Steve Russell, Chairman,
          Paul Will, CFO
          Celadon Group, Inc.
          One Celadon Drive
          Indianapolis, IN 46235-4207
          317-972-7000

          CELADON GROUP REPORTS FIRST FISCAL QUARTER FINANCIAL RESULTS
          ------------------------------------------------------------

INDIANAPOLIS,  IN - October 25, 2004 Celadon  Group,  Inc.  (NASDAQ-CLDN)  today
reported  its  financial  and  operating  results  for the  three  months  ended
September 30, 2004, the first fiscal quarter of the Company's fiscal year ending
June 30, 2005.

For the quarter,  operating revenue  increased 9.1% to $104.4 million,  compared
with $95.7 million for the same quarter last year. Net income  increased to $2.8
million from a loss of $5.5 million and diluted  earnings per share  improved to
$0.27 from a loss of $0.72. During the prior year, the Company recognized a $6.9
million,  or $0.86 per diluted  share,  non-cash,  after-tax  impairment  charge
related to trailers.  Excluding the impairment charge, net income increased 115%
to $2.8  million  from $1.3  million  in the same  quarter  last  year.  Diluted
earnings  per share  increased  59% to $0.27 from $0.17 in the same quarter last
year, despite a 33% increase in weighted average shares outstanding primarily as
a result of our May 2004 stock offering.

Chairman and CEO Steve Russell  commented on the quarter:  "We were pleased with
the results of the quarter. Our results reflect a strong freight environment and
the  efforts of a team that is  demonstrating  significant  pricing  discipline,
successful  execution of yield  management  strategies  and  continued  focus on
servicing our customers. By continuing to emphasize discipline in all aspects of
our operations,  we have generated  improvements  compared with the same quarter
last fiscal year including:

     o    Average revenue per tractor per week,  excluding fuel  surcharge,  our
          main  measure of asset  productivity,  improved  8.8%,  to $2,864 from
          $2,633, as a result of higher rates per mile and miles per tractor.
     o    Average revenue per loaded mile,  excluding fuel surcharge,  increased
          6.5%,  to $1.376  from  $1.292,  and  average  revenue  per total mile
          improved  7.3%,  to $1.28 from $1.193,  as a result of higher  freight
          rates and a lower percentage of non-revenue miles.
     o    Average miles per tractor per week improved 1.4%, to 2,238 from 2,207,
          as a result of  improved  operational  discipline,  increased  freight
          demand and increased length of haul.

These   improvements,   excluding  the  trailer  charge  from  the  prior  year,
contributed  to an  approximately  190 basis  point  improvement  in our pre-tax
margin versus the same quarter last year. We were particularly  pleased with our
8.7 cent per mile increase in revenue per total mile,  excluding fuel surcharge,
which we achieved while  increasing our average length of haul. Our  performance
overcame  record high fuel prices and an  increase in the  exchange  rate of the
Canadian dollar.  Our average fuel prices were approximately 30% higher than the
comparable  period in the prior year. These higher fuel costs, net of the impact
of fuel surcharges, negatively


impacted  the  quarter's  diluted  earnings  per share by  approximately  $0.06,
compared  with the same period in the prior year.  Further,  in January  2004 we
significantly  increased our driver pay. Compared with the prior year, there was
an  increase in the  exchange  rate of the  Canadian  dollar,  which  affects us
because we pay approximately 450 employees and owner-operators in that currency.
We estimate  that the  difference  in exchange  rates  negatively  impacted  our
earnings by $.03 per share compared with the same quarter last year.

TruckersB2B  continued to  contribute  nicely to our  results.  For the quarter,
Truckers  B2B  generated  revenue of $2.0 million and  operating  income of $0.4
million,  compared  with  revenue of $2.5 million and  operating  income of $0.4
million for the same quarter last year.  Revenue reflects fees and rebates only,
not the value of the goods and services related to these transactions.  Gains in
most products were offset by lower tire margins.  In the September 2004 quarter,
TruckersB2B purchased  approximately 10% of its outstanding shares into treasury
bringing Celadon's ownership to approximately 90%.

Our balance  sheet remains  strong as we continued to reduce  balance sheet debt
through a combination of cash flow and financing new tractors and trailers under
operating  leases.  At  September  30,  2004,  we had  $84.6  million  of  total
stockholders'  equity and only $11.6  million in total  borrowings  and  capital
lease obligations,  net of cash on hand, for a  debt-to-capitalization  ratio of
approximately 12%.

Looking  forward,  we  expect  to  continue  with our plan of using  operational
discipline to drive improved financial results. Based on the freight environment
during the first half of October, tight truck capacity, available economic data,
and the  efforts of our sales  force,  we expect  freight  rates to  continue to
increase and freight demand to remain strong for the  foreseeable  future.  High
fuel  prices and driver  availability  are the two main areas of risk we foresee
that could affect  profitability.  We expect  competition for quality drivers to
remain  intense and that driver  numbers will be the most  substantial  limiting
factor on capacity  growth.  Although the driver pay increase we implemented and
our new tractor program have actually  improved our percentage of company trucks
with  drivers at  September  30  compared  with the same time last year,  we are
cautious about our continued  ability to recruit and retain  quality  drivers in
this tight driver market. We do not anticipate  further  compensation  increases
for our drivers  during the second  fiscal  quarter,  but we believe  additional
increases by all carriers will be needed in the future as rates allow.

For the past three  years,  we have worked to  transform  Celadon into a premium
service  long-haul  truckload carrier that has a more sustainable and profitable
mix of business.  With our highest  quarterly  earnings per share performance in
the Company's  history,  significantly  better margins,  and an enhanced capital
structure,  we believe Celadon is well positioned to achieve  continued  revenue
growth and profitability."

Conference Call Information

An investor conference call is scheduled for Tuesday, October 26, 2004, at 10:00
a.m.  (Eastern).  Steve Russell and other members of management will discuss the
results of the quarter.  To listen and  participate  in a  questions-


and-answers exchange,  simply dial (800) 798-2801 at least five minutes prior to
the  start  time.   Otherwise,   you  may  listen  to  the  call  via   website:
www.celadontrucking.com (double click on the investor tab).

Celadon Group,  Inc. is a truckload  carrier  headquartered in Indianapolis that
operates in the U.S.,  Canada and Mexico.  Celadon is also the majority owner of
TruckersB2B,  Inc.,  which is a provider  of cost  benefits  to more than 16,000
member fleets.  Please visit the company's websites at:  www.celadontrucking.com
and www.truckersb2b.com.

The  discussion set forth above as well as oral  statements  made by officers of
the company relating thereto,  may contain forward looking statements within the
meaning of the Private  Securities  Litigation Reform Act of 1995. Such comments
are based upon  information  currently  available to management and management's
perception  thereof as of the date of this press release.  Actual results of the
company's   operations  could  materially  differ  from  those   forward-looking
statements.  Such differences could be caused by a number of factors  including,
but not  limited  to,  excess  tractor  and  trailer  capacity  in the  trucking
industry;  decreased demand for our services or loss of one or more of our major
customers;  surplus inventories;  recessionary  economic cycles and downturns in
customers' business cycles;  strikes,  work slow downs, or work stoppages at our
facilities,  or at customer,  port, or other shipping  related  facilities;  our
ability to  execute  our  strategic  plan;  increases  in  compensation  for and
difficulty  in  attracting  and  retaining  qualified  drivers  and  independent
contractors;  increases in insurance premiums and deductible  amounts;  elevated
experience in the frequency or severity of claims  relating to accident,  cargo,
workers'  compensation,  health,  and  other  matters;  fluctuations  in  claims
expenses that result from high  self-insured  retention  amounts and differences
between  estimates used in establishing and adjusting claims reserves and actual
results over time;  increases or rapid  fluctuations in fuel prices,  as well as
fluctuations  in hedging  activities  and surcharge  collection,  the volume and
terms of diesel purchase  commitments,  interest rates,  fuel taxes,  tolls, and
license and registration fees;  fluctuations in foreign currency exchange rates;
increases  in the prices paid for new revenue  equipment;  increases in interest
rates or decreased  availability  of capital or other  sources of financing  for
revenue equipment; decreases in the resale value of our used equipment; seasonal
factors  such  as  harsh  weather  conditions  that  increase  operating  costs;
competition  from  trucking,   rail,  and  intermodal  competitors;   regulatory
requirements  that  increase  costs or decrease  efficiency,  including  revised
hours-of-service  requirements for drivers;  our ability to identify  acceptable
acquisition  candidates,   consummate   acquisitions,   and  integrate  acquired
operations;  the timing of, and any rules relating to, the opening of the border
to Mexican drivers;  challenges associated with doing business  internationally;
our ability to retain key  employees;  and the  effects of actual or  threatened
military action or terrorist attacks or responses,  including  security measures
that may impede shipping efficiency, especially at border crossings.

For a more  detailed  discussion of these  factors,  please refer to the various
disclosures made by the Company in its press releases,  stockholder reports, and
filings with the Securities and Exchange Commission.


                                - tables follow -






                           Consolidated Balance Sheets
           (Dollars in thousands, except par value and share numbers)

                                                                                   September 30,       June 30,
                                                                                       2004              2004
                                                                                       ----              ----
A S S E T S                                                                         (unaudited)
                                                                                    -----------
                                                                                                 
Current assets:
    Cash and cash equivalents...........................................                $1,876             $356
    Trade receivables, net of allowance for doubtful accounts of
        $2,043 and $1,946 in 2004 and 2003, respectively................                50,362           52,248
    Drivers advances and other receivables..............................                 5,552            4,476
    Prepaid expenses and other current assets...........................                 6,523            5,427
    Tires in service....................................................                 4,801            4,368
    Deferred income taxes...............................................                 2,025            1,974
                                                                                      --------         --------
        Total current assets............................................                71,139           68,849
Property and equipment, at cost.........................................               101,968          102,084
    Less accumulated depreciation and amortization                                      40,080           40,283
                                                                                      --------         --------
        Net property and equipment......................................                61,888           61,801
Tires in service........................................................                 2,162            1,875
Goodwill ...............................................................                16,702           16,702
Other assets............................................................                 2,074            2,083
                                                                                      --------         --------
        Total assets....................................................              $153,965         $151,310
                                                                                      ========         ========

L I A B I L I T I E S  A N D  S T O C K H O L D E R S'  E Q U I T Y

Current liabilities:
    Accounts payable....................................................                $7,609           $7,464
    Accrued salaries and benefits.......................................                 8,801            9,229
    Accrued insurance and claims........................................                 7,755            7,563
    Accrued independent contractor expense..............................                 2,347            2,269
    Accrued fuel expense................................................                 3,070            2,466
    Other accrued expenses..............................................                13,601           11,499
    Current maturities of long-term debt................................                 6,205            2,270
    Current maturities of capital lease obligations.....................                 2,634            3,040
    Income tax payable..................................................                 2,008            2,941
                                                                                      --------         --------
        Total current liabilities.......................................                54,030           48,741
Long-term debt, net of current maturities...............................                 2,844            6,907
Capital lease obligations, net of current maturities....................                 1,851            2,277
Deferred income taxes...................................................                10,586           10,530
Minority interest.......................................................                    25               25
Stockholders' equity:
    Preferred stock, $1.00 par value, authorized 179,985 shares; no
        shares issued and outstanding...................................                   ---              ---
    Common stock, $0.033 par value, authorized 12,000,000 shares
        issued 7,789,764 shares in 2004 and 2003........................                   323              322
    Additional paid-in capital..........................................                85,467           86,588
    Retained earnings (deficit).........................................                 1,715           (1,036)
    Accumulated other comprehensive loss................................                (2,239)          (2,355)
    Unearned compensation on restricted stock...........................                  (637)            (689)
                                                                                      ---------        ---------
        Total stockholders' equity......................................                84,629           82,830
                                                                                      --------         --------
        Total liabilities and stockholders' equity......................              $153,965         $151,310
                                                                                      ========         ========








                            Key Operating Statistics


                                                               For the three months ended        For the three months ended
                                                                       September 30,                     September 30,
                                                                            2004                              2003
                                                                            ----                              ----
                  Operating Statistics (U.S./Canada Truckload)
                                                                                                      
     Average revenue per loaded mile(*)....................               $1.376                            $1.292
     Average revenue per total mile(*).....................               $1.280                            $1.193
     Avg. revenue per tractor per week (*).................               $2,864                            $2,633
     Average miles per tractor per week ...................                2,238                             2,207
     Average tractors......................................                2,251                             2,228
     Tractors at end of period (**)........................                2,493                             2,558
     Trailers at end of period (**)........................                6,848                             7,624

     *  Excluding fuel surcharges
     ** Total fleet, including equipment operated by independent contractors and our Mexican subsidiary, Jaguar.


                         CONSOLIDATED INCOME STATEMENTS
                    (in thousands, except per share amounts)

                                                                             For the three months ended
                                                                                   September 30,
                                                                            2004                    2003
                                                                            ----                    ----
                                                                                            
Operating revenue....................................................    $104,393                 $95,651

Operating expenses:
     Salaries, wages and employee benefits...........................      33,174                  29,831
     Fuel............................................................      17,860                  12,414
     Operations and maintenance......................................       8,908                   8,183
     Insurance and claims............................................       3,004                   3,922
     Depreciation, amortization and impairment charge (1)............       3,368                  13,611
     Revenue equipment rentals.......................................       7,878                   6,811
     Purchased transportation........................................      18,540                  19,694
     Cost of products and services sold..............................       1,203                   1,655
     Professional and consulting fees................................         501                     528
     Communications and utilities....................................       1,032                   1,035
     Operating taxes and licenses....................................       2,085                   2,101
     General and other operating.....................................       1,521                   1,776
                                                                           ------                 -------
         Total operating expenses....................................      99,074                 101,561
                                                                           ------                 -------
Operating income (loss)..............................................       5,319                  (5,910)
                                                                           ------                 -------

Other (income) expense:
     Interest income.................................................         (18)                    (16)
     Interest expense................................................         350                   1,135
     Other (income) expense, net.....................................          (9)                     37
                                                                           ------                 -------
Income (loss) before income taxes....................................       4,996                  (7,066)
Income tax expense (benefit).........................................       2,245                  (1,526)
                                                                           ------                 --------
     Net income (loss)...............................................      $2,751                 $(5,540)
                                                                           ======                 ========

Earnings (loss) per common share:
     Diluted earnings (loss) per share...............................       $0.27                  $(0.72)
     Basic earnings (loss) per share.................................       $0.28                  $(0.72)
Average shares outstanding:
     Diluted ........................................................      10,253                   7,705
     Basic...........................................................       9,761                   7,705

1)  Includes a $9.8 million pre-tax impairment charge on trailers in the three months ended September 30, 2003.