equipment  that had been financed  under capital lease
arrangements  with  equipment  financed  under  operating  leases.  The  Company
continued to utilize  operating leases during the most recent quarter because of
more favorable terms. If the Company continues to use operating lease financing,
its operating  ratio will continue to be affected in future periods  because the
implied  financing  costs of such  equipment are included as operating  expenses
instead of interest expense.

         As a result of the foregoing,  the Company's  operating ratio increased
to 99.3% for the three  months  ended  December  31,  1998,  from  92.8% for the
corresponding period of 1997.

         Net  interest  expense  decreased  $92,000  (23.7%) to $297,000 for the
quarter ended  December 31, 1998 from $389,000 for the  corresponding  period of
1997.  As a percentage  of revenue,  net interest  expense  decreased to 0.5% of
revenue  for the  three  months  ended  December  31,  1998,  from  0.8% for the
corresponding  period in 1997 as a result of lower average debt and  capitalized
lease balances in the 1998 period compared with the 1997 period.

         The Company's  effective combined federal and state income tax rate for
the three months ended December 31, 1998 and 1997 was 37.8%.

         As a result of the factors described above, net earnings decreased $1.9
million  (97.6%)  to $45,000  for the three  months  ended  December  31,  1998,
compared with net earnings of $1.9 million for the corresponding period of 1997.
As a percentage  of revenue,  net  earnings  decreased to 0.1% of revenue in the
quarter ended December 31, 1998 from 4.0% in the 1997 period.


Liquidity and Capital Resources

         The  growth  of  the  Company's   business  has  required   significant
investment in new revenue  equipment that the Company  historically has financed
with  borrowings  under   installment   notes  payable  to  commercial   lending
institutions  and equipment  manufacturers,  equipment  leases from  third-party
lessors, borrowings under its line of credit, and cash flow from operations. The
Company's primary sources of liquidity  currently are cash and cash equivalents,
and   borrowings   and  leases  with   financial   institutions   and  equipment
manufacturers.

         The Company's primary source of cash flow from operations  generally is
net earnings  adjusted for depreciation and deferred income taxes. The Company's
principal  uses of cash  flow  from  operations  are to  service  debt or  lease
payments  incurred to purchase new revenue  equipment and to internally  finance
accounts  receivable  associated  with growth in the business.  Net cash used in
operating  activities  was $5.1 million for the three months ended  December 31,
1998.  The  primary  sources of funds were net  earnings  increased  by non-cash
adjustments of $1.1 million in depreciation,  $43,000 in operating  supplies and
$110,000 in accrued claims payable.  The primary uses of funds were $3.9 million
to finance  the  growth of  accounts  receivable,  $278,000  to reduce  accounts
payable,  $1.5  million to prepay  licensing on revenue  equipment,  $541,000 to
reduce accrued liabilities, and $243,000 to pay for other assets.

         Net cash  provided by  investing  activities  was $1.6  million for the
three months ended December 31, 1998. The Company  purchased $1.0 million of new
property and revenue equipment and sold revenue equipment for $2.6 million.  The
Company expects capital  expenditures,  including the value of revenue equipment
and satellite  communications  units  financed  with  operating  leases,  net of
revenue equipment sales and trade-ins, to be approximately $15.0 million through
fiscal 1999.
<PAGE>

         Net cash  provided by  financing  activities  was  $900,000 in the 1998
period,  consisting  primarily of a $5.0 million borrowing on the Company's line
of credit,  payments of $3.6 million of principal under the Company's  long-term
debt and capitalized lease agreements,  and $500,000 to repurchase 95,500 shares
of the  Company's  Class A Common  Stock.  In July 1998,  the Board of Directors
authorized the  repurchase of up to 500,000 shares of Class A Common Stock.  The
repurchases  may be made in the  open  market  or  otherwise  from  time-to-time
through  September 1999. To date, the Company has repurchased  176,600 shares of
Common  Stock at an  average  market  price of $5.96 per share for a total  cash
outlay of $1,053,000.

         The Company's borrowings consist of $21.1 million for revenue equipment
debt and capitalized leases, and $11.7 million for the Company's headquarters in
Salt Lake City and the new  terminal  in Atlanta.  The  Company  maintains a $10
million,  unsecured line of credit with a financial  institution.  Borrowings on
the line of credit  bear  interest at  one-half  percent  (.5%) above the 30-day
London  Interbank  Offered  Rate in effect  from time to time.  The  Company had
outstanding  borrowings of $5 million against the line of credit at December 31,
1998.

         Management believes that available borrowings under the line of credit,
and future borrowings under installment notes payable or lease  arrangements for
revenue equipment will allow the Company to continue to meet its working capital
requirements,  anticipated capital expenditures,  and obligations under debt and
capitalized and operating leases at least through fiscal year 1999.

Year 2000 Compliance

         The  Company  has  completed  a review of each of its core  systems  to
determine year 2000 (Y2K)  compliance.  The Company's  billing,  dispatch,  EDI,
fueling,  payroll,  telephone,  vehicle  maintenance,  and  yard  and  equipment
inventory  systems and all other  critical  hardware and  software  systems were
designed to be Y2K compliant from inception.  The Company is currently reviewing
the Y2K compliance  status of its facilities and equipment.  The Company expects
to  complete  this review and have taken  actions  toward  making each  non-core
system Y2K compliant by June 1999.

         The Company relies on Qualcomm to provide the satellite tracking system
necessary to track the location of its  equipment,  and to provide  dispatch and
routing  information  to its  drivers.  The Company has been  informed  that the
software  utilized  by  Qualcomm  and the  Company is fully Y2K  compliant.  The
Company  utilizes  Comdata to transmit payroll funds to its drivers and to allow
drivers to  purchase  fuel  outside of the  Company's  terminal  locations.  The
Company has been informed that Comdata expects to be fully Y2K compliant by June
1999.  The Company also interacts  with many of its vendors  through  electronic
data  interchange  (EDI).  Although  the  Company  is Y2K  compliant  in its EDI
applications,  we cannot and do not guarantee the Y2K compliance of our business
partners' systems.

         The Company has incurred  internal staff costs  necessary to review and
further Y2K compliance of its core operating  systems.  Because the systems were
designed to be Y2K compliant since inception,  the costs have not had a material
effect on the Company's financial position or results of operations. The Company
will incur additional  internal staff time to complete its compliance  review of
non-core  systems  embedded in facilities and equipment.  These non-core systems
include  microcontrollers  contained  in tractor  engines and other  components,
refrigeration units, and terminal  facilities.  The costs of such review are not
expected to be  incremental  since they represent the  redeployment  of existing
information  technology  resources.  Because of the relatively  young age of its
facilities and equipment,  the Company does not expect to find non-core  systems
that need to be replaced to further Y2K compliance.

         The Company anticipates that the risks related to its core and non-core
systems will be mitigated by ongoing  assessment  and correction of the systems.
The primary risk to operations is service disruption from third-party  providers
that supply satellite communication,  telephone, fueling and financial services.
Any disruption of these critical  services would hinder the Company's ability to
receive,  process and track its freight or  communicate  with its  customers and
drivers.

         A failure of the satellite communication system could have a materially
adverse effect on the Company's business and results of operations.  The Company
is relying on the  contingency  plan  established  by  Qualcomm  to prevent  the
interruption of business.  As an additional backup, the Company plans to use its
existing  telephone systems to dispatch its equipment and provide support to its
drivers in the event of a complete satellite system failure. In the event of EDI
failures on the part of our  customers,  the Company  plans to use its telephone
and  facsimile  system to receive load tenders from its  customers.  The Company
would switch to paper invoices for its customers  unable to use EDI.  Management
believes  that the  Company's  current  state of  readiness,  the  nature of the
Company's business,  and the availability of the contingency plans minimizes Y2K
risks. Management does not foresee significant liability to third parties if the
Company's systems are not Y2K compliant.
<PAGE>

PART II

                                OTHER INFORMATION


Item 1.           Legal Proceedings.

                  The Company and certain of its  officers  and  directors  have
         been named as  defendants  in a  securities  class  action filed in the
         United States District Court for the District of Utah,  Caprin v. Simon
         Transportation  Services, Inc., et al., No. 2:98CV 863K (filed December
         3,  1998).  Plaintiffs  in this  action  allege  that  defendants  made
         material  misrepresentations  and omissions  during the period February
         13, 1997 through April 2, 1998 in violation of Sections 10(b) and 20(a)
         of the  Securities  Exchange  Act of 1934  and Rule  10b-5  promulgated
         thereunder. The Company intends to vigorously defend this action.

Item 2.           Changes in Securities.

                  None.

Item 3.           Defaults Upon Senior Securities.

                  None.

Item 4.           Submission of Matters to a Vote of Security Holders.

                  The   1998   Annual   Meeting   of   Stockholders   of   Simon
         Transportation  Services  Inc.  was   held  December  18, 1998, at  the
         corporate  headquarters  located  at 5175  West 2100 South, West Valley
         City, Utah.  Richard D. Simon, Chairman, President, and Chief Executive
         Officer, presided.

                  The  holders  of  4,585,402  shares  (representing   5,382,683
         votes), which is approximately 85% of the total votes outstanding as of
         the record date, were represented at the annual meeting in person or by
         proxy.  The three  candidates for election as directors were elected to
         serve the terms  specified  in the proxy  statement.  The  proposal  to
         ratify  the   selection  of  Arthur   Andersen  LLP  as  the  Company's
         independent public accountants for the 1999 fiscal year was approved.
         The tabulation of votes is listed in the table below.


                  SUMMARY OF MATTERS VOTED UPON BY STOCKHOLDERS

<TABLE>
<CAPTION>
                                                                              Number of Shares
                                                          For         Against          Abstain        Non-Vote
<S>                                                 <C>               <C>              <C>            <C>
Election of Directors:
         Alban B. Lang                              4,327,812               0          257,590               0
         Lyn Simon                                  4,327,820               0          257,582               0
         Richard D. Simon, Jr.                      4,327,412               0          257,990               0

Other Matters:                                            For         Against          Abstain        Non-Vote
         Ratification of selection of               4,515,790          59,335           10,277               0
         Arthur Andersen LLP as independent
         public accountants

</TABLE>




<PAGE>


Item 5.           Other Information.

                  None.

Item 6.           Exhibits and Reports on Form 8-K.

                  (a)      Exhibits

    Number       Description
       3.1    *   Articles of Incorporation
       3.2    *   Bylaws
       4.1    *   Articles of Incorporation
       4.2    *   Bylaws
      10.2    *   Outside Director Stock Option Plan.
      10.3    *   Incentive Stock Plan.
      10.4    *   ss.401(k) Plan.
      10.11   #   Loan Agreement (Line of Credit) dated April 29, 1996 (replaced
                  loan agreement dated December 1, 1995) between
                  U.S. Bank of Utah and Simon Transportation Services Inc.
      11          Schedule of Computation of Net Income Per Share
      27          Financial Data Schedule



          *       Incorporated  by  reference  from  the  Company's Registration
                  Statement on  Form S-1,  Registration  No. 33-96876, effective
                  November 17, 1995.

          #       Incorporated by reference from the Company's Quarterly Report
                  on  Form 10-Q for the  period  ended June 30, 1996, Commission
                  File No. 0-27208, dated August 9, 1996.

                  (b)      Reports on Form 8-K.

                           None.


<PAGE>


                                    SIGNATURE

                  Pursuant to the  requirements  of the  Securities and Exchange
Act of 1934,  the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned thereunto duly authorized.


                                             SIMON TRANSPORTATION SERVICES INC.,
                                             a    Nevada corporation

Date:    February 12, 1999                   By:    /s/ Alban B. Lang
         ---------------------------                -----------------
                                                   (Signature)
                                                   Alban B. Lang
                                                   Treasurer,  Chief   Operating
                                                   Officer and  Chief  Financial
                                                   Officer