<Page>

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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   -----------

                                    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 September 30, 2001

                                       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 000-23341

                          MOTOR CARGO INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)



                   UTAH                                  87-0406479
      -------------------------------                 -------------------
      (State or other jurisdiction of                 (I.R.S. Employer
       incorporation or organization)                 Identification No.)


                             845 West Center Street
                           North Salt Lake, Utah 84054
                                 (801) 936-1111

          (Address of principal executive offices and telephone number)


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
     ---      ---

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date. On October 19, 2001, there were
6,473,140 outstanding shares of the Registrant's Common Stock, no par value.

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<Page>

                          PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                  MOTOR CARGO INDUSTRIES, INC. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS

<Table>
<Caption>
                                                        September 30,      December 31,
                                                             2001              2000
                                                        -------------      ------------
                                                         (unaudited)
<S>                                                     <C>                <C>
CURRENT ASSETS
    Cash and cash equivalents                            $  5,783,372      $ 7,033,681
    Receivables                                            18,260,110       18,124,930
    Prepaid expenses                                        1,718,077        2,112,198
    Supplies inventory                                        607,953          637,289
    Deferred income taxes                                   1,734,000        1,734,000
                                                          -----------      -----------

           Total current assets                            28,103,512       29,642,098

PROPERTY AND EQUIPMENT, AT COST                           109,858,794      106,185,662

    Less accumulated depreciation
      and amortization                                     52,337,269       51,851,119
                                                          -----------      -----------

                                                           57,521,525       54,334,543


OTHER ASSETS

    Advances from purchases of real property                        -          787,695
    Deferred charges                                          543,878          548,271
    Unrecognized net pension obligation                        52,281           52,281
                                                          -----------      -----------

                                                              596,159        1,388,247
                                                          -----------      -----------

                                                          $86,221,196      $85,364,888
                                                          -----------      -----------
                                                          -----------      -----------
</Table>



        The accompanying notes are an integral part of these statements.


                                       2
<Page>

                  MOTOR CARGO INDUSTRIES, INC. AND SUBSIDIARIES

                     CONSOLIDATED BALANCE SHEETS - CONTINUED


                      LIABILITIES AND STOCKHOLDERS' EQUITY

<Table>
<Caption>
                                                             September 30,    December 31,
                                                                 2001            2000
                                                             -------------    ------------
                                                             (unaudited)
<S>                                                          <C>              <C>
CURRENT LIABILITIES
    Current maturities of long-term obligations              $   127,250      $   119,152
    Accounts payable                                           3,435,485        2,854,290
    Accrued liabilities                                        8,608,672        7,477,843
    Accrued income taxes                                       1,810,524          435,366
    Accrued claims                                             1,480,377        1,440,438
                                                             -----------      -----------
           Total current liabilities                          15,462,308       12,327,089

LONG-TERM OBLIGATIONS, less current
   maturities                                                  1,065,073        8,015,125

DEFERRED INCOME TAXES                                          7,522,000        7,522,000

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
    Preferred stock, no par value; Authorized -
      25,000,000 shares - none issued
    Common stock, no par value; Authorized -
      100,000,000 shares - issued 6,473,140 shares as
      of September 30, 2001 and 6,474,140 shares as of
      December 31, 2000                                        9,315,031        9,288,785
    Retained earnings                                         52,856,784       48,211,889
                                                             -----------      -----------

                                                              62,171,815       57,500,674
                                                             -----------      -----------

                                                             $86,221,196      $85,364,888
                                                             -----------      -----------
                                                             -----------      -----------
</Table>


        The accompanying notes are an integral part of these statements.


                                       3
<Page>

                  MOTOR CARGO INDUSTRIES, INC. AND SUBSIDIARIES

                       CONSOLIDATED STATEMENTS OF EARNINGS

<Table>
<Caption>
                                              Three months ended          Nine months ended
                                                 September 30,               September 30,
                                           ------------------------   -------------------------
                                              2001         2000           2001          2000
                                           -----------  -----------   ------------  -----------
                                                  (unaudited)                 (unaudited)
<S>                                        <C>          <C>           <C>           <C>
Operating revenues                         $36,040,782  $34,097,502   $103,744,650  $96,254,272
                                           -----------  -----------   ------------  -----------
Operating expenses
    Salaries, wages and benefits            18,057,408   16,922,303     53,312,237   47,893,682
    Operating supplies and expenses          5,605,560    5,656,904     16,569,231   15,747,849
    Purchased transportation                 3,170,857    3,000,011      8,732,073    8,849,229
    Operating taxes and licenses             1,363,792    1,326,113      3,886,913    3,742,780
    Insurance and claims                     1,065,463      856,627      2,951,175    2,608,140
    Depreciation and amortization            2,243,027    2,144,094      6,633,200    6,640,678
    Communications and utilities               495,637      582,729      1,581,432    1,600,776
    Building rents                             761,444      881,039      2,313,642    2,607,311
    Loss (gain) on sale of equipment           (42,688)     (61,923)         4,524     (151,790)
    Other non-recurring expense                      -            -              -      102,596
                                           -----------  -----------   ------------  -----------
           Total operating expenses         32,720,500   31,307,897     95,984,427   89,641,251
                                           -----------  -----------   ------------  -----------

           Operating income                  3,320,282    2,789,605      7,760,223    6,613,021

Other income (expense)
    Interest expense                           (27,711)     (33,035)       (91,386)    (121,362)
    Other, net                                  32,502       46,549        113,566       97,430
                                           -----------  -----------   ------------  -----------
                                                 4,791       13,514         22,180      (23,932)
                                           -----------  -----------   ------------  -----------

           Earnings before income taxes      3,325,073    2,803,119      7,782,403    6,589,089

Income taxes                                 1,321,986    1,087,841      3,137,508    2,566,672
                                           -----------  -----------   ------------  -----------

           NET EARNINGS                    $ 2,003,087  $ 1,715,278   $  4,644,895  $ 4,022,417
                                           -----------  -----------   ------------  -----------
                                           -----------  -----------   ------------  -----------

    Earnings per share: (note 2)
              Basic                        $      0.31  $      0.26   $      0.72   $      0.59
              Diluted                      $      0.31  $      0.26   $      0.71   $      0.59
    Weighted-average shares outstanding:
              Basic                          6,473,140    6,720,693     6,473,177     6,796,755
              Diluted                        6,530,224    6,724,973     6,517,402     6,799,258
</Table>


        The accompanying notes are an integral part of these statements.

                                       4
<Page>

                  MOTOR CARGO INDUSTRIES, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<Table>
<Caption>
                                                                    Nine months ended
                                                                      September 30,
                                                             ---------------------------------
                                                                2001                  2000
                                                             -----------           -----------
                                                                       (unaudited)

<S>                                                          <C>                   <C>
Increase (decrease) in cash and cash equivalents
    Cash flows from operating activities
       Net earnings                                          $ 4,644,895           $ 4,022,417
                                                             -----------           -----------
       Adjustments to reconcile net earnings to net cash
         provided by operating activities
           Depreciation and amortization                       6,633,200             6,640,678
           Provision for losses receivable                       458,000               195,500
           Loss (gain) on disposition of
              property and equipment                               4,524              (151,790)
           Variable stock option expense                         281,376                     -
           Charge associated with stock issuance to an
              officer                                             33,750                23,750
           Provision for claims                                2,258,199             2,159,209
           Deferred income taxes                                       -                (1,917)
           Changes in assets and liabilities
              Receivables                                       (832,930)             (699,524)
              Prepaid expenses                                   394,121               723,597
              Supplies inventory                                  29,336                94,852
              Accrued income taxes                             1,375,158               303,373
              Other assets                                        (1,277)               65,630
              Accounts payable                                   581,195            (1,162,805)
              Accrued liabilities and claims                  (1,368,807)             (853,911)
                                                             -----------           -----------

                  Total adjustments                            9,845,845             7,336,642
                                                             -----------           -----------

                  Net cash provided by operating activities
                                                              14,490,740            11,359,059
                                                             -----------           -----------

Cash flows from investing activities

    Note receivable                                                    -            (2,319,395)
    Purchase of property and equipment                        (9,232,391)           (5,419,506)
    Proceeds from disposition of property
      and equipment                                              440,800               574,851
                                                             -----------           -----------


                  Net cash used in
                    investing activities                      (8,791,591)           (7,164,050)
                                                             -----------           -----------
</Table>

                                   (Continued)

                                       5
<Page>

                  MOTOR CARGO INDUSTRIES, INC. AND SUBSIDIARIES

                CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED

<Table>
<Caption>
                                                                 Nine months ended
                                                                   September 30,
                                                          -------------------------------
                                                             2001                 2000
                                                          -----------         -----------
                                                                    (unaudited)
<S>                                                       <C>                 <C>
Cash flows from financing activities

      Repurchase shares                                        (7,504)         (1,409,762)
      Principal payments on long-term
       obligations                                         (6,941,954)         (3,823,207)
                                                          -----------         -----------

                  Net cash used in financing activities    (6,949,458)         (5,232,969)
                                                          -----------         -----------

                  Net decrease in
                    cash and cash equivalents              (1,250,309)         (1,037,960)



Cash and cash equivalents at beginning of period            7,033,681           5,508,809
                                                          -----------         -----------

Cash and cash equivalents at end of period                $ 5,783,372         $ 4,470,849
                                                          -----------         -----------
                                                          -----------         -----------

SUPPLEMENTAL CASH FLOW INFORMATION

Cash paid during the period for
    Interest                                              $    94,515         $   118,562
    Income taxes                                            1,972,150           2,259,050
</Table>


NONCASH INVESTING AND FINANCING ACTIVITIES

During 2001, the Company recorded a $787,695 noncash application of advances
made in 2000 for the purchase of real property. Additionally, the Company
recorded a $239,750 noncash transfer from receivables to real property.

During 2001, in connection with the vesting of 5,000 shares pursuant to a
restricted stock agreement, the Company recognized compensation expense of
$33,750.

During 2000, in connection with the vesting of 5,000 shares pursuant to a
restricted stock agreement, the Company recognized compensation expense of
$23,750.

        The accompanying notes are an integral part of these statements.

                                       6
<Page>

                  MOTOR CARGO INDUSTRIES, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.       UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

         The interim consolidated financial information included herein is
         unaudited; however, the information reflects all adjustments
         (consisting of normal recurring adjustments) that are, in the opinion
         of management, necessary for the fair presentation of the consolidated
         financial position, results of operations, and cash flows for the
         interim periods. The consolidated financial statements should be read
         in conjunction with the notes to consolidated financial statements
         included in the audited consolidated financial statements for Motor
         Cargo Industries, Inc. (the "Company") for the year ended December 31,
         2000, which are included in the Company's Annual Report on Form 10-K
         for such year (the "2000 10-K"). Results of operations for interim
         periods are not necessarily indicative of annual results of operations.
         The consolidated balance sheet at December 31, 2000 was extracted from
         the Company's audited consolidated financial statements contained in
         the 2000 10-K and does not include all disclosures required by
         generally accepted accounting principles for annual consolidated
         financial statements.

2.       EARNINGS PER SHARE

         Basic earnings per common share ("EPS") are based on the weighted
         average number of common shares outstanding during each such period.
         Diluted earnings per common share are based on shares outstanding
         (computed under basic EPS) and potentially dilutive common shares.
         Potential common shares included in dilutive earnings per share
         calculations include stock options granted but not exercised. A
         reconciliation of weighted-average shares outstanding is presented
         below:

<Table>
<Caption>
                                                         Three months ended            Nine months ended
                                                            September 30,                 September 30,
                                                    ----------------------------   ----------------------------
                                                          2001          2000            2001           2000
                                                    -------------  -------------   -------------  -------------
    <S>                                             <C>            <C>             <C>            <C>
    Net earnings                                    $  2,003,087   $  1,715,278    $  4,644,895   $  4,022,417
    Weighted-average shares outstanding - basic        6,473,140      6,720,693       6,473,177      6,796,755

    Effect of dilutive stock options                      57,084          4,280          44,225          2,503

    Weighted-average shares outstanding - diluted
                                                       6,530,224      6,724,973       6,517,402      6,799,258
</Table>

3.       PENDING MERGER

         On October 15, 2001, the Company, Union Pacific Corporation, a Utah
         corporation ("Union Pacific"), and Motor Merger Co., a Utah corporation
         and wholly-owned subsidiary of Union Pacific ("Merger Sub"), entered
         into an Agreement and Plan of Merger (the "Merger Agreement"). Pursuant
         to the terms of the Merger Agreement, Union Pacific will offer to
         exchange for each share of common stock, no par value, of the Company's
         stock at the election of the holder, either 0.26 of a share of common
         stock, par value $2.50 per share, of Union Pacific ("Union Pacific
         Stock") or $12.10 in cash. Pursuant to the terms of the shareholder
         agreements, dated as of October 15, 2001, Messrs. Harold R. Tate and
         Marvin L. Friedland, who collectively own approximately 62.5% of the
         outstanding shares of the Company's stock, have agreed to tender their
         shares in the exchange offer. After the consummation of the exchange
         offer, the Company will be merged with and into Merger Sub. Holders of
         the Company stock who do not elect to tender their shares in the
         exchange offer will receive $12.10 per share upon consummation of the
         merger.


                                       7
<Page>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

         The purpose of this section is to discuss and analyze the Company's
consolidated financial condition, liquidity and capital resources and results of
operations. This analysis should be read in conjunction with the Management's
Discussion and Analysis of Financial Condition and Results of Operations
contained in the Company's Annual Report on Form 10-K for the year ended
December 31, 2000 (the "2000 10-K").

OVERVIEW

         Motor Cargo Industries, Inc. (the "Company") is a regional
less-than-truckload ("LTL") carrier that provides transportation and logistics
services to shippers within the Company's service region. The Company's service
region is the western United States, including Arizona, California, Colorado,
Idaho, New Mexico, Oregon, Texas, Utah and Washington. The Company transports
general commodities, including consumer goods, packaged foodstuffs, electronics,
computer equipment, apparel, hardware, industrial goods and auto parts for a
diversified customer base. The Company offers a broad range of services,
including expedited scheduling and full temperature-controlled service. Through
its wholly-owned subsidiary, MC Distribution Services, Inc. ("MCDS"), the
Company also provides customized logistics, warehousing and distribution
management services.

RESULTS OF OPERATIONS

      The following table sets forth for the periods indicated the percentage of
operating revenues represented by certain items in the Company's statements of
earnings:

<Table>
<Caption>
                                                         THREE MONTHS ENDED           NINE MONTHS ENDED
                                                            SEPTEMBER 30,                SEPTEMBER 30,
                                                       ----------------------       ----------------------
                                                          2001         2000            2001        2000
                                                          ----         ----            ----        ----
         <S>                                           <C>          <C>              <C>         <C>
         Operating revenues                              100.0%       100.0%          100.0%       100.0%
         Operating expenses
             Salaries, wages and benefits                 50.1         49.6            51.4        49.8
             Operating supplies and expenses              15.6         16.6            16.0        16.4
             Purchased transportation                      8.8          8.8             8.4         9.2
             Operating taxes and licenses                  3.8          3.9             3.8         3.9
             Insurance and claims                          3.0          2.5             2.8         2.7
             Depreciation and amortization                 6.2          6.3             6.4         6.9
             Communications and utilities                  1.4          1.7             1.5         1.6
             Building rents                                2.1          2.6             2.2         2.7
             Gain on sale of equipment                     (.1)         (.2)              -         (.2)
             Other non-recurring expense                     -           -                -          .1
                                                          ----         ----            ----        ----
                   Total operating expenses               90.8         91.8            92.5        93.1
                                                          ----         ----            ----        ----
                   Operating income                        9.2          8.2             7.5         6.9
         Other income (expense)
             Interest expense                             (0.1)        (0.1)           (0.1)       (0.1)
             Other, net                                    0.1          0.1             0.1         0.1
                                                          ----         ----            ----        ----
         Earnings before income taxes                      9.2          8.2             7.5         6.9
         Income taxes                                      3.7          3.2             3.0         2.7
                                                          ----         ----            ----        ----
         Net earnings                                      5.6          5.0             4.5         4.2
                                                          ====         ====            ====        ====
</Table>


                                       8
<Page>


THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THREE MONTHS ENDED
SEPTEMBER 30, 2000

         Operating revenues increased 5.7% to $36.0 million for the three months
ended September 30, 2001, compared to $34.1 million for the same period in 2000.
The increase was primarily attributable to increased tonnage from existing and
new customers. The tonnage hauled during the third quarter of 2001 increased
4.7% to 151,480 tons, compared to 144,747 tons for the same quarter of 2000. The
number of shipments during the third quarter of 2001 remained flat at 249,430,
compared to 249,200 for the third quarter of 2000. The average revenue per
shipment increased to $139 for the third quarter of 2001, compared to $133 for
the same quarter of 2000.

         Revenues contributed by MCDS increased 30.7% to $1,527,000 for the
third quarter of 2001, compared to $1,168,000 for the third quarter of 2000. The
increase was due primarily to increased volume from existing customers.

         As a percentage of operating revenues, salaries, wages and benefits
increased to 50.1% for the third quarter of 2001 from 49.6% for the third
quarter of 2000. This increase of 0.5 percentage points was primarily the result
of increased cost of benefits to employees.

         Purchased transportation remained unchanged at 8.8% of revenues for the
three months ended September 30, 2001 as compared to the same period in 2000.

         Operating supplies and expenses decreased to 15.6% of operating
revenues for the quarter ended September 30, 2001, compared to 16.6% for the
same period in 2000. Cost savings associated with lower fuel prices represented
approximately 0.7% of revenue for the third quarter of 2001. An additional
decrease in operating supplies and expenses resulted from a decrease in
commissions to agents due to the conversion of two independent agent facilities
to Company-operated service centers during the fourth quarter of 2000.

         Insurance and claims expense increased to 3.0% of revenue for the third
quarter of 2001 compared to 2.5% for the same quarter 2000. This increase was
attributable to an increase in premiums for re-insurance, as well as increased
charges related to liability claims for which the Company is self-insured.

         Building rents decreased to 2.1% of revenue for the third quarter of
2001, compared to 2.6% for the same quarter of 2000. This decrease was due
primarily to payments during 2000 for leases of unused facilities in Chicago,
Illinois, Benicia, California and Boise, Idaho, which have since terminated.

         Total operating expenses decreased to 90.8% of operating revenues for
the three months ended September 30, 2001 from 91.8% for the same period in
2000.

         Net earnings, increased 16.8% to $2.0 million ($0.31 per weighted
average diluted share) for the three months ended September 30, 2001, compared
to $1.7 million ($0.26 per weighted average diluted share) for the same period
in 2000.

NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO NINE MONTHS ENDED
SEPTEMBER 30, 2000

         Operating revenues increased 7.8% to $103.7 million for the nine months
ended September 30, 2001, compared to $96.3 million for the same period in 2000.
The increase was attributable to increased tonnage. Tonnage increased 7.4% to
438,386 tons for the nine months ended September 30, 2001, compared to 408,087
tons for the same period of 2000. The number of shipments during the nine months
ended September 30, 2001 increased 1.0% to 731,800, compared to 724,870 for the
same period in 2000. Revenue per shipment increased 6.2% to $137, compared to
$129 in 2000.

         Revenues for MCDS increased 23.5% to $4.2 million for the nine months
ended September 30, 2001 from $3.4 million for the same period in 2000. The
increase was due primarily to increased volume from two customers.

         As a percentage of operating revenues, salaries, wages and benefits
increased to 51.4% for the nine months ended September 30, 2001, from 49.8% for
the same period of 2000. This increase of 1.6 percentage points was due
primarily to an increase in employee wages and benefits associated with shifting
to the use of more Company drivers and


                                       9
<Page>

less use of purchased transportation. The use of more Company drivers
resulted in a reduction in the expense incurred by the Company for purchased
transportation. In addition, group medical expenses increased approximately
0.7% of revenue during the first nine months of 2001, compared to 2000. The
increase was primarily attributable to the addition of more Company line
drivers, an increase in insurance premiums and an overall increase in claims
expense. Also a charge of approximately $281,000, or 0.3% of revenue, to
reflect appreciation in the Company's stock price under variable stock option
accounting treatment, also contributed to the increase in salaries, wages and
benefits.

         Purchased transportation decreased to 8.4% of revenues for the nine
months ended September 30, 2001 as compared to 9.2% for the same period in 2000.
A reduction of 0.8 percentage points was attributable to the replacement of a
portion of purchased transportation with Company drivers and equipment.
Corresponding increases were incurred in expense categories related to drivers
and equipment such as wages, benefits, operating supplies and expenses, licenses
and taxes. The reduction in purchased transportation resulting from the
increased use of Company drivers and equipment was partially offset by an
increase in purchased transportation, as a percentage of revenues, of
approximately 0.6 percentage points, which was attributable to the lease of
trailers under a long-term lease arrangement.

         Operating supplies and expenses decreased to 16.0% of operating
revenues for the nine months ended September 30, 2001 as compared to 16.4% for
the same period in 2000. The principal reason for the decline was the conversion
of two independent agent facilities to Company-operated service centers during
the fourth quarter of 2000.

         Building rents decreased to 2.2% of revenue for the nine months ended
September 30, 2001 as compared to 2.7% for the same period of 2000. This
decrease was due primarily to payments during 2000 for leases of unused
facilities in Chicago, Illinois, Benicia, California and Boise, Idaho, which
have now terminated.

         Total operating expenses decreased to 92.5% of operating revenues for
the nine months ended September 30, 2001 from 93.1% for the same period in 2000.

         Net earnings, before the special charge of approximately $281,000 for
variable stock options, increased 22.5% to $4,926,000 ($0.76 per weighted
average diluted share) for the nine months ended September 30, 2001, compared to
$4,022,000 ($0.59 per weighted average diluted share) for the same period in
2000. After the charge of $281,000 for the treatment of variable options, net
earnings was reduced to $4,645,000 ($0.71 per weighted average diluted share).

LIQUIDITY AND CAPITAL RESOURCES

         The Company's primary sources of liquidity are funds provided by
operations and bank borrowings. Net cash provided by operating activities was
approximately $14.5 million for the first nine months of 2001, compared to $11.4
million for the corresponding period in 2000. Net cash provided by operating
activities is primarily attributable to the Company's earnings before
depreciation and amortization expense.

         Capital expenditures totaled approximately $8.8 million during the
first nine months of 2001, compared to $7.2 million in the comparable period of
2000.

         Net cash used in financing activities was $6.9 million for the nine
months ended September 30, 2001, compared to $5.2 million for the comparable
period of 2000. At September 30, 2001, total borrowings under long-term
obligations totaled approximately $1.2 million, compared to $8.1 million as of
September 30, 2000. The Company's long-term obligations as of September 30, 2001
consist of mortgages on two terminal facilities.

         The Company is a party to a loan agreement with Zions First National
Bank ("Zions") that provides for a revolving line of credit in an amount not
exceeding $5 million. The loan agreement provides for the issuance of letters of
credit and may be used for this purpose, as well as to fund the working capital
needs of the Company. As of September 30, 2001, there was no outstanding balance
under this revolving line of credit.

         Zions has also provided a second revolving line of credit to the
Company in an amount not to exceed $20 million. The Company intends to use
amounts available under this credit facility primarily to purchase equipment
used in operations and for other corporate purposes. At September 30, 2001 there
was no outstanding balance under this facility. The


                                       10
<Page>

outstanding balance under this facility fluctuates as the Company draws on
the line of credit or repays outstanding amounts. Amounts outstanding under
this facility are generally classified as long-term obligations provided that
they are not due within 12 months. The Company and Zions have periodically
amended the facility to extend the maturity date, as necessary, in order to
continue to permit amounts outstanding under this facility to be classified
as long-term obligations. If the Company is unable to further extend the
maturity date of this facility on acceptable terms, the Company will seek to
obtain similar financing from other sources.

         All amounts outstanding under the two loan facilities described above
accrue interest at a variable rate established from time to time by Zions. The
Company does have the option, however, to request that specific advances accrue
interest at a fixed rate quoted by Zions, subject to certain prepayment
restrictions. All amounts outstanding under the two loan facilities are
collateralized by the Company's inventory, chattel paper, accounts receivable
and equipment now owned or hereafter acquired by the Company.

         The Company's management believes that its net cash provided by
operating activities and its existing lines of credit are sufficient to fund
capital expenditures and any other significant obligations for the foreseeable
future.

SEASONALITY

         The Company experiences some seasonal fluctuations in freight volume.
Historically, the Company's shipments decrease during the winter months. In
addition, the Company's operating expenses historically have been higher in the
winter months due to decreased fuel efficiency and increased maintenance costs
for revenue equipment in colder weather.

CAUTIONARY STATEMENT FOR FORWARD LOOKING INFORMATION

         Certain information set forth in this report contains "forward-looking
statements" within the meaning of federal securities laws. Forward looking
statements include statements concerning plans, objectives, goals, strategies,
future events, future revenues or performance, capital expenditures, financing
needs, plans or intentions relating to acquisitions by the Company and other
information that is not historical information. When used in this report, the
words "estimates," "expects," "anticipates," "forecasts," "plans," "intends,"
"believes" and variations of such words or similar expressions are intended to
identify forward-looking statements. Additional forward-looking statements may
be made by the Company from time to time. All such subsequent forward-looking
statements, whether written or oral and whether made by or on behalf of the
Company, are also expressly qualified by these cautionary statements.

         The Company's forward-looking statements are based upon the Company's
current expectations and various assumptions. The Company's expectations,
beliefs and projections are expressed in good faith and are believed by the
Company to have a reasonable basis, including without limitation, management's
examination of historical operating trends, data contained in the Company's
records and other data available from third parties, but there can be no
assurance that management's expectations, beliefs and projections will result or
be achieved or accomplished. The Company's forward-looking statements apply only
as of the date made. The Company undertakes no obligation to publicly update or
revise forward-looking statements which may be made to reflect events or
circumstances after the date made or to reflect the occurrence of unanticipated
events.

         There are a number of risks and uncertainties that could cause actual
results to differ materially from those set forth in, contemplated by or
underlying the forward-looking statements contained in this report. These risks
include, but are not limited to, economic factors and fuel price fluctuations,
the availability of employee drivers and independent contractors, risks
associated with geographic expansion, capital requirements, claims exposure and
insurance costs, competition and environmental hazards. Each of these risks and
certain other uncertainties are discussed in more detail in the 2000 10-K. There
may also be other factors, including those discussed elsewhere in this report,
that may cause the Company's actual results to differ from the forward-looking
statements. Any forward-looking statements made by or on behalf of the Company
should be considered in light of these factors.


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<Page>


                           PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

        (a)  The following exhibits are filed with this report.

             None

        (b)  No report on Form 8-K was filed during the quarter for which this
report is filed.


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<Page>

                                   SIGNATURES

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

                        MOTOR CARGO INDUSTRIES, INC.


                        /s/ Lynn H. Wheeler
                        -------------------------------------------------------
                        LYNN H. WHEELER
                        Vice President of Finance and Chief Financial Officer
                        (Authorized Signatory and
                        Principal Financial and Accounting Officer)


Date: October 24, 2001


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