FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person *   McClimon David Scott 2. Date of Event Requiring Statement (Month/Day/Year) 06/03/2005 3. Issuer Name and Ticker or Trading Symbol CNF INC [CNF] (Last) (First) (Middle) 3240 HILLVIEW AVENUE 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CNF Sr VP & President 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) PALO ALTO, CA 94304 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common Stock 1,030.66 I by 401(k)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Incentive Stock Option (right to buy)	07/01/1997(1)	07/01/2006	Common Stock	2,961	$ 18.05	D	Â
Non-Qualified Stock Option (right to buy)	  (2)	12/04/2011	Common Stock	17,000	$ 25.11	D	Â
Non-Qualified Stock Option (right to buy)	08/01/2005(3)	08/01/2010	Common Stock	15,000	$ 25.4375	D	Â
Non-Qualified Stock Option (right to buy)	  (4)	12/06/2010	Common Stock	10,900	$ 27.0625	D	Â
Non-Qualified Stock Option (right to buy)	  (5)	06/16/2013	Common Stock	10,000	$ 28.3	D	Â
Non-Qualified Stock Option (right to buy)	  (6)	12/08/2009	Common Stock	4,300	$ 30.75	D	Â
Non-Qualified Stock Option (right to buy)	  (7)	12/02/2012	Common Stock	14,000	$ 31.38	D	Â
Non-Qualified Stock Option (right to buy)	07/01/1998(1)	07/01/2007	Common Stock	2,500	$ 32.25	D	Â
Non-Qualified Stock Option (right to buy)	  (8)	12/15/2013	Common Stock	10,500	$ 32.96	D	Â
Non-Qualified Stock Option (right to buy)	  (9)	12/09/2008	Common Stock	4,000	$ 36.5625	D	Â
Non-Qualified Stock Option (right to buy)	06/30/1999(1)	06/30/2008	Common Stock	1,250	$ 43.0625	D	Â
Non-Qualified Stock Option (right to buy)	  (10)	01/24/2015	Common Stock	8,400	$ 46.02	D	Â
Series B Preferred Stock	  (11)	  (11)	Common Stock	234.535	$ (11)	I	by 401(k)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
McClimon David Scott 3240 HILLVIEW AVENUE PALO ALTO, CA 94304	Â	Â	  CNF Sr VP & President	Â

Signatures

By: Gary S. Cullen, Attorney-at-Law For: McClimon, David S.		06/10/2005
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Options vested in full one year from grant date.
(2)	This option vests in four annual equal installments, with the first installment vesting on January 1, 2003 - Option fully vested on January 1, 2006.
(3)	1/3 vests on 08/01/2001, one year from date of grant, and the remainer of the option vests on 8/1/2005, or earlier if certain performance criteria are met.
(4)	This option vests in four annual equal installments, with the first installment vesting on January 1, 2002 - Option fully vested on January 1, 2005.
(5)	This option vests in four annual equal installments, with the first installment vesting on June 16, 2004 - Option fully vested on June 16, 2007.
(6)	This option vests in four annual equal installments, with the first installment vesting on January 1, 2001 - Option fully vested on January 1, 2004.
(7)	This option vests in four annual equal installments, with the first installment vesting on January 1, 2004 - Option fully vested on January 1, 2007.
(8)	This option vests in four annual equal installments, with the first installment vesting on January 1, 2005 - Option fully vested on January 1, 2008.
(9)	This option vests in four annual equal installments, with the first installment vesting on January 1, 2000 - Option fully vested on January 1, 2003
(10)	This option vests in three annual equal installments, with the first installment vesting on January 1, 2006 - Option fully vested on January 1, 2008.
(11)	These shares were acquired under the CNF Thrift and Stock Plan as matching contributions or in lieu of cash dividends on other Series B preferred. Each Series B share converts to 4.708 shares of common stock at the option of the Trustee. Upon termination of plan participation each Series B preferred share, with a market value of $152.10, is converted to the equivalent number of common shares, but in no event fewer than 4.708 shares.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.