SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, DC 20549

                              ------------

                             SCHEDULE 13E-3

                             (RULE 13e-100)

TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT
                    OF 1934 AND RULE 13e-3 THEREUNDER

 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES
                          EXCHANGE ACT OF 1934

                            (AMENDMENT NO. 2)

                      KLLM TRANSPORT SERVICES, INC.
                          (Name of the Issuer)
                               ----------
                      KLLM TRANSPORT SERVICES, INC.
                  (Name of Person(s) Filing Statement)

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

                                482498102
                  (CUSIP Number of Class of Securities)
                               ----------

                          WILLIAM J. LILES, III
                  PRESIDENT AND CHIEF EXECUTIVE OFFICER
                      KLLM TRANSPORT SERVICES, INC.
                           135 RIVERVIEW DRIVE
                       RICHLAND, MISSISSIPPI 39218
                             (601) 939-2545
   (Name, Address and Telephone Number of Person Authorized to Receive
 Notices and Communications on Behalf of the Person(s) Filing Statement)

                             WITH COPIES TO:
                           DIONNE M. ROUSSEAU
      JONES, WALKER, WAECHTER, POITEVANT, CARRERE & DENEGRE, L.L.P.
                    201 ST. CHARLES AVENUE, FLOOR 51
                         NEW ORLEANS, LA  70170
                             (504) 582-8000

NEITHER  THE  SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES
COMMISSION HAS  APPROVED  OR DISAPPROVED THE TRANSACTION, PASSED UPON THE
MERITS OR FAIRNESS OF THE TRANSACTION,  OR  PASSED  UPON  THE ADEQUACY OR
ACCURACY OF THE DISCLOSURE IN THIS DOCUMENT.  ANY REPRESENTATION  TO  THE
CONTRARY IS A CRIMINAL OFFENSE.

This statement is filed in connection with (check the appropriate box):

a.      [ ]The filing of solicitation materials or an information statement
        subject to Regulation 14A, Regulation 14C, or Rule 13e-3(c) under
        the Securities Exchange Act of 1934.

b.      [ ]The filing of a registration statement under the Securities Act of
        1933.

c.      [x]A tender offer.

d.      [ ]None of the above.

Check the following box if the soliciting materials or information
statement referred to in checking box (a) are preliminary copies:[ ]

Check the following box if the filing is a final amendment reporting the
results of the transaction: [ ]


                        CALCULATION OF FILING FEE

=========================================================================
           TRANSACTION
            VALUATION*                       AMOUNT OF FILING FEE
- -------------------------------------------------------------------------
            $27,485,558                             $5,498
=========================================================================


     * 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.   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  the  one  percent  of  the  value  of  the
transaction.

[ ]Check box if any part of the fee is offset as provided by Exchange Act
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:$5,498          Filing Party:High Road Acquisition Corp.
Form or Registration No.: Schedule TO  Date Filed: June 2, 2000



     This Amendment  No.  2  amends  and  supplements  the  Statement  on
Schedule  13e-3  filed  by  KLLM  Transport  Services,  Inc.,  a Delaware
corporation  (the "Company"), with the Securities and Exchange Commission
(the "Commission")  on  June  23,  2000,  as  amended  June  30, 2000, in
relation  to  the  tender  offer  being  made  by  High  Road Acquisition
Subsidiary Corp., a Delaware corporation ("Purchaser"), which is a wholly
owned  subsidiary of High Road Acquisition Corp., a Delaware  corporation
("Parent"),  to purchase all of the outstanding shares of Common Stock of
the Company at  a purchase price of $8.05 per share, net to the seller in
cash, without interest  thereon,  less  applicable  withholding taxes, if
any, (the "Offer Price") upon the terms and subject to the conditions set
forth in Purchaser's Offer to Purchase, dated June 2, 2000 (as amended or
supplemented  from  time to time, the "Offer to Purchase"),  and  in  the
related  Letter  of  Transmittal  (which,  together  with  the  Offer  to
Purchase, constitutes  the  "High  Road  Offer").  The High Road Offer is
described  in  a Tender Offer Statement on Schedule  TO  (as  amended  or
supplemented from  time  to time, the "Schedule TO"), filed by Parent and
Purchaser with the Commission  on  June 2, 2000, as amended by Amendments
No. 1, No. 2 and No. 3 filed with the  Commission  on  June 3, 2000, June
26, 2000, and June 28, 2000, respectively.  The High Road  Offer is being
made in accordance with the Plan of Agreement and Merger, dated as of May
25,   2000,   among  Parent,  Purchaser  and  the  Company  (the  "Merger
Agreement"), a  copy  of  which  is  attached  as  Exhibit  (e)(1) to the
Soliciation/Recommendation  Statement on Schedule 14D-9, as amended  (the
"Schedule 14D-9"), filed by the  Company  with  the Commission on June 2,
2000,  and  which  is  incorporated  herein  by  reference.   The  Merger
Agreement provides that, subject to the satisfaction or waiver of certain
conditions, following completion of the Offer, and in accordance with the
Delaware General Corporation Law (the "DGCL"), Purchaser  will  be merged
with and into the Company (the "Merger").  Following the consummation  of
the  Merger,  the Company will continue as the surviving corporation (the
"Surviving Corporation") and will be a wholly owned subsidiary of Parent.
At the effective  time  of the Merger (the "Effective Time"), each issued
and outstanding Share (other  than Shares owned by Parent, Purchaser, any
of their respective subsidiaries,  the  Company  or its subsidiary, which
shares will be cancelled, and Shares, if any, held  by  stockholders  who
did  not vote in favor of the Merger Agreement and who comply with all of
the  relevant   provisions  of  Section  262  of  the  DGCL  relating  to
dissenters' rights  of  appraisal)  will  be  converted into the right to
receive $8.05 in cash, without interest.

     Capitalized  terms  used but not defined herein  have  the  meanings
ascribed to them in the Schedule 14D-9.

     ITEMS 1, 4 AND 11.

     Items 1, 4 and 11 are  hereby  amended  and  supplemented to add the
following:

     The Offer expired at 12:00 Midnight, New York City time on Thursday,
July 6, 2000, at which time approximately 2,712,639  shares  were validly
tendered,   including   guaranteed  deliveries.    The  tendered  Shares,
together with the 689,123  shares  acquired  by Parent from Mr. Liles and
familial  trusts  of  Mr.  Liles, represent approximately  82.9%  of  the
outstanding shares of the Company's outstanding capital stock.

     As previously announced  by  Purchaser,  Purchaser  will  provide  a
subsequent offering period of three business days, which will commence at
9:00  a.m.  New  York  City  time  on Friday, July 7, 2000, and expire at
Midnight, New York City time on Tuesday,  July 11, 2000.  Shares tendered
during the subsequent offering period may not be withdrawn.

                                SIGNATURE

     After due inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true,
complete and correct.


                              /S/ WILLIAM J. LILES, III
                              ---------------------------
                                      (Signature)

                              William J. Liles, III, President and
                              Chief Executive Officer

                              July 7, 2000