SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* SUDDERTH ROBERT J JR (Last) (First) (Middle) 4080 JENKINS ROAD (Street) CHATTANOOGA TN 37421 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol US XPRESS ENTERPRISES INC [ XPRSA ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 10/12/2007
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	10/12/2007		J(1)		15,992	D	(1)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (Right-to-Buy)	$14.34	10/12/2007		J(2)			1,200	(2)	05/11/2017	Class A Common Stock	1,200	(2)	0	D
Stock Options (Right-to-Buy)	$19.92	10/12/2007		J(3)			1,200	(3)	05/02/2016	Class A Common Stock	1,200	(3)	0	D
Stock Options (Right-to-Buy)	$11.78	10/12/2007		J(4)			1,200	(4)	05/05/2015	Class A Common Stock	1,200	(4)	0	D
Stock Options (Right-to-Buy)	$13.03	10/12/2007		J(5)			1,200	(5)	05/18/2014	Class A Common Stock	1,200	(5)	0	D
Stock Options (Right-to-Buy)	$11.06	10/12/2007		J(6)			1,200	(6)	05/07/2013	Class A Common Stock	1,200	(6)	0	D
Stock Options (Right-to-Buy)	$11.45	10/12/2007		J(7)			1,200	(7)	05/14/2012	Class A Common Stock	1,200	(7)	0	D
Stock Options (Right-to-Buy)	$7.1	10/12/2007		J(8)			1,200	(8)	05/14/2011	Class A Common Stock	1,200	(8)	0	D
Stock Options (Right-to-Buy)	$7.1875	10/12/2007		J(9)			1,200	(9)	05/04/2010	Class A Common Stock	1,200	(9)	0	D
Stock Options (Right-to-Buy)	$11.75	10/12/2007		J(10)			1,200	(10)	05/11/2009	Class A Common Stock	1,200	(10)	0	D
Stock Options (Right-to-Buy)	$20.875	10/12/2007		J(11)			1,200	(11)	05/12/2008	Class A Common Stock	1,200	(11)	0	D

Explanation of Responses:

1. Disposed of in the merger of New Mountain Lake Acquisition Company ("NMLAC") with and into the Issuer (the "Merger") in exchange for a cash payment of $20.10 per share of Class A Common Stock.

2. The options to buy 1,200 shares of the Issuer's Class A Common Stock under the Issuer's 2006 Omnibus Incentive Plan, which originally provided for vesting in equal increments of 400 shares on each of the first, second and third anniversaries of the grant date beginning on May 11, 2008, were cancelled in connection with the Merger in exchange for a cash payment of $6,912, representing (a) the difference between the per share exercise price of the option and the per share consideration received by stockholders in the Merger, times (b) the number of shares subject to the option.

3. The options to buy 1,200 shares of the Issuer's Class A Common Stock under the Issuer's 2006 Omnibus Incentive Plan, which originally provided for vesting in three annual installments beginning the first anniversary date of the grant beginning on May 2, 2007, were cancelled in connection with the Merger in exchange for a cash payment of $216, representing (a) the difference between the per share exercise price of the option and the per share consideration received by stockholders in the Merger, times (b) the number of shares subject to the option.

4. The options to buy 1,200 shares of the Issuer's Class A Common Stock under the Issuer's 2003 Non-Employee Directors' Stock Award and Option Plan, which originally provided for vesting in three annual installments beginning on the first anniversary date of the grant beginning on May 5, 2006, were cancelled in connection with the Merger in exchange for a cash payment of $9,984, representing (a) the difference between the per share exercise price of the option and the per share consideration received by stockholders in the Merger, times (b) the number of shares subject to the option.

5. The options to buy 1,200 shares of the Issuer's Class A Common Stock under the Issuer's 2003 Non-Employee Directors' Stock Award and Option Plan, which originally provided for vesting in three annual installments beginning on the first anniversary date of the grant beginning on May 18, 2005, were cancelled in connection with the Merger in exchange for a cash payment of $8,484, representing (a) the difference between the per share exercise price of the option and the per share consideration received by stockholders in the Merger, times (b) the number of shares subject to the option.

6. The options to buy 1,200 shares of the Issuer's Class A Common Stock under the Issuer's 2003 Non-Employee Directors' Stock Award and Option Plan, which originally provided for vesting in three annual installments beginning on the first anniversary date of the grant beginning on May 7, 2004, were cancelled in connection with the Merger in exchange for a cash payment of $10,848, representing (a) the difference between the per share exercise price of the option and the per share consideration received by stockholders in the Merger, times (b) the number of shares subject to the option.

7. The options to buy 1,200 shares of the Issuer's Class A Common Stock under the Issuer's 1995 Non-Employee Directors Stock Award and Option Plan, which originally provided for vesting in three annual installments beginning the first anniversary date of the grant beginning on May 14, 2003, were cancelled in connection with the Merger in exchange for a cash payment of $10,380, representing (a) the difference between the per share exercise price of the option and the per share consideration received by stockholders in the Merger, times (b) the number of shares subject to the option.

8. The options to buy 1,200 shares of the Issuer's Class A Common Stock under the Issuer's 1995 Non-Employee Directors Stock Award and Option Plan, which originally provided for vesting in three annual installments beginning the first anniversary date of the grant beginning on May 14, 2002, were cancelled in connection with the Merger in exchange for a cash payment of $15,600, representing (a) the difference between the per share exercise price of the option and the per share consideration received by stockholders in the Merger, times (b) the number of shares subject to the option.

9. The options to buy 1,200 shares of the Issuer's Class A Common Stock under the Issuer's 1995 Non-Employee Directors Stock Award and Option Plan, which originally provided for vesting in three annual installments beginning the first anniversary date of the grant beginning on May 4, 2001, were cancelled in connection with the Merger in exchange for a cash payment of $15,495, representing (a) the difference between the per share exercise price of the option and the per share consideration received by stockholders in the Merger, times (b) the number of shares subject to the option.

10. The options to buy 1,200 shares of the Issuer's Class A Common Stock under the Issuer's 1995 Non-Employee Directors Stock Award and Option Plan, which originally provided for vesting in three annual installments beginning the first anniversary date of the grant beginning on May 11, 2000, were cancelled in connection with the Merger in exchange for a cash payment of $10,020, representing (a) the difference between the per share exercise price of the option and the per share consideration received by stockholders in the Merger, times (b) the number of shares subject to the option.

11. The options to buy 1,200 shares of the Issuer's Class A Common Stock under the Issuer's 1995 Non-Employee Directors Stock Award and Option Plan, which originally provided for vesting in three annual installments beginning the first anniversary date of the grant beginning on May 12, 1999, were cancelled in connection with the Merger in exchange for a cash payment of $12, representing (a) $0.01, times (b) the number of shares subject to the option.

Remarks:

	/s/ Robert J. Sudderth	10/16/2007
	** Signature of Reporting Person	Date
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