IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

In re: ALLIED SYSTEMS HOLDINGS, INC., eta!., 1 Debtors. ) Chapter 11

)

) Case No. 12-11564 (CSS)

)

) (Jointly Administered)
)

) Related Docket No. 237 CERTIFICATE OF NO OBJECTION REGARDING APPLICATION FOR AN ORDER AUTHORIZING THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS TO RETAIN AND EMPLOY SIDLEY AUSTIN LLP AS CO-COUNSEL NUNC PRO TUNC TO JUNE 19, 2012
The undersigned, proposed co-counsel for the Official Committee of Unsecured Creditors (the "Committee") in the above captioned cases, hereby certifies as follows: 1. On July 17, 2012, the Committee filed the Application for an Order Authorizing

the Official Committee of Unsecured Creditors to Retain and Employ Sidley Austin LLP as CoCounsel Nunc Pro Tunc to June 19, 2012 (the "Application"), (Docket No. 237) with the United

States Bankruptcy Court for the District of Delaware (the "Court"). 2. No answer, objection or other responsive pleading to the Application has

appeared on the Court's docket in the above-captioned chapter 11 cases, and the Committee has not received any informal objections, answers, responses, comments or any other responsive

The debtors in the above-captioned cases (collectively, the "Debtors"), along with the federal tax identification number (or Canadian business number where applicable) for each of the Debtors, are: Allied Systems Holdings, Inc. (58-0360550); Allied Automotive Group, Inc. (58-2201081); Allied Freight Broker LLC (592876864); Allied Systems (Canada) Company (90-0 169283); Allied Systems, Ltd. (L.P.) (58-171 0028); Axis Areta, LLC (45-5215545); Axis Canada Company 87568828); Axis Group, Inc. (58-2204628); Commercial Carriers, Inc. (38-0436930); CT Services, Inc. (38-2918187); Cordin Transport LLC (38-1985795); F.J. Boutell Driveaway LLC (38-03651 00); GACS Incorporated (58-1944 786); Logistic Systems, LLC (45-4241751 ); Logistic Technology, LLC (45-4242057); QAT, Inc. (59-2876863); RMX LLC (31-0961359); Transport Support LLC (38-2349563); and Terminal Services LLC (91-0847582). The location of the Debtors' corporate headquarters and the Debtors' address for service of process is 2302 Parklake Drive, Bldg. 15, Ste. 600, Atlanta, Georgia 30345.

pleading with respect to the Application. Pursuant to the notice filed with the Application, objections to the Application were to be filed and served no later than July 31, 2012 at 4:00p.m. (EDT). WHEREFORE, the Committee respectfully requests that the Court enter the order attached to the Application as Exhibit B, and attached hereto as Exhibit A, at the earliest convenience of the Court.

Date: August 2, 2012 Wilmington, Delaware

SULLIVAN HAZELTINE ALLINSON LLC

Is/ William D. Sullivan William D. Sullivan (No. 2820) William A. Hazeltine (No. 3294) Seth S. Brostoff (No. 5312) 901 North Market Street, Suite 1300 Wilmington, DE 19801 Tel: (302) 428-8191 Fax: (302) 428-8195
And

SIDLEY AUSTIN LLP Michael G. Burke Brian J. Lohan Dennis Kao 787 Seventh A venue New York, NY 10019
Tel: (212) 839-5300 Fax: (212) 839-5599 Matthew A. Clemente One South Dearborn Street Chicago, IL 60603 Tel: (312) 853-7000 Fax: (312) 853-7036

Proposed Attorneys for the Official Committee of Unsecured Creditors

2

Exhibit A

IN THE UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE In re: ALLIED SYSTEMS HOLDINGS, INC., et Chapter 11 Case No. 12-11564 (CSS) (Jointly Administered) Debtor.

a!.,'

ORDER AUTHORIZING THE EMPLOYMENT AND RETENTION OF SIDLEY AUSTIN LLP AS CO-COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS, NUNC PRO TUNC TO JUNE 19, 2012

Upon consideration ofthe Application (the "Application") 2 of the Official Committee of Unsecured Creditors (the "Committee") of the above captioned debtors and debtors in possession (collectively, the "Debtors") seeking to retain Sidley Austin LLP ("Sidley") as co-counsel in this proceeding, effective as ofJune 19,2012, and upon consideration of the Clemente Declaration in support ofthe Application; the Court having found that it has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334, that venue is proper in this district pursuant to 28 U.S.C. 1409, that this is a core proceeding pursuant to 28 U.S.C. 157(b); and it appearing that the terms and conditions of Sidley's employment are reasonable as required by the applicable provisions of the Bankruptcy Code; and it appearing that Sidley represents no interest adverse to the Committee and/or the Debtors in matters with respect to which Sidley is to be employed; and it appearing that Sidley is a "disinterested person," as that term is defined in section 101(14) of the Bankruptcy Code; and it further appearing that the relief

The Debtors in these cases, along with the federal tax identification number (or Canadian business number where applicable) for each of the Debtors, are: Allied Systems Holdings, Inc. (58-0360550); Allied Automotive Group, Inc. (58-220 I 081); Allied Freight Broker LLC (59-2876864); Allied Systems (Canada) Company (900 169283); Allied Systems, Ltd. (L.P.) (58-171 0028); Axis Areta, LLC (45-5215545); Axis Canada Company (87568828); Axis Group, Inc. (58-2204628); Commercial Carriers, Inc. (38-0436930); CT Services, Inc. (382918187); Cordin Transport LLC (38-1985795); F.J. Boutell Driveaway LLC (38-0365100); GACS Incorporated (58-1944786); Logistic Systems, LLC (45-4241751); Logistic Technology, LLC (45-4242057); QAT, Inc. (59-2876863); RMX LLC (31-0961359); Transport Support LLC (38-2349563); and Terminal Services LLC (91-0847582). The location of the Debtors' corporate headquarters and the Debtors' address for service of process is 2302 Parklake Drive, Bldg. 15, Ste. 600, Atlanta, Georgia 30345. Capitalized terms not otherwise defined shall have the meanings ascribed to such terms in the Application.

requested in the Application is in the best interests of the Debtors, their estates and creditors; and notice of the Application being sufficient; and after due deliberation and sufficient cause appearing therefor;
IT IS HEREBY ORDERED THAT:

1. 19,2012. 2.

The Application is GRANTED as set forth herein, nunc pro tunc to June

Pursuant to section 327(a) of the Bankruptcy Code, the employment and

retention of Sidley as co-counsel to the Committee in these Chapter 11 Cases is hereby approved,
nunc pro tunc to June 19, 2012, on the terms and conditions set forth in the Application and in

the Clemente Declaration. 3. Sidley shall be compensated in accordance with the procedures set forth in

the applicable provisions of the Bankruptcy Code, the Bankruptcy Rules, the Local Bankruptcy Rules for the District of Delaware, and any other applicable orders ofthis Court. 4. The terms and conditions of this Order shall be immediately effective and

enforceable upon its entry. 5. This Court shall retain jurisdiction with respect to all matters arising or

related to the implementation of this Order.

THE HONORABLE CHRISTOPHER S. SONTCHI UNITED STATES BANKRUPTCY JUDGE Dated: _ _ _ _ _ ,2012