SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549

                                SCHEDULE TO

         Tender Offer Statement under Section 14(d)(1) or 13(e)(1)
                  of the Securities Exchange Act of 1934

                             (Amendment No. 3)

                       KLLM TRANSPORT SERVICES, INC.
                    (Name of Subject Company (issuer))

                        HIGH ROAD ACQUISITION CORP.
                  HIGH ROAD ACQUISITION SUBSIDIARY CORP.
                           WILLIAM J. LILES, III
                             BERNARD J. EBBERS
                   (Names of Filing Persons (offerors))

                  COMMON STOCK, PAR VALUE $1.00 PER SHARE
                      (Title of Class of Securities)

                                 482498102
                   (CUSIP Number of Class of Securities)

        Dionne M. Rousseau                   Charles P. Adams, Jr.
Jones, Walker, Waechter, Poitevent,          Adams & Reese, L.L.P.
     Carre`re & Dene`gre, L.L.P.             111 E. Capitol Street
 201 St. Charles Avenue, Floor 51                  Suite 350
   New Orleans, Louisiana  70170          Jackson, Mississippi  39201
          (504) 582-8338                       (601) 292-0720

     (Name, address, and telephone numbers of persons authorized to receive
notices and communications on behalf of filing persons)
                         CALCULATION OF FILING FEE



Transaction valuation*                          Amount of filing fee
                                             
$27,485,558                                     $5,398


*Estimated for purposes of calculating the amount of the filing fee only.
The filing fee calculation assumes the purchase of all the outstanding
shares of common stock, par value $1.00 per share, of KLLM Transport
Services, Inc. (the "Common Stock"), a Delaware corporation (the
"Company"), including the related preferred stock purchase rights (the
"Rights" and, together with the Common Stock, the "Shares"), except for
689,123 Shares beneficially owned by William J. Liles, III, at a per Share
price of $8.05 in cash, without interest.  Based on the Company's
representation, as of May 25, 2000, there were 4,103,478 Shares issued and
outstanding.  Based on the foregoing, the transaction value is equal to the
product of 3,414,355 Shares and $8.05 per Share.  The amount of the filing
fee calculated in accordance with Rule 0-11 of the Securities Exchange Act
of 1934, as amended, equals 1/50th of one percent of the value of the
transaction.

     [ ] Check the box if any part of the fee is offset as provided by Rule
0-11(a)(2) and identify the filing with which the offsetting fee was
previously paid.  Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.

     Amount Previously Paid:___________________
     Form or Registration No:___________________
     Filing Party:_____________________________
     Dated Filed:____________________________

     [ ]   Check  the  box  if  the  filing  relates  solely to preliminary
communications made before the commencement of a tender offer.

     Check  the  appropriate boxes below to designate any  transactions  to
which the statement relates:

     [X]  third-party tender offer subject to Rule 14d-1.
     [ ]  issuer tender offer subject to Rule 13e-4.
     [X]  going-private transaction subject to Rule 13e-3.
     [ ]  amendment to Schedule 13D under Rule 13d-2.

     Check the following  box if a final amendment reporting the results of
the tender offer: [ ]

     This Amendment No. 3 amends and supplements the Tender Offer Statement
on  Schedule TO filed with the  Securities  and  Exchange  Commission  (the
"SEC")  on  June  2,  2000,  by  High  Road  Acquisition  Corp., a Delaware
corporation  ("Parent"),  and  High  Road Acquisition Subsidiary  Corp.,  a
Delaware corporation and wholly-owned  subsidiary  of  Parent ("Purchaser")
and Amendments No. 1 and No. 2 to the Schedule TO filed  with  the  SEC  on
June 23, 2000 and June 26, 2000 respectively, by Parent, Purchaser, William
J.  Liles, III and Bernard J. Ebbers.  The Schedule TO, as amended, relates
to a tender offer by Purchaser to purchase all outstanding shares of common
stock,  par  value  $1.00  per share (the "Common Stock") of KLLM Transport
Services, Inc., a Delaware corporation  (the "Company"), and the associated
preferred stock purchase rights of the Company  (the "Rights" and, together
with the Common Stock, the "Shares"), issued pursuant  to  the  Stockholder
Protection Rights Agreement, dated as of February 13, 1997, by and  between
the  Company  and Harris Trust and Savings Bank, as successor Rights Agent,
at a price of $8.05  per  Share  and subject to the conditions set forth in
the Offer to Purchase dated June 2,  2000,  as  amended,  and  the  related
Letter  of Transmittal (which, together with any supplements or amendments,
collectively  constitute  the  "Offer"),  copies  of which were attached as
Exhibits (a)(1)(A) and (a)(1)(B), respectively, to the Schedule TO.

ITEM 13.  INFORMATION REQUIRED BY SCHEDULE 13E-3

          Item 8.   Fairness of the Transaction.

          (a), (b), (c), (d), (e) and (f) The information  set forth in the
     Offer to Purchase in Section IV ("Position of the Parent and Purchaser
     as  to  the  Fairness  of  the  Offer  and  Merger")  is  amended  and
     supplemented by adding the following to the fourth paragraph:

               Parent, Purchaser, Mr. Liles and Mr. Ebbers (the  "Bidders")
          believe net book value is not a meaningful indicator of the value
          of  the  Company.   Generally  speaking,  net  book  value  is an
          accounting  concept  that reflects the historical cost of assets,
          less depreciation, and  net of liabilities.  Accordingly, it does
          not have any relationship  to  what  the  Company's  assets could
          actually  be  sold  for  under  current  market conditions.    As
          described above, Mr. Liles believes that the liquidation value of
          the Company, which reflects his view of what the Company's assets
          could actually be sold for, is less than $8.05  per  Share, which
          is less than the Company's net book value as of March 31, 2000 of
          $12.19 per Share.  The Bidders believe that the better indicators
          of  the  value  of the Company and its Shares are those described
          above in this Section  IV, including the fact that after what the
          Bidders believe to be a  full  and  fair  auction, as of the date
          hereof, no one else is willing to pay more than the Bidders.




SIGNATURE

     After due inquiry and to the best of their knowledge and belief, the
undersigned hereby certify as of June 27, 2000 that the information set
forth in this statement is true, complete and correct.  William J. Liles,
III and Bernard J. Ebbers hereby adopt as their own disclosures the
disclosures made by Parent and Purchaser herein and in the Schedule TO
filed June 2, 2000 and Amendments No. 1 and No. 2 thereto.

HIGH ROAD ACQUISITION SUBSIDIARY CORP.

By: /S/ WILLIAM J. LILES, III
   -----------------------------
Name:  William J. Liles, III
Title: President


HIGH ROAD ACQUISITION CORP.

By: /S/ WILLIAM J. LILES, III
   -----------------------------
Name:  William J. Liles, III
Title: President



  /S/ WILLIAM J. LILES, III
- --------------------------------
      William J. Liles, III



   /S/ BERNARD J. EBBERS
- -------------------------------
       Bernard J. Ebbers