X0202 4 2007-05-22 0 0000865941 CELADON GROUP INC CLDN 0001023971 RUSSELL STEPHEN ONE CELADON DRIVE 9503 EAST 33RD STREET INDIANAPOLIS IN 46235 1 1 0 0 Chairman and CEO Common Stock 2007-05-22 4 M 0 68750 1.38 A 1095044 D Common Stock 42000 I By Spouse Employee Stock Option (Right to Buy) 1.38 2007-05-22 4 M 0 68750 D 2011-04-13 Common Stock 68750 0 D The number of shares reported and price per share reflect the February 1, 2006, and June 1, 2006, 3-for-2 stock splits. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The reporting person's spouse owned these shares prior to her marriage to the reporting person. Original grant was an option to purchase 75,000 shares (pre-February 1, 2006, and June 1, 2006, stock splits) of the issuer's Common Stock, which vested 25,000, 25,000, and 25,000 on each of 4/13/02, 4/13/03, and 4/13/04, respectively. The remaining portion of the option was previously exercised by the reporting person. Upon exercise, the derivative security converts on a one-for-one basis into the issuer's Common Stock. /s/ Stephen A. Russell, by Heidi Hornung-Scherr, attorney-in-fact, pursuant to a POA previously filed with the SEC 2007-05-23