X0101 5/A 2002-12-01 2002-12-01 0 0 0 0000023675 CNF INC CNF 0001201921 SCHMOLLER EBERHARD G H 0 1 0 0 Sr VP, Gen Counsel and Sec Common Stock 2002-12-13 2002-12-13 5 J 0 8.3360 0 A 1320.6760 I 401(k) Plan Series B Preferred Stock 0.0000 2002-12-13 2002-12-13 5 J 0 8.3880 0 A 1988-08-08 1988-08-08 Convertible to Common 8.3880 198.0050 I 401(k) Plan These shares were acquired under the CNF Thrift and Stock Plan at a price of $33.24 per share, in a transaction that was exempt f rom Section 16(b) by virtue of Rule 16(b)-3. In addition to the the 1,320.676 shares of common stock held indirectly in the 401(k) Plan, 13,048 shares of common stock are directly held and 4,737 shares of common stock are held indirectly in a trust account in which the reporting person and his spouse are the settlors, trustees and benficiaries. Column 1 and 6 = Each Series B share converts (1) to 4.708 shares of common stock at the option of the Trustee; or (2) upon termination of plan participation by a participant credited with Series B preferred shares, for each such Series B preferred share, as many common shares as equal in their market value $152.10, but in no event less that 4.708 shares. Column 7 = These shares were acquired under the CNF Thrift and Stock Plan as matching contributions and in lieu of cash dividends on other Series B Eberhard G. H. Schmoller 2003-06-10 Gary S. Cullen, Attorney-in-Fa 2003-06-10