OMB APPROVAL
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
OMB Number:3235-0101
Expires: December 31, 2006
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FORM 144
  
   
SEC USE ONLY
 
NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
DOCUMENT SEQUENCE NO.

 
ATTENTION:   Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker.
CUSIP NUMBER
 
1(a) NAME OF ISSUER (Please type or print)
 
Velocity Express Corporation
(b) IRS IDENT. NO. 
 
87-0355929
(c) S.E.C. FILE NO.
 
000-28452
WORK LOCATION
 
1(d) ADDRESS OF ISSUER
STREET
CITY
STATE
ZIP CODE
(e) TELEPHONE NO.
One Morningside Drive North Bldg B Suite 300
Westport
CT
06880
AREA CODE
 
NUMBER
2(a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD
(b)   SOCIAL SECURITY NO. OR IRS IDENT. NO.
(c)   RELATIONSHIP TO ISSUER
 (d) ADDRESS STREET CITY STATE ZIP CODE
               
Scorpion Acquisition LLC
13-3983835
10% Stockholder
 245 Fifth Ave., 25th Fl. New York New York 10016

INSTRUCTION: The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number.
               
3(a)
(b)
SEC USE ONLY
(c)
(d)
(e)
(f)
(g)
Title of the
Class of
Securities
To Be Sold
Name and Address of Each Broker Through Whom the Securities are to be Offered or Each Market Maker who is Acquiring the Securities
Broker-Dealer
File Number
Number of Shares
or Other Units
To Be Sold
(See Instr. 3(c))
Aggregate
Market
Value
(See Instr. 3(d))
Number of Shares
or Other Units Outstanding
(See Instr. 3(e))
Approximate
Date of Sale
(See Instr. 3(f))
(MO. DAY YR.)
Name of Each Securities
Exchange
(See Instr. 3(g))
               
common stock
Cantor Fitzgerald & Co.
110 East 59th Street
New York, NY 10022
  
175,476
Oct. 19, 2006
$345,688
16,965,310
10/23/06
NASDAQ
               
               
               
INSTRUCTIONS:
1.  
(a)
 Name of issuer 3.
(a)
 Title of the class of securities to be sold
   
(b)
 Issuer’s I.R.S. Identification Number
(b)
 Name and address of each broker through whom the securities are intended to be sold
   
(c)
 Issuer’s S.E.C. file number, if any
(c)
 Number of shares or other units to be sold (if debt securities, give the aggregate face amount)
   
(d)
 Issuer’s address, including zip code
(d)
 Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice
   
(e)
Issuer’s telephone number, including area code
(e)
Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the Issuer
       
(f)
 Approximate date on which the securities are to be sold
2.  
(a)
 Name of person for whose account the securities are to be sold
(g)
 Name of each securities exchange, if any, on which the securities are intended to be sold
   
(b)
 Such person’s Social Security or I.R.S. identification number    
   
(c)
Such person’s relationship to the Issuer (e.g., officer, director, 10% stockholder, or member of immediate family of any of the foregoing)
    
   
(d)
Such person’s address, including zip code
    
 
 
 
 

TABLE I — SECURITIES TO BE SOLD
Furnish the following information with respect to the acquisition of the securities to be sold
and with respect to the payment of all or any part of the purchase price or other consideration therefor:
             
Title of
the Class
Date you
Acquired
Nature of Acquisition Transaction
Name of Person from Whom Acquired
(If gift, also give date donor acquired)
Amount of
Securities Acquired
Date of
Payment
Nature of Payment
             
common stock
12/21/04
Convertible Preferred Stock Purchase
Issuer
380,952
12/21/04
Cash
             
 
INSTRUCTIONS:
 1.
If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.
 
TABLE II — SECURITIES SOLD DURING THE PAST 3 MONTHS
Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.
         
Name and Address of Seller
Title of Securities Sold
Date of Sale
Amount of
Securities Sold
Gross Proceeds
         
         
         
         
REMARKS:  

INSTRUCTIONS:
See the definition of “person” in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
  
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed.
 
 
October 20, 2006
DATE OF NOTICE
 
 
 
/s/ Kevin R. McCarthy
(SIGNATURE)
The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed.
Any copies not manually signed shall bear typed or printed signatures.
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)