Exhibit 31(a)



                  CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO
                     SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002


         I, Douglas W. Stotlar, certify that:

           1.  I have reviewed this quarterly report on Form 10-Q of Con-way
               Inc.;

           2.  Based on my knowledge, this report does not contain any untrue
               statement of a material fact or omit to state a material fact
               necessary to make the statements made, in light of the
               circumstances under which such statements were made, not
               misleading with respect to the period covered by this report;

           3.  Based on my knowledge, the financial statements, and other
               financial information included in this report, fairly present in
               all material respects the financial condition, results of
               operations and cash flows of the registrant as of, and for, the
               periods presented in this report;

           4.  The registrant's other certifying officer and I are responsible
               for establishing and maintaining disclosure controls and
               procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-
               15(e)) and internal control over financial reporting (as defined
               in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
               registrant and have:

                a. designed such disclosure controls and procedures, or caused
                   such disclosure controls and procedures to be designed under
                   our supervision, to ensure that material information
                   relating to the registrant, including its consolidated
                   subsidiaries, is made known to us by others within those
                   entities, particularly during the period in which this
                   quarterly report is being prepared;

                b. designed such internal control over financial reporting, or
                   caused such internal control over financial reporting to be
                   designed under our supervision, to provide reasonable
                   assurance regarding the reliability of financial reporting
                   and the preparation of financial statements for external
                   purposes in accordance with generally accepted accounting
                   principles;

                c. evaluated the effectiveness of the registrant's disclosure
                   controls and procedures and presented in this report our
                   conclusions about the effectiveness of the disclosure
                   controls and procedures, as of the end of the period covered
                   by this report based on such evaluation; and

                d. disclosed in this report any change in the registrant's
                   internal control over financial reporting that occurred
                   during the registrant's most recent fiscal quarter (the
                   registrant's fourth fiscal quarter in the case of an annual
                   report) that has materially affected, or is reasonably
                   likely to materially affect, the registrant's internal
                   control over financial reporting; and

           5.  The registrant's other certifying officer and I have disclosed,
               based on our most recent evaluation of internal control over
               financial reporting, to the registrant's auditors and the audit
               committee of the registrant's board of directors (or persons
               performing the equivalent functions):

                a. all significant deficiencies and material weaknesses in the
                   design or operation of internal control over financial
                   reporting which are reasonably likely to adversely affect
                   the registrant's ability to record, process, summarize and
                   report financial information; and

                b. any fraud, whether or not material, that involves management
                   or other employees who have a significant role in the
                   registrant's internal control over financial reporting.



                   May 8, 2006                         /s/  Douglas W. Stotlar
                                                       ------------------------
                                                       Douglas W. Stotlar
                                                       Chief Executive Officer




                                                                  Exhibit 31(b)



                  CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO
                     SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002


         I, Kevin C. Schick, certify that:

           1. I have reviewed this quarterly report on Form 10-Q of Con-way
              Inc.;

           2. Based on my knowledge, this report does not contain any untrue
              statement of a material fact or omit to state a material fact
              necessary to make the statements made, in light of the
              circumstances under which such statements were made, not
              misleading with respect to the period covered by this report;

           3. Based on my knowledge, the financial statements, and other
              financial information included in this report, fairly present in
              all material respects the financial condition, results of
              operations and cash flows of the registrant as of, and for, the
              periods presented in this report;

           4. The registrant's other certifying officer and I are responsible
              for establishing and maintaining disclosure controls and
              procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-
              15(e)) and internal control over financial reporting (as defined
              in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant
              and have:

                a. designed such disclosure controls and procedures, or caused
                   such disclosure controls and procedures to be designed under
                   our supervision, to ensure that material information
                   relating to the registrant, including its consolidated
                   subsidiaries, is made known to us by others within those
                   entities, particularly during the period in which this
                   quarterly report is being prepared;

                b. designed such internal control over financial reporting, or
                   caused such internal control over financial reporting to be
                   designed under our supervision, to provide reasonable
                   assurance regarding the reliability of financial reporting
                   and the preparation of financial statements for external
                   purposes in accordance with generally accepted accounting
                   principles;

                c. evaluated the effectiveness of the registrant's disclosure
                   controls and procedures and presented in this report our
                   conclusions about the effectiveness of the disclosure
                   controls and procedures, as of the end of the period covered
                   by this report based on such evaluation; and

                d. disclosed in this report any change in the registrant's
                   internal control over financial reporting that occurred
                   during the registrant's most recent fiscal quarter (the
                   registrant's fourth fiscal quarter in the case of an annual
                   report) that has materially affected, or is reasonably
                   likely to materially affect, the registrant's internal
                   control over financial reporting; and

           5. The registrant's other certifying officer and I have disclosed,
              based on our most recent evaluation of internal control over
              financial reporting, to the registrant's auditors and the audit
              committee of the registrant's board of directors (or persons
              performing the equivalent functions):

                a. all significant deficiencies and material weaknesses in the
                   design or operation of internal control over financial
                   reporting which are reasonably likely to adversely affect
                   the registrant's ability to record, process, summarize and
                   report financial information; and

                b. any fraud, whether or not material, that involves management
                   or other employees who have a significant role in the
                   registrant's internal control over financial reporting.



                   May 8, 2006                          /s/  Kevin C. Schick
                                                        -----------------------
                                                        Kevin C. Schick
                                                        Chief Financial Officer