Velocity Express Completes Acquisition of CD&L, Inc., Creates Market Leader in Time Definite Logistics Solutions; Acquisition t

   Over $38 Million in Cost Savings Anticipated over Next 18 Months

   Velocity Express Corporation (NASDAQ: VEXP) and CD&L, Inc.
(AMEX:CDV) announced the acquisition of all of the issued and
outstanding shares of CD&L by Velocity Express for cash consideration
of $3.00 per share. Shareholders of CD&L approved the acquisition at a
special meeting of shareholders held yesterday. As a result, the stock
of CD&L will cease trading on the American Stock Exchange.
   The acquisition creates the largest time definite logistics
company in North America, with more than $440 million in annual
revenues and 5,500 independent contractor drivers, operating from 150
locations in leading markets across the United States and Canada.
   The combination of CD&L and Velocity Express is expected to
provide important strategic and financial benefits:

   -- Increased market coverage: CD&L and Velocity combined routes
will provide customers with broader reach and guaranteed delivery time

   -- Unmatched customer programs combining proprietary track and
trace, and electronic signature capture technology will provide
customers with the industry's best service offering

   -- A diverse and expanded customer base across multiple market
sectors, including: healthcare, retail, service parts replenishment
and financial industries, among others.

   -- A strengthening of Velocity's already excellent managerial team

   "This is an exciting transformative acquisition that brings
together two complementary businesses to create the leader in the time
definite local delivery marketplace," stated Vincent Wasik, Chairman
and CEO of Velocity Express. "The opportunity before us is
considerable. This is a multi-billion dollar market that remains
fragmented and underserved. The acquisition of CD&L accelerates
Velocity Express' strategy of creating a potent North American brand
while retaining our local focus. By leveraging the best practices of
each company across the combined business, we are positioned to
deliver enhanced service to Fortune 500 customers and small companies
alike, providing us with the opportunity for what we believe can be
exciting future organic growth."
   "We are on track to execute quickly against a clearly defined
strategic integration plan," added Mr. Wasik. "An outstanding team,
comprised of members of Velocity Express, CD&L, and consultants from
Alvarez & Marsal, has been hard at work and have identified over $38
million in value creation which we expect to realize over the next 18
months through operating efficiencies and elimination of duplicate
costs. As just one example, implementation of Velocity's proprietary
track and trace and route management technology for independent
contractors should help bring CD&L's gross margins in line with our
own, while improving customer service and flexibility."
   The combined entity will operate under the Velocity Express name
and be headquartered in Westport, CT.

   Velocity Express Corporation

   Velocity Express has one of the largest time definite nationwide
delivery networks, providing a national footprint for customers
desiring same day service throughout the United States. The Company's
services are supported by a customer-focused technology
infrastructure, providing customers with the reliability and
information they need to manage their transportation and logistics
systems, including a proprietary package tracking system that enables
customers to view the status of any package via a flexible web
reporting system. Visit www.velocityexpress.com for more information.

   About CD&L, Inc.

   CD&L, Inc. operates from 98 locations in 25 states, including
operations in 28 customer owned facilities, providing last mile
delivery solutions to various industries. The company has over 1,500
employees and utilizes approximately 2,900 independent contractor
drivers to provide time-sensitive delivery services to thousands of
customers across the country.

   For purposes of the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995, readers should be aware that
this press release includes certain "forward-looking statements" that
involve risks and uncertainties that could cause actual results to
differ materially. These statements are typically preceded by words
such as "believes," "expects," "anticipates," "intends," "will,"
"may," "should," or similar expressions. Such statements are based
upon, among other things, assumptions made by, and information
currently available to, management, including management's own
knowledge and assessment of the industry in which Velocity and CD&L
operate. Factors that may cause actual results to differ materially
from those expressed or implied by such forward-looking statements
include, but are not limited to, the risk of successful integration of
the two companies, the ability to achieve enhanced route density, the
ability to retain customers, independent contractors and employees,
the ability to achieve operating efficiencies and eliminate duplicate
costs, the ability to double the size of the company, as well as the
risks and uncertainties detailed from time to time in the Velocity
Express and CD&L's filings with the Securities and Exchange
Commission, including their most recently filed reports on Form 10-Q
and 10-K. Velocity Express and CD&L disclaim any obligations to update
any forward-looking statement as a result of developments occurring
after the date of this press release or to conform them to actual
results.