IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

In re: FASTSHIP, INC., et al., Debtors.

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Chapter 11 Case No. 12-10968 (BLS) Jointly Administered

Hearing Date: April 25, 2012 at 9:30 a.m. (ET) Objection Deadline: April 20, 2012 at 4:00 p.m. (ET)

LIMITED OBJECTION OF THORNYCROFT, GILES & ASSOCIATES, LTD. TO FASTSHIP, INC.'S MOTION FOR AN ORDER AUTHORIZING REJECTION OF PREPETITION CONSULTING AGREEMENT Thornycroft, Giles & Associates, Ltd. ("TGA"), by counsel, files this limited objection to the Motion of FastShip, Inc. for Order Pursuant to Section 365(a) of the Bankruptcy Code Authorizing Rejection of Prepetition Consulting Agreement with Thornycroft, Giles & Associates, Ltd., nunc pro tunc to The Petition Date [Docket No. 39] (the "Motion"). 1. It is evident from the Motion that FSI does not seek to terminate the Consulting

Agreement between it and TGA, dated October 16, 2003 (the "Agreement") (a copy of which was attached to the Motion as Exhibit "A") "for cause," as that term is defined in Section 5(c) of the Agreement. Furthermore, FSI is not claiming that TGA has violated the Agreement in any way. TGA does not, therefore, object to the Court's authorizing FSI to reject the Agreement. 2. TGA does state, however, that it has claims for compensation under the Agreement

that predate the filing of the Chapter 11 Petition in these cases on March 20, 2012. The amount of TGA's claim is approximately $686,000, and TGA intends to file a Proof of Claim accordingly. 3. There is a factual error in Paragraph 13 of the Motion, which contends that TGA "is

an entity owned by David Giles, a former officer and director of each of the Debtors, and a significant shareholder of FSI." In fact, Mr. Giles has never been an officer of FSI.

THEREFORE, TGA does not object to the Court entering an Order authorizing FSI to reject the Agreement, nunc pro tunc to the date of the filing of the Chapter 11 Petition in these cases. THORNYCROFT, GILES & ASSOCIATES, LTD.

By:

/s/ Jason W. Harbour Jason W. Harbour (DE No. 4176) HUNTON & WILLIAMS LLP Riverfront Plaza, East Tower 951 East Byrd Street Richmond, Virginia 23219-4074 Telephone: (804) 788-8200 Facsimile: (804) 788-8218 E-mail: jharbour@hunton.com

Counsel for Thornycroft, Giles & Associates, Ltd.

CERTIFICATE OF SERVICE I certify that on April 18, 2012, I will file a copy of the attached Limited Objection of Thornycroft, Giles & Associates, Ltd. to FastShip, Inc.'s Motion For an Order Authorizing Rejection of Prepetition Consulting Agreement, using the CM/ECF system, and will serve a copy by electronic and first-class mail, on: Raymond H. Lemisch, Esq. Jennifer E. Smith, Esq. BENESCH, FRIEDLANDER, COPLAN & ARONOFF LLP 222 Delaware Avenue, Suite 801 Wilmington, Delaware 19801 - and Kari Coniglio, Esq. BENESCH, FRIEDLANDER, COPLAN & ARONOFF LLP 200 Public Square 2300 BP Tower Cleveland, Ohio 44114 Proposed Counsel for FastShip, Inc., FastShip Atlantic, Inc. and Thornycroft, Giles & Co., Inc., Debtors and Debtors-in-Possession

By:

/s/ Jason W. Harbour Jason W. Harbour