SECURITIES AND EXCHANGE COMMISSION
                              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 reported): February 22, 2001




                           SMITHWAY MOTOR XPRESS CORP.
             (Exact name of registrant as specified in its charter)




          NEVADA                      000-20793                 42-1433844
(State or other jurisdiction   (Commission File Number)       (IRS Employer
     of incorporation)                                      Identification No.)



        2031 Quail Avenue, Fort Dodge, Iowa                50501
        (Address of principal executive offices)         (Zip Code)

   Registrant's telephone number, including area code    (515) 576-7418


<PAGE>

     ITEM 5. Other  Events.  Smithway  Motor  Xpress,  Inc.  (the  "Company") is
updating its stock  ownership  table to accurately  reflect  stock  ownership in
light of recent 13G filings by stockholders of the Company.

                  SECURITY OWNERSHIP OF PRINCIPAL STOCKHOLDERS
                                 AND MANAGEMENT

     The  following  table sets forth,  as of January 31,  2001,  the number and
percentage  of  outstanding  shares of Common Stock  beneficially  owned by each
person known by the Company to  beneficially  own more than 5% of such stock, by
each  director,  by each Named Officer of the Company,  and by all directors and
executive  officers of the Company as a group.  Share numbers are as of February
2, 2001, for Dimensional Fund Advisors Inc. based upon Schedule 13G filings with
the  Securities  and Exchange  Commission.  According to the Company's  transfer
agent, the Company has outstanding 3,916,364 Class A common shares as of January
31, 2001.

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------

                            SECURITY OWNERSHIP OF PRINCIPAL STOCKHOLDERS AND MANAGEMENT
--------------------------------------------------------------------------------------------------------------------
    <S>                  <C>                                    <C>                 <C>         <C>         <C>

                                                                Amount & Nature             Percent of(1)
    Title of Class           Name of Beneficial Owner(2)         of Beneficial
                                                                 Ownership(3)
                                                                                   ----------- ---------- ----------

                                                                                    Class A     Class B     Total
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       William G. and Marlys L. Smith(4)              1,119,692     28.6%       100%       43.1%
    Class B Common                                                      1,000,000
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       G. Larry Owens(5)                                236,857      5.9%        0          4.7%
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       Herbert D. Ihle(3)                                11,000       *          0           *
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       Robert E. Rich(3)                                 12,000       *          0           *
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       Terry G. Christenberry(3) (6)                     15,500       *          0           *
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       Dimensional Fund Advisors Inc.                   287,000      7.3%        0          5.8%
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
   Class A & Class B     All directors and executive                    2,430,033     35.3%      100%        48.2%
        Common           officers as a group (6 persons) (7)
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------

</TABLE>

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

*    Less than one percent (1%).

(1)  The Class A Common  Stock is  entitled  to one vote per share.  The Class B
     Common  Stock  is  entitled  to  two  votes  per  share  so  long  as it is
     beneficially  owned by William G. Smith or certain members of his immediate
     family.  The Smiths  beneficially  own shares of Class A and Class B Common
     Stock with 52.7% of the voting power of all outstanding voting shares.

(2)  The  business  address  of  William  G. and  Marlys L.  Smith is 2031 Quail
     Avenue,  Fort Dodge,  Iowa 50501.  The business address of Dimensional Fund
     Advisors Inc. is 1299 Ocean Avenue,  11th Floor,  Santa Monica,  California
     90401.

(3)  In accordance  with applicable  rules under the Securities  Exchange Act of
     1934, as amended,  the number of shares  beneficially  owned includes 8,000
     shares of Class A Common Stock underlying options to purchase granted under
     the  Outside  Director  Stock  Plan to  each of  Messrs.  Rich,  Ihle,  and
     Christenberry that are currently  exercisable or will be exercisable within
     60 days. Unless otherwise indicated all shares are owned directly.


                                      2
<PAGE>

(4)  All shares  held as joint  tenants  with right of  survivorship  except (a)
     190,000  shares of Class A Common Stock held in the name of Melissa  Turner
     as voting trustee for the benefit of the Smith Family Limited  Partnership,
     (b) 79,525  shares of Class A Common  Stock  held for the Smiths  under the
     Company's  401(k)  Plan,  and (c) 1,769 shares of Class A Common Stock held
     individually by Marlys L. Smith.  Melissa Turner is the daughter of William
     G. and Marlys L. Smith.

(5)  Includes 200 shares held as custodian for minor  children under the Uniform
     Gifts to Minors Act, as to which beneficial ownership is disclaimed, 11,657
     shares of Class A Common Stock held under the Company's 401(k) Plan, and an
     option to purchase  75,000 shares  granted to Mr. Owens under the Company's
     Incentive Stock Plan, which options are fully vested.

(6)  Includes 2,500 shares held under the Christenberry, Collett & Company, Inc.
     401(k) Plan, a unitized  plan that,  as of January 31, 2001,  had allocated
     33% of the Plan assets to Mr.  Christenberry.  Beneficial ownership of Plan
     assets not allocated to Mr. Christenberry is disclaimed.

(7)  The only executive officer,  other than Named Officers William G. Smith and
     G. Larry Owens, is Michael E. Oleson.  Mr. Oleson has beneficial  ownership
     of 4,984 shares of Class A Common Stock under the Company's 401(k) plan and
     an  option  to  purchase  30,000  shares  of Class A Common  Stock  that is
     currently  exercisable  or will  become  exercisable  within 60 days.  Such
     amounts are included in the  calculation  of the security  ownership of all
     directors and executive offices as a group,  which includes options held by
     G.  Larry  Owens and each of  Messrs.  Rich,  Ihle,  and  Christenberry  to
     purchase  shares of Class A Common Stock that are currently  exercisable or
     will become  exercisable within 60 days (as referenced in footnotes 3 and 5
     above).


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

                                   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 hereunto duly authorized.

                                         SMITHWAY MOTOR XPRESS CORP.

Date: February 22, 2001                 By: /s/ G. Larry Owens
                                            ------------------------------------
                                            G. Larry Owens, Executive Vice
                                            President, Chief Operating Officer,
                                            and Chief Financial Officer

                                       3
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SECURITIES AND EXCHANGE COMMISSION
                              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 reported): February 22, 2001

                           SMITHWAY MOTOR XPRESS CORP.
             (Exact name of registrant as specified in its charter)

          NEVADA                      000-20793                 42-1433844
(State or other jurisdiction   (Commission File Number)       (IRS Employer
     of incorporation)                                      Identification No.)

        2031 Quail Avenue, Fort Dodge, Iowa                50501
        (Address of principal executive offices)         (Zip Code)

   Registrant's telephone number, including area code    (515) 576-7418
ITEM 5. Other  Events.  Smithway  Motor  Xpress,  Inc.  (the  "Company") is
updating its stock  ownership  table to accurately  reflect  stock  ownership in
light of recent 13G filings by stockholders of the Company.

                  SECURITY OWNERSHIP OF PRINCIPAL STOCKHOLDERS
                                 AND MANAGEMENT

     The  following  table sets forth,  as of January 31,  2001,  the number and
percentage  of  outstanding  shares of Common Stock  beneficially  owned by each
person known by the Company to  beneficially  own more than 5% of such stock, by
each  director,  by each Named Officer of the Company,  and by all directors and
executive  officers of the Company as a group.  Share numbers are as of February
2, 2001, for Dimensional Fund Advisors Inc. based upon Schedule 13G filings with
the  Securities  and Exchange  Commission.  According to the Company's  transfer
agent, the Company has outstanding 3,916,364 Class A common shares as of January
31, 2001.
--------------------------------------------------------------------------------------------------------------------

                            SECURITY OWNERSHIP OF PRINCIPAL STOCKHOLDERS AND MANAGEMENT
--------------------------------------------------------------------------------------------------------------------
Amount & Nature             Percent of(1)
    Title of Class           Name of Beneficial Owner(2)         of Beneficial
                                                                 Ownership(3)
                                                                                   ----------- ---------- ----------

                                                                                    Class A     Class B     Total
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       William G. and Marlys L. Smith(4)              1,119,692     28.6%       100%       43.1%
    Class B Common                                                      1,000,000
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       G. Larry Owens(5)                                236,857      5.9%        0          4.7%
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       Herbert D. Ihle(3)                                11,000       *          0           *
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       Robert E. Rich(3)                                 12,000       *          0           *
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       Terry G. Christenberry(3) (6)                     15,500       *          0           *
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
    Class A Common       Dimensional Fund Advisors Inc.                   287,000      7.3%        0          5.8%
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
   Class A & Class B     All directors and executive                    2,430,033     35.3%      100%        48.2%
        Common           officers as a group (6 persons) (7)
------------------------ ------------------------------------ -------------------- ----------- ---------- ----------
----------------------

*    Less than one percent (1%).

(1)  The Class A Common  Stock is  entitled  to one vote per share.  The Class B
     Common  Stock  is  entitled  to  two  votes  per  share  so  long  as it is
     beneficially  owned by William G. Smith or certain members of his immediate
     family.  The Smiths  beneficially  own shares of Class A and Class B Common
     Stock with 52.7% of the voting power of all outstanding voting shares.

(2)  The  business  address  of  William  G. and  Marlys L.  Smith is 2031 Quail
     Avenue,  Fort Dodge,  Iowa 50501.  The business address of Dimensional Fund
     Advisors Inc. is 1299 Ocean Avenue,  11th Floor,  Santa Monica,  California
     90401.

(3)  In accordance  with applicable  rules under the Securities  Exchange Act of
     1934, as amended,  the number of shares  beneficially  owned includes 8,000
     shares of Class A Common Stock underlying options to purchase granted under
     the  Outside  Director  Stock  Plan to  each of  Messrs.  Rich,  Ihle,  and
     Christenberry that are currently  exercisable or will be exercisable within
     60 days. Unless otherwise indicated all shares are owned directly.

                                      2
(4)  All shares  held as joint  tenants  with right of  survivorship  except (a)
     190,000  shares of Class A Common Stock held in the name of Melissa  Turner
     as voting trustee for the benefit of the Smith Family Limited  Partnership,
     (b) 79,525  shares of Class A Common  Stock  held for the Smiths  under the
     Company's  401(k)  Plan,  and (c) 1,769 shares of Class A Common Stock held
     individually by Marlys L. Smith.  Melissa Turner is the daughter of William
     G. and Marlys L. Smith.

(5)  Includes 200 shares held as custodian for minor  children under the Uniform
     Gifts to Minors Act, as to which beneficial ownership is disclaimed, 11,657
     shares of Class A Common Stock held under the Company's 401(k) Plan, and an
     option to purchase  75,000 shares  granted to Mr. Owens under the Company's
     Incentive Stock Plan, which options are fully vested.

(6)  Includes 2,500 shares held under the Christenberry, Collett & Company, Inc.
     401(k) Plan, a unitized  plan that,  as of January 31, 2001,  had allocated
     33% of the Plan assets to Mr.  Christenberry.  Beneficial ownership of Plan
     assets not allocated to Mr. Christenberry is disclaimed.

(7)  The only executive officer,  other than Named Officers William G. Smith and
     G. Larry Owens, is Michael E. Oleson.  Mr. Oleson has beneficial  ownership
     of 4,984 shares of Class A Common Stock under the Company's 401(k) plan and
     an  option  to  purchase  30,000  shares  of Class A Common  Stock  that is
     currently  exercisable  or will  become  exercisable  within 60 days.  Such
     amounts are included in the  calculation  of the security  ownership of all
     directors and executive offices as a group,  which includes options held by
     G.  Larry  Owens and each of  Messrs.  Rich,  Ihle,  and  Christenberry  to
     purchase  shares of Class A Common Stock that are currently  exercisable or
     will become  exercisable within 60 days (as referenced in footnotes 3 and 5
     above).

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

                                   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 hereunto duly authorized.

                                         SMITHWAY MOTOR XPRESS CORP.

Date: February 22, 2001                 By: /s/ G. Larry Owens
                                            ------------------------------------
                                            G. Larry Owens, Executive Vice
                                            President, Chief Operating Officer,
                                            and Chief Financial Officer

                                       3