X0202 3 2005-02-15 0 0001002902 VELOCITY EXPRESS CORP VEXDC 0001044321 MARXE AUSTIN W & GREENHOUSE DAVID M 153 E 53RD ST 55TH FL NEW YORK NY 10022 0 0 1 0 Preferred Stock 3.685 2005-02-15 2005-02-15 Common Stock 1027136 I By Limited Partnerships This is a joint filing by Austin W. Marxe (Marxe) and David M. Greenhouse (Greenhouse). They share voting and investment control over all securities owned by Special Situations Cayman Fund, L.P. (Cayman) and Special Situations Private Equity Fund, LP (PE), respectively. 205,428 shares of Preferred Stock convertible into 205,428 shares of Common Stock are held by Cayman and 821,708 shares of Preferred Stock convertible into 821,708 shares of Common Stock are held by PE. The interest of Marxe and Greenhouse in the shares of Common Stock owned by Cayman and PE is limited to the extent of his pecuniary interest. Subject to filing of form S-3 and it's effective date. Subject to mandatory conversion of Common Stock. Austin W. Marxe 2005-02-24 David M. Greenhouse 2005-02-24