Exhibit 99.3

 Statement Under Oath of Principal Financial Officer Regarding Facts
      and Circumstances Relating to Exchange Act Filings

     I, Stephen Sokol, state and attest that:

     (1)  For the following reason, I am not able to state and
attest that (i) no covered report of Consolidated Freightways
Corporation (the "Company") contained an untrue statement of a
material fact as of the end of the period covered by such
report (or in the case of a report on Form 8-K or definitive
proxy materials, as of the date on which it was filed) and
(ii) no covered report omitted to state a material fact
necessary to make the statements in the covered report, in
light of the circumstances under which they were made, not
misleading as of the end of the period covered by such report
(or in the case of a report on Form 8-K or definitive proxy
materials, as of the date on which it was filed):

       as a result of the recent appointments of John Brincko as
       Chief Executive Officer as of May 28, 2002 and Stephen Sokol
       as Chief Financial Officer as of July 1, 2002, the Company has
       not yet completed its internal review of the financial
       statements as of or for the year ended December 31, 2001 and
       the three months ended March 31, 2002.

     (2)  I have reviewed the contents of this statement with the
Company's Board of Directors, including the members of the
audit committee of the Board of Directors.

     (3)  In this statement under oath, each of the following, if
filed on or before the date of this statement, is a "covered
report":

       Annual Report on Form 10-K for the year ended
       December 31, 2001 filed with the Commission on April 15, 2002;

       all reports on Form 10-Q, all reports on Form 8-K and all
       definitive proxy materials of the Company filed with the
       Commission subsequent to the filing of the Form 10-K
       identified above; and

       any amendments to any of the foregoing.



CONSOLIDATED FREIGHTWAYS                Subscribed and sworn to
CORPORATION                             before me this
                                        19th day of August 2002.

                                       /s/Darlene A. Barnes
By:  /s/ Stephen Sokol                  Notary Public
Name:  Stephen Sokol                    My Commission Expires: 9/27/04
Title: Chief Financial Officer

August 19, 2002