content: SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
  
                                   FORM 8-K
  
                   QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                      OF THE SECURITIES EXCHANGE ACT OF 1934
  
  
  Date of Report:          June 5, 1998
  
  
                         BUILDERS TRANSPORT, INCORPORATED
                         --------------------------------
              (Exact name of registrant as specified in its charter)
  
  
             DELAWARE                    0-11300                   58-1186216
  -------------------------------     -------------          -------------------
  (State or other jurisdiction of     (Commission              (I.R.S. Employer
  incorporation or organization)      File Number)            Identification No.)
  
  
  POST OFFICE BOX 7005
  2029 WEST DEKALB STREET
  CAMDEN, SOUTH CAROLINA                                           29020-7005
  -----------------------------------------------------------------------------
  (Address of principal                                            (Zip code)
   executive offices)
  
  Registrant's telephone number, including area code             (803) 432-1400
                                                                  -------------
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
                                       -2-
  
  
  Item 3.  BANKRUPTCY OR RECEIVERSHIP
  
        On May 21, 1998, Builders Transport, Incorporated, a Delaware corporation
  (the "Company"), filed a voluntary Petition for Relief under the provisions of 
  Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the 
  Northern District of Georgia, Atlanta Division (Bankruptcy Case No. 98-68799) 
  Each of the following wholly-owned subsidiaries of the Company also filed
  a voluntary Petition for Relief under the provisions of Chapter 11 of the U.S. 
  Bankruptcy Code in the U.S. Bankruptcy Court for the Northern District of 
  Georgia, Atlanta Division: Builders Transport, Inc., a Georgia corporation, 
  Applied Logistic Systems, Inc. and Alstaff, Inc., South Carolina corporations, 
  Grand Prairie Land Company and Builders Transport of Texas, Inc., Texas 
  corporations, and CCG Corp., a Georgia corporation, (the Company and its 
  aforementioned subsidiaries, the "Debtors").  All of the foregoing cases 
  are being jointly administered under Bankruptcy Case No. 98-68798 (Builders 
  Transport, Inc.).
  
        Chapter 11 allows the Company to remain as debtor-in-possession of its 
  assets and business while being subject to the supervision and orders of the 
  Bankruptcy Court for certain transactions or actions.
  
        The Company has entered into an agreement with CIT Group/Business Credit,
  Inc., the lead lender under the Company's existing working capital credit 
  facility for use of cash collateral to fund on-going operations.  This agreement
  is limited in duration to 35 days from the date of the petition.
  
        Pursuant to Sections 1107 and 1108 of the Bankruptcy Code, Debtors, as 
  debtors and debtors-in-possession, will continue to manage and operate their 
  assets and businesses in the ordinary course of business, pending the 
  confirmation of a plan of reorganization and subject to the supervision and 
  orders of the Court.  No trustee, examiner or similar officer has been 
  appointed by the Court.
  
  Item 7.  FINANCIAL STATEMENTS AND EXHIBITS
  
       99.1     Press release issued by Builders Transport, Incorporated on 
                May 21, 1998.
  
  
  
  
                                 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 thereunto duly authorized.
  
  
  Date:  June 5, 1998
  
                                                 BUILDERS TRANSPORT, INCORPORATED
  
  
                                                 By:  /S/ Stanford M. Dinstein
                                                    -----------------------------
                                                    Stanford M. Dinstein
                                                    Vice Chairman and
                                                    Chief Executive Officer
  
  
                                        -2-
  
                                                                    Exhibit 99.1
  
  BUILDERS TRANSPORT FILES FOR REORGANIZATION UNDER CHAPTER 11 
  
  
  
  For Immediate Release:                       Contact: Roy Parsons, President
                                                        Bob Murphy, CFO 
                                                        (803)432-1400
  
        CAMDEN, S.C., May 21, 1998 - Builders Transport Inc. today announced it 
  has filed a voluntary petition for reorganization under Chapter 11 of the U.S. 
  Bankruptcy Code.  The petition was filed in the U.S. Bankruptcy Court for the 
  Northern District of Georgia, in Atlanta.
  
        Under Chapter 11, the company will operate under court protection from 
  creditors while developing a plan of reorganization.  The company, which has 
  been experiencing a period of financial difficulty, chose this course of action
  as the best means of returning the company to profitability.  Concurrent with 
  the filing, Builders Transport said it has an agreement in principle with its 
  existing lender, CIT Group/Business Credit, Inc., for use of cash collateral to
  fund ongoing operations.
  
        "Reorganization provides the best framework to rebuild our company while 
  continuing to provide quality service to our customers," said Builders 
  Transport President Roy Parsons.  "Additionally, it will have a positive effect
  on our ability to serve customers and pay vendors and suppliers going forward. 
  During the reorganization, the company will pay its vendors and suppliers on a 
  current basis." 
  
        The company's management team is committed to developing a plan that will
  allow Builders Transport to emerge from the reorganization process on a strong 
  financial foundation.  Builders Transport has retained outside management 
  consultants to assist in the reorganization process.
  
        "We intend to develop a plan that will return the company to 
  profitability," Parsons said.  "Chapter 11 is the first step in this process. 
  Our goal is to reach a fair settlement with our creditors that will allow us 
  to emerge financially stable and better able to service our customers, as well 
  as provide a secure future for employees."
  
        Based in Camden, S.C., Builders Transport is a truckload carrier that 
  transports a wide range of commodities in both intrastate and interstate 
  commerce.  The company provides dedicated contract carriage, dry van and 
  flatbed service for shippers of a variety of products in medium, short-haul 
  and regional markets.  The company's stock is traded over the counter under 
  symbol TRUK.
  
  
  
  For information on Builders Transport contact:
  
  Stanford M. Dinstein
  Vice Chairman, Chief Executive Officer
  (212)765-5610
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text: SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
  
                                   FORM 8-K
  
                   QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                      OF THE SECURITIES EXCHANGE ACT OF 1934
  
  Date of Report:          June 5, 1998
  
                         BUILDERS TRANSPORT, INCORPORATED
                         --------------------------------
              (Exact name of registrant as specified in its charter)
  
             DELAWARE                    0-11300                   58-1186216
  -------------------------------     -------------          -------------------
  (State or other jurisdiction of     (Commission              (I.R.S. Employer
  incorporation or organization)      File Number)            Identification No.)
  
  POST OFFICE BOX 7005
  2029 WEST DEKALB STREET
  CAMDEN, SOUTH CAROLINA                                           29020-7005
  -----------------------------------------------------------------------------
  (Address of principal                                            (Zip code)
   executive offices)
  
  Registrant's telephone number, including area code             (803) 432-1400
                                                                  -------------
  
                                       -2-
  
  Item 3.  BANKRUPTCY OR RECEIVERSHIP
  
        On May 21, 1998, Builders Transport, Incorporated, a Delaware corporation
  (the "Company"), filed a voluntary Petition for Relief under the provisions of 
  Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the 
  Northern District of Georgia, Atlanta Division (Bankruptcy Case No. 98-68799) 
  Each of the following wholly-owned subsidiaries of the Company also filed
  a voluntary Petition for Relief under the provisions of Chapter 11 of the U.S. 
  Bankruptcy Code in the U.S. Bankruptcy Court for the Northern District of 
  Georgia, Atlanta Division: Builders Transport, Inc., a Georgia corporation, 
  Applied Logistic Systems, Inc. and Alstaff, Inc., South Carolina corporations, 
  Grand Prairie Land Company and Builders Transport of Texas, Inc., Texas 
  corporations, and CCG Corp., a Georgia corporation, (the Company and its 
  aforementioned subsidiaries, the "Debtors").  All of the foregoing cases 
  are being jointly administered under Bankruptcy Case No. 98-68798 (Builders 
  Transport, Inc.).
  
        Chapter 11 allows the Company to remain as debtor-in-possession of its 
  assets and business while being subject to the supervision and orders of the 
  Bankruptcy Court for certain transactions or actions.
  
        The Company has entered into an agreement with CIT Group/Business Credit,
  Inc., the lead lender under the Company's existing working capital credit 
  facility for use of cash collateral to fund on-going operations.  This agreement
  is limited in duration to 35 days from the date of the petition.
  
        Pursuant to Sections 1107 and 1108 of the Bankruptcy Code, Debtors, as 
  debtors and debtors-in-possession, will continue to manage and operate their 
  assets and businesses in the ordinary course of business, pending the 
  confirmation of a plan of reorganization and subject to the supervision and 
  orders of the Court.  No trustee, examiner or similar officer has been 
  appointed by the Court.
  
  Item 7.  FINANCIAL STATEMENTS AND EXHIBITS
  
       99.1     Press release issued by Builders Transport, Incorporated on 
                May 21, 1998.
  
                                 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 thereunto duly authorized.
  
  Date:  June 5, 1998
  
                                                 BUILDERS TRANSPORT, INCORPORATED
  
                                                 By:  /S/ Stanford M. Dinstein
                                                    -----------------------------
                                                    Stanford M. Dinstein
                                                    Vice Chairman and
                                                    Chief Executive Officer
  
                                        -2-
  
                                                                    Exhibit 99.1
  
  BUILDERS TRANSPORT FILES FOR REORGANIZATION UNDER CHAPTER 11 
  
  For Immediate Release:                       Contact: Roy Parsons, President
                                                        Bob Murphy, CFO 
                                                        (803)432-1400
  
        CAMDEN, S.C., May 21, 1998 - Builders Transport Inc. today announced it 
  has filed a voluntary petition for reorganization under Chapter 11 of the U.S. 
  Bankruptcy Code.  The petition was filed in the U.S. Bankruptcy Court for the 
  Northern District of Georgia, in Atlanta.
  
        Under Chapter 11, the company will operate under court protection from 
  creditors while developing a plan of reorganization.  The company, which has 
  been experiencing a period of financial difficulty, chose this course of action
  as the best means of returning the company to profitability.  Concurrent with 
  the filing, Builders Transport said it has an agreement in principle with its 
  existing lender, CIT Group/Business Credit, Inc., for use of cash collateral to
  fund ongoing operations.
  
        "Reorganization provides the best framework to rebuild our company while 
  continuing to provide quality service to our customers," said Builders 
  Transport President Roy Parsons.  "Additionally, it will have a positive effect
  on our ability to serve customers and pay vendors and suppliers going forward. 
  During the reorganization, the company will pay its vendors and suppliers on a 
  current basis." 
  
        The company's management team is committed to developing a plan that will
  allow Builders Transport to emerge from the reorganization process on a strong 
  financial foundation.  Builders Transport has retained outside management 
  consultants to assist in the reorganization process.
  
        "We intend to develop a plan that will return the company to 
  profitability," Parsons said.  "Chapter 11 is the first step in this process. 
  Our goal is to reach a fair settlement with our creditors that will allow us 
  to emerge financially stable and better able to service our customers, as well 
  as provide a secure future for employees."
  
        Based in Camden, S.C., Builders Transport is a truckload carrier that 
  transports a wide range of commodities in both intrastate and interstate 
  commerce.  The company provides dedicated contract carriage, dry van and 
  flatbed service for shippers of a variety of products in medium, short-haul 
  and regional markets.  The company's stock is traded over the counter under 
  symbol TRUK.
  
  For information on Builders Transport contact:
  
  Stanford M. Dinstein
  Vice Chairman, Chief Executive Officer
  (212)765-5610