IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: ALLIED SYSTEMS HOLDINGS, INC., et al.

,1 Debtor. Chapter 11 Case No. 12-11564 (CSS) (Jointly Administered)

Re: Docket No. 539

DEBTORS MOTION TO SHORTEN NOTICE AND OBJECTION PERIODS FOR MOTION FOR AN ORDER PURSUANT TO SECTION 105(a) OF THE BANKRUPTCY CODE AND BANKRUPTCY RULE 9019 APPROVING STIPULATION AMONG THE DEBTORS, THE DIP AGENT, THE DIP LENDERS AND THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS REGARDING POSTPETITION SECURED DIP FINANCING, CREDIT BIDDING UNDER SECTION 363 OF THE BANKRUPTCY CODE AND CERTAIN ADMINISTRATIVE MATTERS The above-captioned debtors (collectively, the Debtors), hereby request the entry of an order (i) approving the form and manner of notice of Motion for an Order Pursuant to Section 105(a) of the Bankruptcy Code and Bankruptcy Rule 9019 Approving Stipulation Among the Debtors, the DIP Agent, the DIP Lender and the Official Committee of Unsecured Creditors Regarding Postpetition Secured DIP Financing, Credit Bidding Under Section 363 of the Bankruptcy Code and Certain Administrative Matters (the Motion); (ii) allowing the Motion to be heard at a hearing scheduled on November 7, 2012 at 9:30 a.m. (Eastern Standard Time) (the Hearing); and (iii) setting the deadline by which parties must object to the Motion as

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. (58-2201081); Allied Freight Broker LLC (59-2876864); Allied Systems (Canada) Company (900169283); Allied Systems, Ltd. (L.P.) (58-1710028); 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. (592876863); RMX LLC (31-0961359); Transport Support LLC (38-2349563); and Terminal Services LLC (910847582). 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.

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November 1, 2012 at 4:00 p.m. (Eastern Daylight Time) (the Objection Deadline). In support of this motion to shorten (the Motion to Shorten), the Debtors respectfully state as follows: STATUTORY PREDICATE 1. The statutory bases for the relief requested herein are 11 U.S.C. 105, Rules

2002(a)(3), 9006(c)(1) and 9019 of the Federal Rules of Bankruptcy Procedure (the Bankruptcy Rules) and Rule 9006-1(e) of the Local Rules for the United States Bankruptcy Court for the District of Delaware (the Local Rules). RELIEF REQUESTED 2. By this Motion to Shorten, the Debtors respectfully request that the Court enter an

order (i) shortening notice with respect to the Motion, (ii) setting the deadline by which parties may file objections to the Motion, (iii) allowing the Motion to be heard at the Hearing, and (iv) granting such other and further relief as the Court deems appropriate. BASIS FOR RELIEF 3. Movants seeking relief pursuant to Bankruptcy Rule 9019, must provide notice of

such motions under Bankruptcy Rule 2002. See Bankruptcy Rule 9019(a) (Notice shall be given. . . as provided in Rule 2002). Bankruptcy Rule 2002(a)(3) provides that movants must provide at least 21 days notice by mail of the hearing on approval of [a] compromise or settlement of a controversy. Bankruptcy Rule 2002(a)(3). 4. Bankruptcy Rule 9006(c)(1), however, provides that when an act is required or

allowed to be done at or within a specified time by these rules or by a notice given thereunder or by order of court, the court for cause shown may in its discretion with or without motion or notice order the period reduced. See also Local Rule 9006-1(e) (stating that [n]o motion will

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be scheduled on less notice than required by these Local Rules or the Fed. R. Bankr. P. except by order of the Court, on written motion specifying the exigencies justifying shortened notice.). 5. The Debtors respectfully submit that allowing the Motion to be considered on an

expedited basis at the Hearing is reasonable and appropriate under the circumstances. As an initial matter, the Hearing, which already has been scheduled is twenty (20) days from the date of filing the Motion. This is only one (1) day short of the requirement under Bankruptcy Rule 2002(a)(3). 6. Further, the other substantive matters that will be going forward at the Hearing,

the Debtors Motion, Pursuant to 11 U.S.C. 105(a), for Order Amending the Final Order Pursuant to 11 U.S.C. 361, 362, 363(c), 364(c)(1), 364(c)(2), 364(c)(3), 364(d)(1), 364(e), 503(b) and 507(a), Fed. R. Bankr. P. 2002, 4001 and 9014 and Del. Bankr. L.R. 4001-2: (I) Authorizing Debtors to (A) Obtain Postpetition Secured DIP Financing and (B) Use Cash Collateral; (II) Granting Superpriority Liens and Providing for Superpriority Administrative Expense Status; (III) Granting Adequate Protection to Prepetition Secured Lenders; and (IV) Modifying Automatic Stay and the Motion for Order Extending the Automatic Stay to Certain Non-Debtor Third Parties Pursuant to Sections 105 and 362 of the Bankruptcy Code, are integrally related to the Motion, and accordingly, it would be prudent for the Court to hear the Motion at the Hearing in conjunction with these other matters. 7. Finally, by the Motion to Shorten, the Debtors are requesting that the Court set the

Objection Deadline fourteen (14) days after the filing and service of the Motion. The Debtors believe that by providing parties in interest two (2) full weeks to objection to the Motion, there will be no prejudice to any parties in interest if the Court approves this Motion to Shorten.

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8.

Accordingly, for the reasons set forth above, the Debtors submit that the relief

requested is in their best interests and the best interests of their estates and creditors, and therefore, should be granted. NOTICE 9. The Debtors have provided notice of this Motion to Shorten by hand delivery,

overnight mail or facsimile to the following parties: (i) the U.S. Trustee; (ii) counsel for the agent for the Debtors debtor-in-possession lenders; (iii) counsel for First Lien Lenders; (iv) counsel for The Bank of New York Mellon, in its capacity as administrative agent and collateral agent under the Debtors second lien credit agreement; (v) counsel for the Committee (vi) counsel for the CIT Group/Business Credit, Inc., as resigning administrative agent and collateral agent under the Debtors first lien credit agreement; and (vii) all other persons requesting notices. The Debtors submit that no other or further notice need be provided.

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WHEREFORE, the Debtors respectfully request the entry of an order, substantially in the form attached hereto as Exhibit A, (i) shortening notice with respect to the Motion, (ii) setting the deadline by which parties may fi le objections to the Motion, (iii) allowing the Motion to be heard at the Hearing, and (iv) granting such other and further relief as the Court deems appropriate. Dated: October 18, 2012 Wilmington, Delaware

Mark D. C ins (No. 9 Christopner M. Samis (No. 4909) Marisa A. Terranova (No. 5396) RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, Delaware 19801 Telephone: (302) 651 -7700 Facsimile: (302) 651-7701 E-mail: collins@rlf.com E-mail: samis@rlf.com E-mail: terranova@rlf.com -andJeffrey W. Kelley (GA Bar No. 412296) Ezra H. Cohen (GA Bar No. 173800) Michael E. Johnson (GA Bar No. 395039) Matthew R. Brooks (GA Bar No. 378018) TROUTMAN SANDERS LLP Bank of America Plaza 600 Peachtree Street, Suite 5200 Atlanta, Georgia 30308-2216 Telephone No.: (404) 885-3000 Facsimile No.: (404) 885-3900 E-Mail: jeffrey .kelley@troutmansanders.com E-Mai 1: ezra.cohen@troutmansanders. com E-Mail: michael.johnson@troutmansanders.com E-Mail: matthew.brooks@troutmansanders.com Counsel for the Debtors

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EXHIBIT A (Proposed Order)

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: ALLIED SYSTEMS HOLDINGS, INC., et al.,1 Debtor. Chapter 11 Case No. 12-11564 (CSS) (Jointly Administered)
Re: Docket Nos. ____

ORDER SHORTENING NOTICE AND OBJECTION PERIODS FOR MOTION FOR AN ORDER PURSUANT TO SECTION 105(a) OF THE BANKRUPTCY CODE AND BANKRUPTCY RULE 9019 APPROVING STIPULATION AMONG THE DEBTORS, THE DIP AGENT, THE DIP LENDERS AND THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS REGARDING POSTPETITION SECURED DIP FINANCING, CREDIT BIDDING UNDER SECTION 363 OF THE BANKRUPTCY CODE AND CERTAIN ADMINISTRATIVE MATTERS Upon the motion (the Motion to Shorten)2 of the above-captioned debtors (collectively, the Debtors) for entry of an order approving the form and manner of notice of Motion for an Order Pursuant to Section 105(a) of the Bankruptcy Code and Bankruptcy Rule 9019 Approving Stipulation Among the Debtors, the DIP Agent, the DIP Lender and the Official Committee of Unsecured Creditors Regarding Postpetition Secured DIP Financing, Credit Bidding Under Section 363 of the Bankruptcy Code and Certain Administrative Matters (the Motion) and it appearing that notice of the Motion to Shorten was appropriate under the particular circumstances and no other or further notice need be given; and it appearing that the

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. (58-2201081); Allied Freight Broker LLC (59-2876864); Allied Systems (Canada) Company (900169283); Allied Systems, Ltd. (L.P.) (58-1710028); 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. (592876863); RMX LLC (31-0961359); Transport Support LLC (38-2349563); and Terminal Services LLC (910847582). 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. 2 Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Motion to Shorten.

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relief requested therein is in the best interests of the Debtors estates, their creditors, and other parties in interest; and after due deliberation and sufficient cause appearing therefor, IT IS HEREBY ORDERED THAT: 1. 2. The Motion to Shorten is GRANTED. The Hearing with respect to the Motion and shall take place on November 7,

2012 at 9:30 a.m. (Eastern Standard Time). 3. The deadline by which parties may raise objections to the Motion shall be

November 1, 2012 at 4:00 p.m. (Eastern Daylight Time). 4. The terms and conditions of this order shall be immediately enforceable and

effective upon its entry. 5. This court retains jurisdiction with respect to all matters arising from or related to

the implementation of this order. Dated: October ____, 2012 Wilmington, Delaware __________________________________________ THE HONORABLE CHRISTOPHER S. SONTCHI UNITED STATES BANKRUPTCY JUDGE

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