CARRIER/SHIPPER TRANSPORTATION CONTRACT
rev 12/14/95

THIS CONTRACT, made this     day of        by and between
___________ (Shipper) and OTR Express, Inc. (Carrier)
for the transportation of specified goods in accordance with
the following conditions:

WITNESSETH:

WHEREAS, Carrier is a motor vehicle contract carrier
in interstate commerce, holding Interstate Commerce
Commission operating authority in  Docket MC-181996; and 

WHEREAS, Shipper desires to engage the services of
Carrier for the transportation of Shipper's goods in
interstate commerce between points within Carrier's ICC
authorized licenses;

NOW, THEREFORE, in consideration of the following
mutual covenants, the Shipper and Carrier agree as follows:

1. BILATERAL COMMITMENT: Shipper shall tender to
Carrier and Carrier shall transport a series of shipments
between points designated by Shipper.  Carrier shall advise
Shipper if it is unable to supply transportation service
within the time requested by Shipper in which case Shipper
may arrange other transportation.  Carrier shall use its
best efforts to transport shipments tendered by Shipper in a
timely fashion.

2. DISTINCT NEEDS: Carrier shall provide service to
meet the unique, distinct needs of the Shipper which shall
include but not be limited to team service, driver
loading/unloading, overnight delivery, stops in transit,
drop trailers, detention, weekend/holiday shipments and
dedication of equipment.

3. COMMON CARRIER RATES: Rates offered by Carrier
under its common authority in individual or bureau tariffs
do not apply to shipments tendered to Carrier by Shipper
under this agreement. 

4. RATES AND CHARGES: Shipper shall pay Carrier for
the transportation services described herein at the rates
and subject to the rules set forth in Appendix A or
agreements/modifications later written between the parties
which shall be deemed as additional appendices to this
contract.

5. INDEMNIFICATION: Carrier shall furnish tractors and
trailers to transport the goods tendered hereunder and to
assume all costs and liabilities incident to the
transportation of such goods and shall indemnify and hold
the Shipper harmless from any costs and liabilities except
those caused solely by acts of the Shipper, its employees or
agents.

6. C.O.D. SHIPMENTS: In the absence of advance
notification by Shipper and written acceptance by Carrier,
no C.O.D. shipments will be tendered by Shipper.


7. INSURANCE: Carrier shall maintain public liability
insurance with a single limit of not less than $1,000,000.
Carrier shall maintain
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cargo insurance against Carrier's
liabilities for loss or damage to goods shipped pursuant to
this Contract with a limit of $500,000 per truckload which
shall be carrier's maximum liability. For those shipments
valued in excess of $500,000 Carrier shall not be liable to
pay for a greater proportion of liability for loss or damage
than $500,000 bears to 100% of the value of the goods.
Carrier's insurance shall be primary insurance irrespective
of any other insurance carried by Shipper in effect at the
time of loss.

8. CLAIMS: All loss and damage claims and any salvage
arising therefrom shall be handled and processed in
accordance with the regulations of ICC as published in the
Code of Federal Regulations (49 C.F.R. 1005).

9. COLLECTION FEE: If Shipper's account should
necessitate outside collection action, Carrier reserves the
right to add collection costs, finance charges, court costs
and/or legal fees to the invoice amounts.

10. DURATION: This Contract shall continue for a
period of (1) year and shall be renewed automatically for
durations of an additional year but either party shall have
the right to cancel this Contract upon 30 days prior notice
to the other party.

11. PAYMENT TERMS: Net/30 Days from date of invoice.


IN WITNESS WHEREOF, the parties hereto have executed
this Contract in duplicate the date above first written.

OTR Express, Inc			
(Carrier)                      (Shipper)

By____________________________	By__________________________
	
Title_________________________	Title_______________________
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