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                                                                    EXHIBIT 99.3

                          VELOCITY EXPRESS CORPORATION

                 SHARES OF SERIES I CONVERTIBLE PREFERRED STOCK

  OFFERED PURSUANT TO RIGHTS DISTRIBUTED TO STOCKHOLDERS OF RECORD OF VELOCITY
                               EXPRESS CORPORATION

                               September __, 2003

Dear Stockholder:

        This notice is being distributed by Velocity Express Corporation, a
Delaware corporation (the "Company") to all holders of record of shares of its
Common Stock, Series B Convertible Preferred Stock, Series C Convertible
Preferred Stock, Series D Convertible Preferred Stock, Series F Convertible
Preferred Stock, Series G Convertible Preferred Stock and Series H Convertible
Preferred Stock at the close of business on September 11, 2003 (the "Record
Date"), in connection with a distribution in a rights offering (the "Rights
Offering") of subscription rights (the "Rights") to subscribe for and purchase
shares of its Series I Convertible Preferred Stock, par value $0.004 per share
("Series I Preferred"). The Rights are described in detail in the Company's
Prospectus dated __________, 2003 (the "Prospectus") which is attached.

        In the Rights Offering, the Company is offering an aggregate of up to
8,409,091 shares of its Series I Preferred (the "Underlying Shares"), as
described in the Prospectus.

        The Rights will expire, if not exercised, at 5:00 p.m., New York City
time, on __________, 2003, unless extended in the sole discretion of the Company
(as it may be extended, the "Expiration Date").

        As described in the accompanying Prospectus, holders of our Common Stock
will receive 0.297952777 Right for every share of Common Stock held on the
Record Date. Holders of our Series B Preferred Stock will receive 0.486231363
Rights for each share of Series B Preferred Stock held on the Record Date;
holders of our Series C Preferred Stock will receive 0.329810541 Rights for each
share of Series C Preferred Stock held on the Record Date; holders of our Series
D Preferred Stock will receive 0.813565586 Rights for each share of Series D
Preferred Stock held on the Record Date; holders of our Series F Preferred Stock
will receive 1.745371947 Rights for each share of Series F Preferred Stock held
on the Record Date; holders of our Series G Preferred Stock will receive
0.072517623 Rights for each share of Series G Preferred Stock held on the Record
Date; and holders of Series H Preferred Stock will receive 2.979527767 Rights
for each share of Series H Preferred Stock held on the Record Date.

        Each Right will entitle you to subscribe for one share of the Series I
Preferred (the "Basic Subscription Right") at a subscription price of $2.20 per
share (the "Subscription Price").

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        In addition, each holder of Rights who exercises their Basic
Subscription Right in full will be eligible to subscribe (the "Over-Subscription
Right") at the Subscription Price for shares of Series I Preferred that are not
otherwise purchased pursuant to the exercise of Rights under the Basic
Subscription Right (the "Excess Shares"), subject to availability and pro ration
as described below. Each holder of Rights may only exercise their
Over-Subscription Right if he/she exercised his/her Basic Subscription Right in
full and other holders of subscription Rights do not exercise their Basic
Subscription Rights in full. If there are not enough Excess Shares to satisfy
all subscriptions made under the Over-Subscription Right, the Company will
allocate the remaining Excess Shares pro rata, after eliminating all fractional
shares, among those Rights holders who exercised their Over-Subscription Rights.
"Pro rata" means in proportion to the amount of over-subscription price tendered
by each person seeking to exercise their Over-Subscription Right as of the
expiration date of the Rights Offering. If there is a pro rata allocation of the
remaining Excess Shares and a holder of Rights receives an allocation of a
greater number of Excess Shares than he/she subscribed for under their
Over-Subscription Right, then the Company will allocate to them only the number
of Excess Shares for which they subscribed. The Company will allocate the
remaining Excess Shares among all other holders exercising their
Over-Subscription Rights. See "The Rights Offering --Subscription Rights" in the
Prospectus.

        The Rights will be evidenced by nontransferable Rights certificates (the
"Subscription Rights Certificates") and will be null and void and cease to have
value at 5:00 p.m., New York City time, on the Expiration Date.

        Enclosed are copies of the following documents:

                1.      Prospectus;

                2.      Subscription Rights Certificate;

                3.      Instructions for Use of Velocity Express Subscription
                        Rights Certificates (including a Notice of Guaranteed
                        Delivery for Subscription Rights Certificates Issued by
                        Velocity Express Corporation); and

                4.      A return envelope addressed to American Stock Transfer &
                        Trust Company, the Subscription Agent.

        Your prompt action is requested. To exercise the Rights, you should
properly complete and sign the Subscription Rights Certificate (or the Notice of
Guaranteed Delivery if you are following the Guaranteed Delivery Procedures) and
forward it, with payment of the Subscription Price in full for each share
subscribed for pursuant to the Basic Subscription Right and the
Over-Subscription Right, to the Subscription Agent, as indicated in the
Prospectus. The Subscription Agent must receive the Subscription Rights
Certificate or Notice of Guaranteed Delivery with payment of the Subscription
Price, including final clearance of any checks, prior to 5:00 p.m., New York
City time, on the Expiration Date.

        A RIGHTS HOLDER CANNOT REVOKE THE EXERCISE OF ITS RIGHTS. RIGHTS NOT
EXERCISED PRIOR TO THE EXPIRATION DATE WILL EXPIRE.

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        Additional copies of the enclosed materials may be obtained from the
Company by calling (612) 492-2400.


                                           Very truly yours,


                                           VELOCITY EXPRESS CORPORATION

