EXHIBIT B

TERMINATION AGREEMENT

	Agreement dated as of June 30, 2001 by and among
CELADON GROUP, INC., a corporation organized and existing
under the laws of the State of Delaware (hereinafter
referred to as the "Corporation"); STEPHEN RUSSELL; and
HANSEATIC CORPORATION, a corporation organized and existing
under the laws of the State of New York (hereinafter
referred to as "Hanseatic").

W I T N E S S E T H:

	WHEREAS, the parties have entered into a Stockholders
Agreement dated as of October 8, 1992, as amended July 3,
1996 (hereinafter referred to, collectively, as the
"Stockholders Agreement"); and

	WHEREAS, the parties desire to terminate the
Stockholders Agreement and all provisions thereof;

	NOW, THEREFORE, in consideration of the premises and
the mutual covenants and agreements herein contained, the
parties hereto hereby agree as follows:

1.	Termination.  Effective on the date hereof, the
Stockholders Agreement is hereby in all respects
terminated, released and discharged.

2.	Governing Law.  This Agreement shall be governed
by and construed in accordance with the laws of
the State of New York applicable in the case of
agreements made and to be performed entirely
within such state.

3.	Counterparts . This Agreement may be executed in
counterparts, each of which shall be deemed an
original, but all of which taken together shall
constitute one and the same instrument.



IN WITNESS WHEREOF, this Agreement has been duly
executed by the parties hereto as of the date first above
written.

					CELADON GROUP, INC.


By s/Paul Will
   ------------------------

					HANSEATIC CORPORATION


					By s/Paul A. Biddelman
					  -------------------------


					s/Stephen Russell
					---------------------------
						Stephen Russell


G:\CORP\HANSEATI\AGREEMNT\TERMINATION EDGAR.doc