FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

               For the fiscal quarter ended     September 30, 1999
                                                ------------------

                                       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:     0-2882
                                                   ------

                             ESCO TRANSPORTATION CO.
             (Exact name of registrant as specified in its charter)

                             DELAWARE             55-0257510
                             --------             ----------
    (State or other jurisdiction of     (I.R.S. Employer Identification no.)
                         incorporation or organization)

                             6505 HOMESTEAD
                             HOUSTON, TEXAS               77028
                            --------------                -----
             (Address of principal executive offices)     (Zip Code)

Registrant's  telephone  number,  including  area  code:  (713)  635-1008
                                                          ---------------

          Securities registered pursuant to Section 12 (b) of the Act:

                                      NONE

          Securities registered pursuant to Section 12 (g) of the Act:
                     Common Stock $ .001 par value per share
                     ---------------------------------------
                                 Title of class
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 such filing
requirements  for  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  close  of  the  period  covered  by  this  report.

                  Common Stock, $ .001 Par Value     14,179,112
                  ------------------------------     ----------
                              (Class)     (Outstanding as of September 30, 1999)

The  aggregate  market  value  of  the voting stock held by nonaffiliates of the
Registrant  on  September  30,  1999  was  approximately  $  4,111,943.

<PAGE>


TABLE  OF  CONTENTS

PART  I     FINANCIAL  INFORMATION

Item  1.     Financial  Statements     Page
                                       ----

     Balance  Sheets  for  the  Nine  Months  Ended  September  30,
          1999  (unaudited)  and  for  the  Year  Ended  December 31, 1998     3
          (audited)

     Statements  of  Income  for  the  Nine  Months  Ended
          September  30,  1999  (unaudited)  and  1998  (unaudited)            4

     Statements  of  Stockholders'  Equity  for  the  Nine  Months
          Ended  September  30,  1999  (unaudited)                             5

     Statements  of  Cash  Flows  for  the  Nine  Months  Ended
          September  30,  1999  (unaudited)  and  1998  (unaudited)            6

     Notes  to  the  Financial  Statements  (unaudited)                 7  -  11

Item  2.  Management's  Discussion  and  Analysis  of  Financial
          Condition  and  Results  of  Operations                             12

PART  II     OTHER  INFORMATION

Item  1.     Recent  Developments  in  Legal  Proceedings                     18

Item  2.     Changes  in  Securities                                          18

Item  3.     Defaults  upon  Senior  Securities                               18

Item  4.     Submission  of  Matters  to  a  Vote  of  Security  Holders      18

Item  5.     Other  Information                                               18

Item  6.     Exhibits  and  Reports  in  Form  8-K                            18

     Signatures                                                               19


<PAGE>
PART  I     FINANCIAL  INFORMATION

ITEM  1.     Financial  Statements

<TABLE>
<CAPTION>
ESCO TRANSPORTATION CO.
BALANCE SHEET
<S>                                                          <C>                  <C>
                                                             SEPTEMBER 30,1999    DECEMBER 31,1998
ASSETS                                                          (UNAUDITED)           (AUDITED)

CURRENT ASSETS:
  CASH AND CASH EQUIVALENTS                                  $           54,218   $          25,833
  ACCOUNTS RECEIVABLE, NET OF ALLOWANCE FOR
       BAD DEBTS OF $472,253 IN 1998 AND
       $403,228 IN 1999                                               4,933,788           5,755,857
  TRUCK MAINTENANCE SUPPLIES                                            176,229             106,058
  NOTES RECEIVABLE - STOCKHOLDERS                                       781,026              51,293
  PREPAID EXPENSES - CURRENT                                            217,674             158,337
  OTHER CURRENT ASSETS                                                  272,089             128,697
                                                             -------------------  ------------------
            TOTAL CURRENT ASSETS                                      6,435,024           6,226,075
                                                             -------------------  ------------------
PROPERTY AND EQUIPMENT
  PROPERTY AND EQUIPMENT                                             12,209,511          10,904,274
  LESS ACCUMULATED DEPRECIATION                                      (3,660,495)         (2,785,694)
                                                             -------------------  ------------------
                                                                      8,549,016           8,118,580
                                                             -------------------  ------------------
OTHER ASSETS
  PREPAID INSURANCE - NET OF CURRENT PORTION                                  0              64,500
  OTHER ASSETS - NON CURRENT                                            167,841             133,090
                                                             -------------------  ------------------
     TOTAL OTHER ASSETS                                                 167,841             197,590
                                                             -------------------  ------------------

TOTAL ASSETS                                                 $       15,151,881   $      14,542,245
                                                             ===================  ==================
LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  ACCOUNTS PAYABLE - TRADE                                   $          776,000   $         756,895
  ACCRUED AND OTHER LIABILITIES                                         892,844             313,893
  AMOUNTS DUE FACTOR                                                  6,034,607           6,434,481
  CURRENT PORTION OF LONG-TERM DEBT AND CAPITAL LEASES                1,855,297           1,860,814
                                                             -------------------  ------------------
            TOTAL CURRENT LIABILITIES                                 9,558,748           9,366,083

LONG-TERM DEBT AND CAPITAL LEASES- NET OF CURRENT                     4,887,039           4,978,916

DEFERRED INCOME TAXES                                                         0                   0

COMMITMENTS                                                                   0                   0
                                                             -------------------  ------------------
TOTAL LIABILITIES                                                    14,445,787          14,344,999
                                                             -------------------  ------------------
STOCKHOLDERS' EQUITY
  COMMON STOCK, $.001 PAR VALUE; 35,000,000
       SHARES AUTHORIZED; 14,179,112 AND 12,527,612 SHARES
       ISSUED AND OUTSTANDING IN 1999 AND 1998                            1,561               1,569
  ADDITIONAL PAID-IN CAPITAL                                          1,592,515             931,906
  RETAINED EARNINGS (DEFICIT)                                          (295,244)           (318,844)
                                                             -------------------  ------------------
                                                                      1,298,832             614,631
  LESS NOTE RECEIVABLE FROM SHAREHOLDER                                (554,731)           (413,385)
                                                             -------------------  ------------------
                                                                        744,101             201,246
  LESS TREASURY STOCK, AT COST                                          (38,007)             (4,000)
                                                             -------------------  ------------------
            TOTAL STOCKHOLDERS' EQUITY                                  706,094             197,246
                                                             -------------------  ------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                   $       15,151,881   $      14,542,245
                                                             ===================  ==================
</TABLE>


<PAGE>

ITEM  1.     Financial  Statements  (Continued)

ESCO TRANSPORTATION CO.
Statements of Stockholders' Equity
For the Nine Months Ended September 30, 1999 and 1998
<TABLE>
<CAPTION>


                                                 FOR THE THREE MONTHS    FOR THE NINE MONTHS
                                                  ENDED SEPTEMBER 30     ENDED SEPTEMBER 30
                                                         1999                   1998               1999         1998
                                                     (UNAUDITED)             (UNAUDITED)       (UNAUDITED)   (UNAUDITED)
----------------------------------------------  ----------------------  ---------------------  ------------  -----------
<S>                                             <C>                     <C>                    <C>           <C>
REVENUE:
  FREIGHT REVENUE                               $           9,034,105   $          7,198,575   $24,611,971   $19,749,895
  OIL AND GAS REVENUE                                           1,022                  1,260         3,156         3,840
                                                ----------------------  ---------------------  ------------  ------------
       TOTAL REVENUE                                        9,035,127              7,199,835    24,615,127    19,753,735
                                                ----------------------  ---------------------  ------------  ------------

EXPENSES:
  COST OF FREIGHT REVENUE                                   6,694,606              5,102,517    17,470,626    14,225,239
  GENERAL ADMINISTRATIVE EXPENSES                           1,692,600              1,342,645     5,084,091     3,924,312
  DEPRECIATION AND DEPLETION                                  383,286                388,314     1,116,598     1,065,111
                                                ----------------------  ---------------------  ------------  ------------
       TOTAL EXPENSES                                       8,770,492              6,833,476    23,671,315    19,214,662
                                                ----------------------  ---------------------  ------------  ------------
       OPERATING INCOME                                       264,635                366,359       943,812       539,073


OTHER INCOME (EXPENSE)
  INTEREST INCOME                                              12,477                  3,038        25,467         4,779
  OTHER INCOME                                                      0                      0        15,016        11,700
  INTEREST EXPENSE                                           (371,930)              (347,705)   (1,040,789)     (970,701)
  GAIN (LOSS) ON SALE OF ASSETS                                35,851                 18,657        80,094        98,932
                                                ----------------------  ---------------------  ------------  ------------
     TOTAL OTHER INCOME                                      (323,602)              (326,010)     (920,212)     (855,290)
                                                ----------------------  ---------------------  ------------  ------------
       NET INC. (LOSS) BEFORE TAXES                           (58,967)                40,349        23,600      (316,217)


  INCOME TAX                                                        0                      0             0             0
                                                ----------------------  ---------------------  ------------  ------------
       NET INCOME (LOSS)                        $             (58,967)  $             40,349   $    23,600   $  (316,217)
                                                ======================  ====================   ============   ============
  NET INCOME (LOSS) PER SHARE                   $              (0.004)  $              0.003   $     0.002   $    (0.025)
                                                ======================  ====================   ============   ============

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING              14,179,112             12,527,612    14,179,112    12,505,817
</TABLE>


<PAGE>

ITEM  1.     Financial  Statements  (Continued)

<TABLE>
<CAPTION>

ESCO TRANSPORTATION CO.
STATEMENTS OF INCOME                                                                                      NOTE
FOR THE THREE AND NINE MONTHS                                    ADDITIONAL    RETAINED                RECEIVABLE
ENDED SEPTEMBER 30, 1999                                           PAID-IN     EARNINGS    TREASURY       FROM
(UNAUDITED)                                  COMMON     STOCK      CAPITAL    (DEFICIT)     STOCK      SHAREHOLDER     TOTAL
                                           ----------  --------  -----------  ----------  ----------  -------------  ----------
                                             SHARES     AMOUNT
                                           ----------  --------
<S>                                        <C>         <C>       <C>          <C>         <C>         <C>            <C>
BALANCE AT DECEMBER 31, 1998               12,527,612  $ 1,569   $   931,906  $(318,844)  $  (4,000)  $   (413,385)  $ 197,246
CORRECTION                                          0     (174)          174          0           0              0           0
ACQUISITION                                   100,000       10        39,990          0                          0      40,000
STOCK ISSUED UNDER MANAGEMENT INCENTIVES    1,425,000       23        89,978          0           0                     90,001
ADVANCE TO STOCKHOLDERS - STOCK PURCHASE            0        0             0          0                   (141,346)   (141,346)
EMPLOYEE STOCK BONUS                          126,500      133       530,467          0           0              0     530,600
PURCHASE OF TREASURY STOCK                          0        0             0          0     (34,007)                   (34,007)
NET INCOME  (LOSS)                                  0        0             0     23,600                          0      23,600
                                           ----------  --------  -----------  ----------  ----------  -------------  ----------
BALANCE AT SEPTEMBER 30, 1999              14,179,112  $ 1,561   $ 1,592,515  $(295,244)  $ (38,007)  $   (554,731)  $ 706,094
                                           ==========  ========  ===========  ==========  ==========  =============  ==========
</TABLE>

<PAGE>
ITEM  1.     Financial  Statements  (Continued)

ESCO TRANSPORTATION CO.
Statements of Cash Flows
For the Nine Months Ended September 30, 1999 and 1998
<TABLE>
<CAPTION>

<S>                                                      <C>           <C>
                                                            1999          1998
                                                         ------------  ------------
CASH FLOWS FROM OPERATING ACTIVITIES:                     (Unaudited)  Unaudited)
    Net Cash Provided by Operating Activities            $ 1,940,590   $ 2,094,222

CASH FLOWS FROM INVESTING ACTIVITIES
    Purchase of Property,  Equipment and Capital Leases   (2,274,883)     (105,938)
    Proceeds from Sale of Property and Equipment             867,326       244,470
    Purchase Non-Compete Agreement                                 0      (135,560)
    Shareholder Advance                                     (371,249)     (324,463)
                                                         ------------  ------------

    Net Cash Used in Investing Activities                 (1,778,806)     (321,491)

CASH FLOWS FROM FINANCING ACTIVITIES:
    Net Payments on Short-Term Debt                                0       (70,319)
    Net Payments on Long-Term Debt                        (2,077,629)   (1,512,560)
    Proceeds from Capital Leases                             686,282             0
    Payments on Capital Leases                               (44,919)            0
    Proceeds from Long-Term Debt                           1,336,874             0
    Purchase of Treasury Stock                               (34,007)            0
                                                         ------------  ------------

    Net Cash Provided (Used) by Financing Activities        (133,399)   (1,582,879)
                                                         ------------  ------------

    Net Increase in Cash and Cash Equivalents                 28,385       189,852


CASH AND CASH EQUIVALENTS, AT BEGINNING OF PERIOD             25,833        22,678
                                                         ------------  ------------

CASH AND CASH EQUIVALENTS, AT END OF PERIOD              $    54,218   $   212,530
                                                         ============  ============
Non Cash Transactions:
    Stock issued to acquire business                     $    40,000   $    21,000
    Stock issued under management incentive agreements       570,001             0
    Stock issued to Employees                                 50,600        47,439
                                                         ------------  ------------
    Total Non-Cash Transactions                          $   660,601   $    68,439
                                                         ============  ============
</TABLE>

<PAGE>


Note  1  -  Interim  Financial  Statements
------------------------------------------

The accompanying unaudited financial statements of ESCO Transportation Co., (the
"Company")  have  been  prepared  pursuant  to  the rules and regulations of the
Securities  and  Exchange  Commission.  Certain  information  and  footnote
disclosures normally included in annual financial statements have been condensed
or  omitted  pursuant  to  those  rules  and  regulations.  However, the Company
believes  the  disclosures contained herein are adequate to make the information
presented  not  misleading.  The financial statements reflect, in the opinion of
management,  all  material  adjustments  (which  include  only  normal recurring
adjustments)  necessary  to  present fairly the Company's financial position and
results  of  operations.

Note  2  -  Organization
------------------------

The Company was incorporated under the name of Power Oil Company in 1916 in West
Virginia.  In  1992,  the  Company was reincorporated as a Delaware corporation.
The  Company  changed  its  name from "Power Oil Company to "ESCO Transportation
Co."  in  1994.

ESCO  Transportation  maintains  two  divisions  with  distinct  transportation
services  offered  by  each.  The  Company's Intermodal division primarily hauls
container  and  piggyback  shipments between shipping locations and railroads or
ports.  This  division  operates  out  of facilities in Houston, Texas; Ontario,
California;  Memphis,  Tennessee; and Dallas, Texas.  The Company also maintains
an  Over-The-Road  division  that  performs  long  haul  services  for  numerous
customers  within  the  United  States.  The  main  office  for this division is
located  in  Springdale, Arkansas.  The Company's corporate office is located in
Houston,  Texas.

Note  3  -  Summary  of  Significant  Accounting  Policies
----------------------------------------------------------

A.     Basis  of  Accounting

Income  and  expenses  are  recorded  on  the  accrual  method of accounting for
financial  and  federal  income  tax  reporting  purposes.

B.     Use  of  Estimates

The  preparation  of  financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect  reported  amounts  and related disclosures.  Actual results could differ
from  these  estimates.  Management  believes that the estimates are reasonable.

C.     Revenue  Recognition

Revenue  and  direct  costs  are  recognized  when  the  shipment  is completed.

ITEM  1.     Financial  Statements  (Continued)

ESCO  TRANSPORTATION  CO.
Notes  to  the  Financial  Statements
September  30,  1999  (Unaudited)


Note  3  -  Summary  of  Significant  Accounting  Policies  (Continued)
-----------------------------------------------------------------------

D.     Cash  and  Cash  Equivalents

For  purposes of the statements of cash flows, the Company considers all cash on
hand,  cash  in bank (demand deposits), savings accounts, cash held in brokerage
accounts  and  highly liquid debt instruments purchased with a maturity of three
months  or  less  to  be  cash  and  cash  equivalents.

E.     Property  and  Equipment

Property  and  equipment  are  carried  at  cost.   Depreciation  for  financial
reporting  purposes  has  been  computed  on  the  straight-line method over the
estimated  useful  lives  of  the assets which range from three to twenty years.

Accelerated  methods  of  depreciation  are used for computation of depreciation
expense  for  income  tax  reporting  purposes.

F.     Oil  and  Gas  Properties

The  Company accounts for its oil and gas exploration and development activities
using  the  successful  efforts  method.  Under  this  method  of  accounting,
exploratory  drilling costs which result in the discovery of proved reserves are
capitalized.  All  other exploratory costs, including geological and geophysical
costs,  are expensed when incurred.  Development costs, including development of
dry  holes,  are capitalized when incurred.  The Company incurred no exploration
and  development  costs  during  the  nine  months  ended  September  30,  1999.

Depletion  of  capitalized  costs  on  producing  properties  is  computed  on a
property-by-property  basis  utilizing the unit-of-production method.  Depletion
expense  was  $4,488  for  1999  and  $4,482  for  1998.

Lease  acquisition  costs are capitalized when incurred.  Leasehold improvements
are recognized through a charge to operations if the lease expires or management
decides  to  abandon  the  Company's  interest.

When  assets  are retired, abandoned or otherwise disposed of, the related costs
and  accumulated depreciation are removed from the accounts, and gain or loss is
included  in  income.


<PAGE>
ITEM  1.     Financial  Statements  (Continued)

ESCO  TRANSPORTATION  CO.
Notes  to  the  Financial  Statements
September  30,  1999  (Unaudited)


Note  3  -  Summary  of  Significant  Accounting  Policies  (Continued)
-----------------------------------------------------------------------

G.     Income  Taxes

The Company uses the liability method of accounting for income taxes under which
deferred  tax  assets  and  liabilities  are recognized for deductible temporary
differences.  Temporary  differences  are  the  differences between the reported
amounts  of assets and liabilities and their tax basis.  Deferred tax assets are
reduced  by a valuation allowance when, in the opinion of management, it is more
likely  than  not  that  some  portion  or  all  of  the deferred tax assets and
liabilities are adjusted for the effects of changes in tax laws and rates on the
date  of enactment.  For the nine months ended September 30, 1999, net operating
loss  benefits  were  offset  by  a  valuation  allowance.

H.     Net  Income  Per  Share

Net  income  per  common share is based on the weighted average number of shares
outstanding  during the year.  The Company declared a one-for-four reverse stock
split  in 1994.  The Company declared a one-for-ten forward stock split in 1996.
All  share and per share amounts have been adjusted to reflect the stock splits.

I.     Concentration  of  Credit  Risk

Financial  instruments that potentially subject the Company to concentrations of
credit  risk  consist  principally  of trade accounts receivable.  In the normal
course  of  business  the Company grants credit without collateral to customers.
Consequently, the Company's ability to collect the amounts due from customers is
affected  by  economic  conditions.

J.     Fair  Value  of  Financial  Instruments

The  Company  has  a number of financial instruments, none of which are held for
trading  purposes.  The  Company  estimates that the fair value of all financial
instruments  at September 30, 1999 does not differ materially from the aggregate
carrying  values  of  its  financial  instruments  recorded  in the accompanying
balance  sheet.  The  estimated  fair  value amounts have been determined by the
Company  using  available  market  information  and  appropriate  valuation
methodologies.  Considerable  judgement  is necessarily required in interpreting
market  data  to  develop  the  estimates  of  fair value, and, accordingly, the
estimates  are  not necessarily indicative of the amounts that the Company could
realize  in  the  current  market  exchange.


<PAGE>
ITEM  1.     Financial  Statements  (Continued)

ESCO  TRANSPORTATION  CO.
Notes  to  the  Financial  Statements
September  30,  1999  (Unaudited)


Note  4  -  Property  and  Equipment
------------------------------------

Property  and  equipment  consists  of  the  following:

<TABLE>
<CAPTION>
<S>                                 <C>                   <C>

Description
                                          Balance at        Balance at
----------------------------------        9/30/99            12/31/98
Land                                $           167,519   $            706,370
Buildings and Improvements                       13,554                 13,554
Office Equipment                                375,439                300,007
Communications Equipment                        167,834                356,869
Furniture and Fixtures                           32,699                 30,133
Trucks, Tractors, and Trailers                9,833,516              9,099,802
Equipment Held Under Capital Lease            1,401,631                      0
Yard Equipment                                  217,319                397,539
                                    --------------------  ---------------------
                                             12,209,511             10,904,274
Less Accumulated Depreciation                (3,660,495)            (2,785,694)
                                    --------------------  ---------------------
                                    $         8,549,016   $          8,118,580
                                    ====================  =====================
</TABLE>

Note  5  -  Long-Term  Debt  and  Financing  Arrangements
---------------------------------------------------------

Pursuant  to  a  factoring  agreement,  the  Company factors all of its accounts
receivable.  The  Company  repurchases  all  factored  accounts  receivable over
ninety days old and the factor withholds a reserve of 10% of the uncollected and
unrepurchased  accounts.  The  factor  has  a  security  interest  in  accounts
receivable purchased and the Company's obligation to the factor is guaranteed by
the  majority  shareholder  who  is  also  an  officer and another office of the
Company.

Due  primarily to the repurchase feature of the factoring agreement, the Company
accounts for the factored accounts receivable as a secured borrowing rather than
a  sale.  Many  receivables  are not collected within ninety days and have to be
repurchased  by  the Company.  As of September 30, 1999, the total amount due to
the  factor  is  $6,034,607.

The  following  schedule  summarizes  the  Company's  long-term debt and capital
leases.

<TABLE>
<CAPTION>
<S>                                       <C>
                                          Balance at 9/30/99
Description
----------------------------------------  -------------------
Stockholder Notes Payable                 $                 0
Notes Payable and Capital Leases Payable            6,742,336
                                          -------------------
                                          $         6,742,336
                                          -------------------

</TABLE>
ITEM  1.     Financial  Statements  (Continued)

ESCO  TRANSPORTATION  CO.
Notes  to  the  Financial  Statements
September  30,  1999  (Unaudited)


Note  6  -  Segment  Information
--------------------------------

The  following  represents the 1999 segment information by each of the Company's
segments  or  groups  of  services.
<TABLE>
<CAPTION>

THE FOLLOWING REPRESENTS THE 1999 SEGMENT INFORMATION BY EACH OF THE COMPANY'S SEGMENTS OR GROUPS
OF  SERVICES.

                                                                      NINE             NINE
                                    QUARTER         QUARTER          MONTHS           MONTHS
                                     ENDED           ENDED            ENDED            ENDED
                                    9/30/99         9/30/98          9/30/99          9/30/98
                                --------------  --------------  ----------------  ----------------
<S>                              <C>             <C>             <C>              <C>
REVENUE FROM EXTERNAL CUSTOMERS
     INTERMODAL:                 $   5,521,743   $   4,265,759   $   15,038,967   $   10,966,497
     OVER THE ROAD                   3,513,384       2,934,076        9,576,160        8,787,238
                                --------------  --------------  ----------------  ----------------
     COMBINED REVENUE            $   9,035,127   $   7,199,835   $   24,615,127   $   19,753,735
                                 ==============  ==============  ===============  ===============

                                                                      NINE             NINE
                                    QUARTER         QUARTER          MONTHS           MONTHS
                                     ENDED           ENDED            ENDED            ENDED
                                    9/30/99         9/30/98          9/30/99          9/30/98
                                --------------  --------------  ----------------  ----------------


NET INCOME:
     INTERMODAL                  $     334,053   $     209,244   $      448,412   $     (349,358)
     OVER THE ROAD                    (275,086)       (168,895)        (424,812)          33,141
                                --------------  --------------  ----------------  ----------------
     COMBINED NET INCOME         $      58,967   $      40,349   $       23,600   $     (316,217)
                                 =============  ==============  ===============  ==================

                                                                        9/30/99          9/30/98
                                                               ----------------  ----------------


TOTAL NET LONG LIVED ASSETS:
     INTERMODAL                                                  $      715,282           NOT
     OVER THE ROAD                                                    7,833,734        AVAILABLE
                                                                 ----------------

     COMBINED NET ASSETS                                         $    8,549,016
                                                                 ===============
</TABLE>




The  information  for  segmented  long  lived  assets is not available for 1998.

Differences  in  the  Basis  of  Segmentation
---------------------------------------------

During  the  quarter ended September 30, 1999, the Company began segregating its
operations  between  the  intermodal  and  the over the road divisions.  For the
annual  report  ended  December  31,  1998,  the  Company  did not segregate its
operations  in  this  manner  and  reported  only  one  segment.

For  the  period  ended  September 30, 1999, all of the Company's operations are
conducted  within  the  United  States.


<PAGE>
ITEM  2.     Management's  Discussion  and  Analysis  or  Plan  of  Operation


OVERVIEW
--------

The  Company's operations for the third quarter resulted a net operating loss of
($58,967)  and a year-to-date profit of $23,600.  ESCO's new management team has
continued  to address issues which were identified in the second quarter of this
year  and have completed the following tasks during or near the end of the third
quarter:

a.     The  Company  completed  its initial due diligence of Panther Lines, Inc.
and  Value  Distribution  for  the  proposed acquisition discussed in the second
quarter.  From the due diligence, the Company determined the acquisition was not
a good fit for the current operations of ESCO and rescinded its letter of intent
in  October 1999.  The Company continues to evaluate other potential acquisition
candidates  as  part  of  its  long-term  consolidation  plan.

b.     Internal  financial  reporting  procedures  continue  to  improve  and
management  has  used  improved  financial  information to analyze operations by
division  and  design  procedures  for  improvement.  Management  also began the
initial  stages  of  its  five-year  growth plan in conjunction with analysis of
profitability  by  division.

c.     The  Company  implemented  a management change in its Memphis division to
provide  better  oversight  of  the  day-to-day  operations  in  the  intermodal
division.  In  addition, the new management offers better lines of authority for
the  container  yard  operation  and  improved direct reporting to the corporate
office.

d.     The  Company  completed  a  review  of  its  employee benefit package and
revised  its  health  insurance  and 401(K) plan in efforts to increase employee
retention.  The  Company also bid and reviewed its cargo and liability insurance
packages  during  the  third  quarter and selected a new agency, Adams Insurance
Agency,  as  the  Company's  primary  insurance  broker.

e.     The Company completed the financing of fifteen new Peterbilt trucks which
were  added  to  the  Springdale  over-the-road  operation.  These are initially
additions  to  the  over-the-road  fleet  and  are  necessary to accommodate new
business.  These  will later be used to phase out older equipment as part of our
overall  maintenance  and  operating  control  procedures.

f.     The  Company  completed  the financing of thirty-two (32) new trailers to
add  to  the fleet in our Springdale over-the-road division.  These trailers are
also  necessary  to  assist in handling new specialized business and new traffic
lanes  in  this  division.

g.     The  Company began the implementation of its networking plan discussed in
our  MD&A  in the second quarter.  The installation began in late September 1999
with  anticipated  date  for  complete  installation on or before December 1999.
Management  has  revised  its initial estimates for a complete conversion of the
system  from  January  1,  2000  to  April  1,  2000.



<PAGE>
ITEM  2.     Management's  Discussion  and  Analysis  or  Plan  of  Operation
(Continued)


OVERVIEW  (CONTINUED)

h.     The management team continues to look for new opportunities to expand the
Company  operations in different parts of the country.  During this quarter, the
Company  began  negotiations  with  the Union Pacific Railroad to operate a ramp
facility  in  Fort  Smith,  Arkansas.  Subsequent to the quarter, a contract was
signed and operations were scheduled to begin in November 1999.  Operations were
actually  commenced  on  December  1,  1999.

The  Company fell below its budget projections during the third quarter and does
not  anticipate meeting its internal budget during the fourth quarter.  However,
management  still anticipates substantial improvements in net income and overall
operations  from  1998  results,  and  sees  an excellent opportunity for future
growth of the Company to generate substantial profits.  During 1999, the Company
has  substantially increased its corporate overhead with the addition of the new
management  team  and  consultants  to  assist in evaluating Company operations.
This  restructure  and rebuilding has resulted in additional costs in this first
year which management expects to reap the benefits from in the year 2000 as well
as  subsequent  years.

RESULTS  OF  OPERATIONS
-----------------------

The  third  quarter  operations resulted in a net operating loss before taxes of
($58,967).  Operating  revenue  for  the  third  quarter  was  $9,035,127 versus
$7,199,835  for the same period of 1998 or a twenty-five percent (25%) increase.
The  increase  primarily results from additional revenue generated in the Dallas
and  Ontario  facilities  and is primarily related to the intermodal operations.
We  saw  increases  in  revenue  of  approximately $500,000 in the over-the-road
division in Arkansas.  Management believes its sales efforts and its presence in
key markets has attributed to its overall growth, and sees substantial potential
in  the  upcoming  months  for  additional  growth  in  these  and  additional
geographical  areas.

The  Company  operated at a twenty-two percent (22%) gross profit margin for the
quarter and general administrative expenses were nineteen percent (19%) which is
consistent with 1998 averages.  The management team has enjoyed better financial
information  during  the  third  quarter  and has been using this information to
continue  to  evaluate  methods to control costs in all areas.  All divisions of
the  Company  were  profitable  for  the third quarter with the exception of the
Memphis  operation,  including  intermodal  and  the  container  yard,  and  the
Springdale  over-the-road  operation.  Memphis  reported a net operating loss of
($69,092)  and  Springdale  reported a net operating loss of ($275,086), both of
which were after corporate allocations.  Each operation did, however, contribute
to  corporate  but  not  amounts  sufficient to generate a surplus.  The loss in
Memphis  is attributed to lost business resulting from the management change and
reduced  business  that  occurred  from management problems in quarters prior to
this  change.  The  administrative  cost  levels  have  been high in the Memphis
location  at  its present income level; however, Company plans are to see growth
in  the  Memphis  area  in the fourth quarter and into 2000, which we anticipate
bringing  the overall operating expenses within line of other Company divisions.



<PAGE>
ITEM  2.     Management's  Discussion  and  Analysis  or  Plan  of  Operation
(Continued)


RESULTS  OF  OPERATIONS  (CONTINUED)
------------------------------------

The  Springdale  operation  continues to show growth in revenue.  The Springdale
over-the-road  operation  has  been averaging between $1.13 and $1.15 in revenue
per  mile.  During  this  quarter  and  in  subsequent  months,  management  has
evaluated  its  business  and  is taking steps to restructure its shipping lanes
which  should  allow  for increased profitability through increased revenues per
mile.

Interest  expense  decreased  from  4.8%  to 4.1% in 1998, but continues to be a
substantial  operating  cost  for  the  Company.

The  Company  has  not  provided  for a federal income tax provision during this
quarter  because  management  anticipates  the utilization of net operating loss
carried  forward  to  offset  any  tax  liability  for  1999.

LIQUIDITY  AND  CAPITAL  RESOURCES
----------------------------------

The  Company's  primary  source  of  liquidity has been cash flow generated from
operations  and  borrowing under a factoring arrangement with Commercial Billing
Service.  Commercial  Billing  Service  is  a  subsidiary  of  Compass  Bank.

The Company continues to extend credit to its customers and has seen improvement
in  its average aged receivable since the addition of the collections manager in
the  second  quarter.  Accounts receivable collections are primarily centralized
with  specific  collection  efforts directed by each individual dispatch office.
The  Company has not been experiencing significant uncollectable receivables but
continues  to  experience  adjustments  from  improper  billing  and  improper
notifications  of  assessorials.  During  the  second  quarter,  procedures were
implemented  to control these adjustments and we have continued to see a decline
from  1998.  Management  continues  to  monitor this weekly and monthly with the
dispatchers  and  terminal  managers.  Implementation  of  the  new dispatch and
accounting  system is expected to alleviate a substantial part of adjustments in
the  future.

The  Company  is  pursuing  additional  capital resources to improve the working
capital  position  of  the  Company.  The  Company  has  completed its five-year
business  plan and is using this plan to facilitate its marketing efforts to add
additional  capital  to  the  Company.

The  Company  continues  to operate with deficit working capital ratios although
these  ratios  have  improved  slightly  since  December  1998 from a -1.50:1 to
-1.48:1.  The  working  capital  pressures of the Company have historically, and
continue  to  be,  created  by  marginal  or break-even operations which, before
depreciation,  are  not sufficient to provide cash flow from operations equal to
the  long-term debt obligations of the Company.  As a result, ESCO has continued
to  increase  its  short-term  working  capital line to maintain current payment
status  of  its  long-term  debt  obligations.

During this quarter the Company sold land it was holding for the construction of
a new facility in Houston.  The land which was originally purchased for $550,000
and  has  been sold for $625,000 before selling expenses resulting in a net gain
reflected  on  these  quarterly  financial  statements.

<PAGE>
ITEM  2.     Management's  Discussion  and  Analysis  or  Plan  of  Operation
(Continued)


YEAR  2000  ISSUE
-----------------

The  Year  2000 issue is the result of date coding within computer programs that
were  written  using  just  two  digits  rather  than  four digits to define the
applicable  year.  If  not  corrected, these date codes could cause computers to
fail to calculate dates beyond 1999 and as a result, computer applications could
fail  or  create  erroneous  results  by  or  at  the  Year  2000.

The  Company,  together  with  outside vendors engaged by the Company, have made
assessments  of  the  Company's  potential  Year  2000  exposure  related to its
computerized  information  systems.  Because  of  the  nature  of  the Company's
operations,  many  of  its  computerized information systems will be required to
process information which includes post-year 2000 date coding well in advance of
January 1, 2000.  The Company has substantially completed its overall assessment
of Year 2000 issues associated with its current systems and is currently engaged
in  efforts  to  remediate  potential  year  2000 exposure with respect to those
systems,  including the identification, selection, and implementation of a major
new Year 2000 compliant software system.  Management believes that the Company's
compliance  plan  is progressing such that Year 2000 exposures will be mitigated
prior  to  any  critical  dates.  To  date,  no  material information technology
projects of the Company have been delayed as a result of the Company's Year 2000
compliance  efforts.

The  Company  has  also  made  assessments  of  the potential Year 2000 exposure
associated  with  its  embedded  technology  systems, such as telephone systems,
freight  hauling tracking systems, and accounting and payment systems.  Based on
such assessments, the Company does not believe that it has significant Year 2000
exposure  with  respect  to  such  embedded  technology  systems.

The  Company  is  currently  involved  in  discussion  with important suppliers,
business partners, customers, and other third parties to determine the extend to
which  the Company may be vulnerable to the failure of these parties to identify
and  correct their own Year 2000 issues.  In the ongoing acquisition of software
and  hardware  installations,  the  Company  generally requests that its vendors
certify  the  Year  2000  compliance of acquired products.  The Company believes
that  its  own  software  vendors  are  Year  2000  compliant.

The Company is utilizing and will continue to utilize both internal and external
resources to reprogram or replace its computer systems such that the systems can
be  expected  to be Year 2000 compliant in advance of respective critical dates.
During  the  nine  months ended September 30, 1999, the Company expensed $17,920
with respect to Year 2000 compliance and capitalized $67,044 with respect to new
software  purchases  and installations which are Year 2000 compliant.  The total
estimated  remaining cost of modification of existing software and new Year 2000
compliant  systems  is $300,000 which includes costs attributable to the planned
purchase  and  implementation of a new accounting and dispatch system.  The cost
of  this new software is being capitalized.  The level of expense anticipated in
connection  with  Year  2000 issues is not expected to have a material effect on
the  Company's  result  of  operations.  The  costs  of  the Company's Year 2000
compliance efforts are expected to be funded out of both operating cash flow and
outside  financing.

<PAGE>
ITEM  2.     Management's  Discussion  and  Analysis  or  Plan  of  Operation
(Continued)


YEAR  2000  ISSUE  (CONTINUED)
------------------------------

During  the quarter ended September 30, 1999, the Company continued to implement
its  Year  2000  plan.  The  progress  made  was  in  accordance  with the plan,
including progress on the new system which is expected to go online on or before
December  1999.  There  was  no  new  information  which  came  to  management's
attention  that  would indicate that the plan should be altered significantly or
that  the plan would not be successful in the time frame prescribed by the plan.

The  dates  of  expected  completion  and  the  costs of the Company's Year 2000
remediation  efforts  are  based  on  management's  estimates, which are derived
utilizing  assumptions  of  future events, including the availability of certain
resources,  third  party  remediation plans, and other factors.  There can be no
guarantee  that  these  estimates will be achieved, and if the actual timing and
costs  for  the  Company's  Year 2000 remediation program differ materially from
those anticipated, the Company's financial results and financial condition could
be  significantly  affected.  Additionally,  despite testing by the Company, the
Company's  systems may contain undetected errors or defects associated with Year
2000 issues for remediation or to complete its Year 2000 remediation and testing
efforts  prior  to  respective  critical  dates, as well as the failure of third
parties  with  whom  the  Company  has  an  important  relationship to identify,
remediate,  and  test  their  own  Year 2000 issues and the resulting disruption
which  could  occur  in  the  Company's  systems and could have material adverse
effects  on  the  Company's  business,  results  of  operations,  cash flow, and
financial  condition.

STOCKHOLDER  ADVANCES
---------------------

As  noted in Note M to the financial statements in the December 31, 1998 10-KSB,
the  Company  has  and continues to advance funds to a major stockholder for the
purchase  of  Company  shares  owned  by  the stockholder.  As also noted in the
December  31,  1998  10-KSB  MD&A discussion, the Company had signed a letter of
intent to acquire Panther Lines, Inc and Value Distribution, Inc. in Los Angeles
and  Stockton,  California.  As  reported  in  the  second  quarter  MD&A,  the
stockholder  had  agreed  to  contribute  1,000,000  shares  of  common stock to
facilitate  the transaction and reduce or eliminate the receivable due from this
stockholder.  As  noted  in the MD&A discussion above, the letter of intent with
Panther  Lines,  Inc.  and  Value  Distribution  was rescinded in October, 1999.
Consequently  the  shares  to  be  contributed to reduce this receivable did not
occur  during  this quarter.  The stockholder has agreed to continue to make the
shares  available  to  assist  in  a  future  acquisitions  of  the  Company, as
appropriate,  and  assist the Company in obtaining additional working capital as
necessary.


<PAGE>

ITEM  2.     Management's  Discussion  and  Analysis  or  Plan  of  Operation
(Continued)


SAFE  HARBOR
------------

This report on Form 10-Q or 10-QSB (the Report) contains certain forward-looking
statements  within  the meaning of Section 27A of the Securities Act of 1933, as
amended,  and  Section  21E  of the Securities Exchange Act of 1934, as amended,
which are intended to be covered by the safe harbors created thereby.  Investors
are  cautioned that all forward-looking statements necessarily involve risks and
uncertainty,  including,  without  limitation, the risk of a significant natural
disaster,  the  expansion  or  contraction in its various lines of business, the
impact  of inflation, the impact of Year 2000 issues, the ability of the Company
to  meet its debt obligation, changing licensing requirements and regulations in
the  United  States  pertinent  to  its  business, the ability of the Company to
expand  its  businesses, the effect of pending or future acquisitions as well as
acquisitions  which  have  recently been consummated, general market conditions,
competition,  licensing  and  pricing.  All statements, other than statements of
historical  facts,  included  or  incorporated  by  reference in the Report that
address  activities,  events  or  developments  that  the  Company  expects  or
anticipates will or may occur in the future, including, without limitation, such
things as future capital expenditures (including the amount and nature thereof),
business  strategy  and  measures  to  implement  such  strategy,  competitive
strengths,  goals,  expansion,  and  growth  of  the  Company's  businesses  and
operations,  plans,  references  to  future success, as well as other statements
which  includes  words  such  as  "anticipate,"  "believe,"  "plan," "estimate,"
"expect," and "intend" and other similar expressions, constitute forward-looking
statements.  Although  the  Company believes that the assumptions underlying the
forward-looking  statements  contained  herein  are  reasonable,  any  of  the
assumptions  could over time prove to be inaccurate and, therefore, there can be
no  assurance  that  the forward-looking statements included in this Report will
themselves  prove  to  be  accurate.  In  light of the significant uncertainties
inherent  in  the  forward-looking  statements included herein, the inclusion of
such  information  should  not be regarded as a representation by the Company or
any  other person that the objectives and plans of the Company will be achieved.

SUBSEQUENT  EVENTS
------------------

On  January  19,  2000,  the  Company  acquired 100% of the outstanding stock of
Quantum  Transportation  Company  in  a purchase transaction valued at $530,000.
The  acquisition  was  completed  through  a  combination  of  stock  and  cash.


<PAGE>
PART  II.      OTHER  INFORMATION

ITEM  1.     Recent  Developments  in  Legal  Proceedings

The  Company's  two  litigation  matters  were previously referenced in the Form
10-QSB  dated  March  31,  1998  and  its  statements are incorporated herein by
reference.

ITEM  2.     Changes  in  Securities  -  NONE

ITEM  3.     Defaults  Upon  Senior  Securities  -  NONE

ITEM  4.     Submission  of  Matters  to  a  Vote  of  Security  Holders  - NONE

ITEM  5.     Other  Information  -  NONE

ITEM  6.     Exhibits  and  Reports  of  Form  8-K  -  NONE

<PAGE>
                                   Signatures


Pursuant to the requirements of the Securities Exchange Act of 1934, this Report
has  been  signed below by the following persons on behalf of the Registrant and
in  the  capacities  and  on  the  date  indicated:


_____________________________               _____________________________
Edwis  L.  Selph,  Sr.                      Date
Chairman  of  the  Board

_____________________________               _____________________________
Robert  Weaver                              Date
President

______________________________               _____________________________
Robert  F.  Darilek,  CPA                   Date
Chief  Financial  Officer