Mr. Jerry Moyes, Chairman
Central Freight Lines
Phoenix, Arizona

Re:  Central Freight Board of Directors

Dear Jerry:

Earlier this month at their annual  meeting in Washington  D.C, I was elected to
the Board of Directors of the National  Cotton Council and appointed to serve on
its Executive committee.  Additionally,  I was elected to the Board of Directors
of Cotton Council International. These positions, in addition to my current role
as President of the American Cotton Shippers  Association are fundamental to the
success of my cotton  merchandising  business  and will require my full time and
attention.

As a result of these developments,  I am notifying you that I will not stand for
re-election  of Central  Freight's  Board of  Directors.  I do this  reluctantly
because I have found the position  challenging and have enjoyed working with the
other  Directors  whom I feel  have done an  admirable  job.  Central  Freight's
current  situation  demands the full  attention of each of its  directors  and I
believe  I  would  be  unable  to   provide   that   attention   with  my  added
responsibilities.

Very truly yours,

/s/ Bill Winburne
Bill Winburne