8-K

                           PAGE 1




                        UNITED STATES
             SECURITIES AND EXCHANGE COMMISSION

                   Washington, D.C. 20549

             -----------------------------------

                          FORM 8-K

                       CURRENT REPORT

           Pursuant to Section 13 or 15(d) of the
               Securities Exchange Act of 1934

                       July 21, 2004
             -----------------------------------
               (Date of earliest event report)

                          CNF Inc.
             -----------------------------------
     (Exact name of registrant as specified in charter)

    Delaware               1-5046              94-1444798
    ----------             ------              ----------
  (State or other        (Commission         (IRS Employer
   jurisdiction of        File Number)        Identification
   incorporation or                              Number)
   organization)

     3240 Hillview Avenue, Palo Alto, California  94304
     ---------------------------------------------------
          (Address of principal executive offices)
                         (zip code)

     Registrant's telephone number, including area code:
                       (650) 494-2900



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ITEM 5.  OTHER EVENTS AND REGULATION FD DISCLOSURE

On July 21, 2004, Con-Way Transportation Services, Inc., a wholly owned
subsidiary of CNF Inc., issued a press release.  A copy of the press
release is filed as an exhibit to this Form 8-K and is incorporated
herein by reference.


ITEM 7.  FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS

(c)  Exhibits.

     99  Press Release dated July 21, 2004





                         SIGNATURES

Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly
authorized.

                        CNF Inc.
                        ------------
                        (Registrant)

July 21, 2004           /s/ Chutta Ratnathicam
                        ---------------------------
                        Chutta Ratnathicam
                        Chief Financial Officer

EX-99

                                                               Con-Way
News Release                                        110 PARKLAND PLAZA
                                                   ANN ARBOR, MI 48103
                                                        (734) 769-0203
                 Contact: Joseph DeLuca e-mail: deluca.joe@con-way.com


              CON-WAY ANNOUNCES CAPITAL SPENDING INCREASE

                        Investments for Growth

ANN ARBOR, Mich. - July 21, 2004 - Con-Way Transportation Services,
Inc. announced today that it will allocate $181 million this year to
purchase additional highway tractors, trailers, forklifts and on
service center development to accommodate growth at its four regional
less-than-truckload companies.  Con-Way is a subsidiary of CNF Inc.
(NYSE:CNF).
      The company had planned to spend about $90 million on capital
expenditures, but strong growth triggered by a vigorous economy in
North America and continued consolidation in the LTL trucking industry
has spurred the larger levels of spending.
     These expenditures are primarily for additional rolling stock,
defined as tractors, trailers and dock equipment used for the movement
of freight, including 1,300 new tractors and 1,950 trailers.
     It also includes start-up equipment for the Con-Way Truckload
operation that will open in the first quarter of 2005.   The
combination of the original capital budget and additions bring the
total planned capital expenditures to $181 million for 2004.
     "This investment for our customers was a very easy and logical
decision to make," said Gerald L. Detter, president and chief operating
officer of Con-Way.  "Con-Way's growth and earnings have been very
strong over the past 12 months.  Our return on assets is excellent and
the prospects for continued growth will be enhanced by providing Con-
Way the equipment it needs to respond to its customers' service
expectations."
     On Tuesday, Con-Way reported record operating income of $67.1
million for the quarter ending June 30 on revenue of $657.5 million.
Regional carrier tonnage per day was up 16 percent and the carriers had
an operating ratio of 88.8.
     Con-Way's LTL carrier operations cover all the United States,
Puerto Rico and Canada.  Working through a network of more than 440
service centers, using a fleet of more than 33,000 pieces of equipment,
its 19,000 employees provide commercial shippers on-time quality

                                -more-


CON-WAY INVESTMENT, pg. 2
freight transport service that is recognized as the leading benchmark
for its industry.  Commercial shippers expect responsive, flexible, but
most importantly reliable on-time delivery of their products.  Tightly
managed inventories require reliable delivery to maintain customer
satisfaction.
     "The new equipment provided by this extra capital will keep us in
line with growing shipper demand for our service," Detter said.  "Con-
Way has always been able to respond to customer demand because we have
invested in the capacity needed to provide high quality service.  It's
a simple formula, but not every company in our industry has the
resources and the foresight to make the investments when needed."
     The company pointed out that recent statements from other carriers
in the industry have indicated capacity constraints are building.  Con-
Way has also been hearing from customers that they are experiencing
some difficulty in obtaining timely response from both truckload and
LTL carriers when equipment is requested.
     CNF (NYSE:CNF) is a $5.1 billion management company of global
supply chain services with businesses in regional trucking, air
freight, ocean freight, customs brokerage, global logistics management
and trailer manufacturing.
     Con-Way Transportation Services, Inc., a subsidiary of CNF Inc.,
is a $2.2 billion transportation and services company that provides
time-definite and day-definite freight delivery services and logistics
for commercial and industrial businesses. Within the Con-Way family are
regional less-than-truckload carriers Con-Way Central Express, Con-Way
Southern Express, Con-Way Western Express, Con-Way Canada Express and
Con-Way Mexico Express; Con-Way NOW, an expedited carrier specializing
in emergency shipment service; Con-Way Logistics, a contract supply
chain execution service provider, Con-Way Air, an airfreight forwarder
with service throughout the U.S., Canada and Puerto Rico, and Con-Way
Full Load, a truckload brokerage service offered throughout the U.S.
and Canada. All Con-Way operating components are ISO certified for 9001
and 14001 and the LTL and expedite units are C-TPAT/PIP certified FAST
highway carriers.
      Further information about Con-Way and additional press releases
are available via the Internet at.www.con-way.com

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