The following is an elaboration on the linear non-local model of viscoelastic fluids proposed in a previous work (Int. J. Eng. Sci. 48 (2010), 1279-1288). As a recapitulation of that work, the basic theory is presented in terms of the temporal frequency and spatial wave number in the Laplace-Fourier domain. Taylor-series expansions in these variables provides a weakly non-local theory in spatio-temporal gradients that is more comprehensive than the "bi-velocity" model of Brenner. The linearized Chapman-Enskog kinetic theory is shown to provide a confirmation of the more general theory, from which one can reconstruct a fully non-local integral model. Following the work of Davis and Brenner (J. Acoust. Soc. Am. 132 (2012), 2963-2969), the general theory is employed to derive dispersion relations for acoustic, thermal and shear-wave propagation in compressible viscoelastic fluids. At Burnett order the Chapman-Enskog theory gives a cubic polynomial in wave number squared which reduces in the dissipative quasi-static limit to a quadratic like that given by the classical Navier-Stokes-Fourier model and the bi-velocity modification of that model. With minor modification, the present analysis applies to viscoelastic shear and dilatational wave propagation in solids with higher-gradient and Cosserat effects, where it may, for example, find application to the field of rotational seismology.