Exhibit (a)(5)

 Airborne Announces Tender Offer and Consent Solicitation for $150 Million of
                    5.75% Convertible Senior Notes due 2007

Tender Offer and Consent Solicitation

          Airborne, Inc. ("Airborne") today announced that it is offering (the
"Tender Offer") to purchase for cash any and all of the outstanding 5.75%
Convertible Senior Notes due April 1, 2007 ("Convertible Notes").

          Effective August 15, 2003, Atlantis Acquisition Corporation, a
Delaware corporation and an indirect wholly owned subsidiary of DHL Worldwide
Express B.V. ("DHL"), was merged with and into Airborne (the "Merger"). As a
result of the Merger, Airborne became an indirect wholly owned subsidiary of
DHL.

          The Tender Offer will expire at 5:00 p.m., New York City time, on
November 17, 2003, unless extended by Airborne in its sole discretion or
earlier terminated.

          Under the terms of the Tender Offer, the total consideration to be
paid for validly tendered Convertible Notes will equal to $1,080 per $1,000
principal amount of Convertible Notes, plus accrued and unpaid interest to the
date of acceptance for payment.

          In connection with the Tender Offer, the Company is also seeking
consents to certain proposed amendments to the indenture under which the
Convertible Notes were issued and the registration rights agreement related to
the Convertible Notes.

          Holders who tender their Convertible Notes in the Tender Offer will
be required to consent to the proposed amendments and holders may not deliver
consents to the proposed amendments without tendering their Convertible Notes
in the Tender Offer. The Tender Offer is conditioned upon the receipt of
consents from holders of at least a majority in aggregate principal amount of
Convertible Notes outstanding and the satisfaction or waiver of other general
conditions to the offer.

          A Schedule TO is being filed with the Securities and Exchange
Commission, which will include as exhibits copies of the Offer to Purchase,
Consent Solicitation Statement and Change in Control Notice and the related
Consent and Letter of Transmittal.

Change in Control Offer

          The Merger constituted a Change in Control of Airborne under the
terms of the indenture that governs the Convertible Notes. The indenture
therefore requires that Airborne offer to purchase for cash any and all
Convertible Notes at a purchase price equal to 100% of the principal amount of
Notes, plus accrued but unpaid interest, subject to applicable withholding
taxes (a "Change in Control Offer"). Accordingly, Airborne is also announcing
a Change in Control Offer that is separate from the Tender Offer described
above. The Change in Control Offer will expire at 5:00 p.m., New York City
time, on November 14, 2003. Convertible Notes tendered into the Change in
Control Offer will not be tendered into the Tender Offer, and Convertible
Notes tendered into the Tender Offer will not be tendered into the Change in
Control Offer. The procedures for tendering into each of the offers to
purchase are separate. Convertible




Notes tendered into both the Tender Offer and the Change in Control Offer will
be purchased by Airborne pursuant to the Change in Control Offer, which
terminates first.

                                   * * * * *

          This press release is neither an offer to purchase nor a
solicitation of an offer to sell securities. The offers relating to the
Convertible Notes are made only by the Offer to Purchase, Consent Solicitation
Statement and Change in Control Notice dated October 15, 2003.

          Airborne has retained Deutsche Bank Securities Inc. to act as Dealer
Manager in connection with the offer and as Solicitation Agent in connection
with the consent solicitation. Questions concerning the terms of the tender
offer and consent solicitation may be directed to Deutsche Bank, attention:
Jenny Lie, toll free at (866) 627-0391 or (212) 250-7445.

          Documents may be obtained by contacting D.F. King & Co., Inc, the
information agent, at (888) 887-0082 - bankers and brokers call collect (212)
269-5550. The Depositary for the Tender Offer is Deutsche Bank Trust Company
Americas (800) 735-7777.

          Airborne also announced today that it is commencing a tender offer
with respect to its $100 million 7.35% Notes due 2005.

About Airborne: Airborne is the holding company for Airborne Express, Inc.
("Airborne Express"). For more than 50 years, Airborne Express has served the
shipping needs of business customers around the world. Today, Airborne offers
total distribution solutions by providing customers time-sensitive delivery of
documents, letters, small packages, and freight to virtually every U.S. ZIP
code and more than 200 countries. Customers can select from a variety of
services including same-day, next-morning, next-afternoon or second-day
delivery, air freight, ocean service, and logistics management. Airborne
employs over 22,000 people worldwide and achieved total revenues of $3,348
million in 2002.


                                     -2-