39 degrees here, too, when I started out for my ride. Yes, I'd lose the fleece layer if I were you and wear a short sleeved jersey on top of your base layer. Depending on the humidity level, I can be warm enough with a workout bra & longsleeved Craft base layer under a short sleeve regular jersey and a Gore jacket. If I put a bolero on for three layers in the arms, it can get a bit steamy since the temps are climbing after sunrise. I'd hold off on the fleece layer until you get below freezing. Also, one layer on the legs ought to do you OK, unless you get below 30 degrees. You could always do leg warmers w/shorts if you don't have tights w/chamois.
Finding what keeps you comfortable takes some trial and error.



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