WASHINGTON, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT

                         PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

        Date of Report (Date of earliest event report): January 28, 2002

                             HEARTLAND EXPRESS, INC.
             (Exact name of registrant as specified in its charter)

                        Commission File Number - 0-15087

              NEVADA                                             93-0926999
(State of other Jurisdiction                               (IRS Employer ID No.)
       of Incorporation)

 2777 HEARTLAND DRIVE, CORALVILLE, IOWA                             52241
(Address of Principal Executive Offices)                          (Zip Code)

        Registrant's Telephone Number (including area code): 319-545-2728

ITEM 5.  Other Events.

     On January 28, 2002, the Board of Directors of Heartland Express, Inc. (the
"Company")  declared  an  approximate  58%  stock  dividend,  in the  amount  of
18,291,869  shares of  common  stock,  par value  $0.01,  to be  distributed  to
stockholders of record on February 8, 2002,  prorated to stock  ownership,  with
approximately  0.58  share  issued  for each  share  owned on the  record  date.
Fractional  shares  will be settled by  payment of cash in lieu of  issuance  of
shares. The stock dividend will be paid on February 19, 2002.

     The stock  issued  pursuant to this  dividend is a new issue of  18,291,869
shares.  The Company's  retained  earnings will be reduced by $182,918.69 with a
corresponding increase of capital stock outstanding of $182,918.69. The dividend
issued will  increase the total number of the Company's  issued and  outstanding
shares from 31,708,131 to 50,000,000.

     The purpose of the stock dividend is to increase liquidity for stockholders
of the Company.


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.

                                                      HEARTLAND EXPRESS, INC.

Date: January 29, 2002                             BY: /s/ John P. Cosaert
                                                         JOHN P. COSAERT
                                                       Finance and Treasurer