UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                FORM 12b-25

                                                     SEC File No: 001-12149

                        NOTIFICATION OF LATE FILING

(Check One):  [X]  Form 10-K   [ ]  Form 20-F   [ ]  Form 11-K   [ ] Form 10-Q
              [ ]  Form N-SAR

                 For Period Ended: December 31, 2001

[ ] Transition Report on Form 10-K      [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F      [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K

     For the Transition Period Ended:
___________________________________________________________________________

     Read Instruction (on back page) Before Preparing Form. Please Print or
     Type.

     Nothing in this form shall be construed to imply that the Commission
     has verified any information contained herein.

     If the notification relates to a portion of the filing checked above,
     identify the Item(s) to which the notification relates:
___________________________________________________________________________

                                  PART I
                          REGISTRANT INFORMATION

Full Name of Registrant:  Consolidated Freightways Corporation

Former Name if Applicable:  N/A

Address of Principal Executive Office (Street and Number):16400 S.E. CF Way

City, State and Zip Code:  Vancouver, WA 98683

                                  PART II
                          RULES 12b-25(b) AND (c)

     If the subject report could not be filed without unreasonable effort
or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate)

[X]  (a)   The reasons described  in  reasonable  detail in Part III of
           this form could not be eliminated without unreasonable effort or
           expense;
[X]  (b)   The subject annual report, semi-annual  report,  transition
           report on Form 10-K,  Form 20-F,  Form 11-K or Form N-SAR,  or
           portion  thereof, will be filed on or before the  fifteenth
           calendar day  following the prescribed  due date;  or the subject
           quarterly  report of transition report on Form 10-Q, or portion
           thereof will be filed on or before the fifth calendar day following
           the prescribed due date; and
[ ]  (c)   The accountant's statement or other exhibit required by Rule
           12b-25(c) has been attached if applicable.

                                 PART III
                                 NARRATIVE

     State below in reasonable detail the reasons why the Form 10-K, Form
     20-F, Form 11-K, Form 10-Q, Form N-SAR, or the transition report or
     portion thereof, could not be filed within the prescribed time period.
     (Attach extra sheets if needed.)

     The Registrant is unable to file its Annual Report on Form 10-K within
     the prescribed time period as a result of delays encountered in obtaining
     and evaluating certain information that is required to complete the
     preparation of the Management's Discussion and Analysis for the
     consolidated financial statements. As stated below, there will be no
     change in the financial position or results of operations previously
     announced.

                                  PART IV
                             OTHER INFORMATION

     (1) Name and telephone number of person to contact in regard to this
         notification:

 Robert E. Wrightson, Chief Financial Officer        (360)         448-4213
     (Name)                                      (Area Code) (Telephone Number)

     (2)  Have all other periodic  reports required under Section 13 or 15(d)
          of the Securities Exchange Act of 1934 or Section 30 of the
          Investment Company Act of 1940  during  the  preceding  12  months
          (or for such shorter) period  that  the  registrant  was  required
          to  file such report(s) been filed? If the answer is no, identify
          report(s).  [X] Yes  [ ] No

     (3)  Is it anticipated that any significant change in results of
          operations from  the  corresponding  period  for the  last  fiscal
          year will be reflected  by the  earnings statements  to be included
          in the subject report or portion thereof?   [ ] Yes  [X] No

          If so, attach an explanation of the anticipated  change, both
          narratively and quantitatively, and, if appropriate, state the
          reasons why a reasonable estimate of the results cannot be made.


   Consolidated Freightways Corporation
  (Name of Registrant as specified in charter)

   Has caused this notification to be signed on its behalf by the undersigned
   hereunto duly authorized.

Date:  April 1, 2002                   By:/s/ Robert E. Wrightson
                                              Robert E. Wrightson
                                              Executive Vice President and
                                               Chief Financial Officer

          Instruction: The form may be signed by an executive officer of
     the registrant or by any other duly authorized representative.  The
     name and title of the person signing the form shall be typed or
     printed beneath the signature.  If the statement is signed on behalf
     of the registrant by an authorized representative (other than an
     executive officer), evidence of the representative's authority to sign
     on behalf of the registrant shall be filed with the form.


                                 ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).