YRCW 2009 Change of Operations

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Yellow / RoadwayThis change of operations

Completes the consolidation of seniority rosters into a

common seniority list.

Includes all remaining locations not previously implemented.

Will be implemented on a single day.

Includes zip code realignment.

Allows Yellow / Roadway to effectively complete the

process of merging into a single carrier.

Change of Operations(Article 5 & Article 8, Section 6)

JAN 2009

Yellow / Roadway

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December 22, 2008

Mr. James P. Hoffa

President, IBT

25 Louisiana, Ave., NW

Washington, DC 20001-2198

Mr. Jim Roberts

President, TMI566 El Dorado, Suite 101

Pasadena, CA 91101

Gentlemen,

Yellow / Roadway is requesting a special Multi-Region Change of Operations hearing on January, 2009 inaccordance with Article 5 & Article 8 Section 6 of the current NMFA. This Change of Operations request

is the Cutover Change that completes the process Yellow/Roadway merging into a single carrier. This

proposed Change of Operations is in compliance with the provisions of the current NMFA, applicable

supplements and agreements and involves the Central, Eastern, Southern and Western Regions.

Company representatives have personally met with National Freight Director Tyson Johnson, Assistant

National Freight Director Gordon Sweeton and their representatives and have had numerous telephoneconversations with them concerning issues and concerns about this proposed Change of Operations.

Sincerely,

Lamar Beinhower

Roadway

VP Labor Relations

Southern Region

CC

Mr. Tyson JohnsonIBT VP, National Freight Director

1007 Jonelle St.

Dallas, TX 75217

Mr. Gordon SweetonIBT

PO Box 1299

Joplin, MO 64801

Mr. Walt Lytle

Central Region of Teamsters10600 W. Higgins Rd. Suite 724

Rosemont, IL 60018

Mr. Ernie Soehl

Eastern Region of Teamsters25 Louisiana Ave., NW

Washington, DC 20001-2198

Mr. Robert Paffenroth

Western Region of Teamsters

379 W. Valley BLVD

Rialto, CA 92376

Mr. Ken Bryant

Southern Region of Teamsters

1007 Jonelle St.

Dallas, TX 75217

Mr. Leo Deaner

25 Louisiana Ave., NWWashington, DC 20001-2198

Mr. Pat Flynn

International VP4217 Halsted Street

Chicago, IL 60609

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GENERAL OPERATING STATEMENT

Based on the current economic conditions it is imperative that operations of Yellow andRoadway be merged as quickly as possible to eliminate duplication and thus realize any

cost efficiencies.

As a result of the merger of Yellow and Roadway, this change of operations completes

the merger into a single carrier. In doing so, the following locations will remain in thenetwork as handling points (Breakbulks).

New Network Breakbulk Locations Formally Roadway

Harrisburg, PA; Cincinnati, OH; Chicago, IL; Valdosta, GA; Phoenix, AZ;

Bloomington, CA; Portland, OR; Memphis, TN; Springfield, MO

New Network Breakbulk Locations Formally Yellow

Maybrook, NY; Buffalo, NY; Charlotte, NC; Atlanta, GA; Cleveland / Richfield,OH; Indianapolis, IN; Nashville, TN; Jackson, MS; St. Louis, MO; St Paul, MN;

Kansas City, MO; Oklahoma City, OK; Dallas, TX; Denver, CO; Salt Lake City,

UT; Tracy, CA; Los Angeles, CA; Coldwater, MI; Columbus, OH

As a result of the merger of Yellow and Roadway, the following locations will close and

remain as Service Centers in the network.

Current Roadway Breakbulks - Closing

Akron, OH; Atlanta, GA; Dallas, TX; Denver, CO; Houston, TX; Indianapolis,

IN; Knoxville, TN; Richmond, VA; Rock Island, IL; Sacramento, CA; Salt LakeCity, UT; South Bend, IL; St. Louis, MO; Stroudsburg, PA; Toledo, OH; Winston

Salem, NC.

As a result of the merger of Yellow and Roadway, Buffalo, NY, Columbus, OH,Meridian, MS and Nashville, TN will close entirely.

Current Yellow Breakbulks - Closing

Albuquerque, NM; Cincinnati, OH; Lancaster, PA; Memphis, TN; Portland, OR;

Richmond, VA; San Antonio, TX; San Bernardino, CA; Shreveport, LA

In addition to the Breakbulks listed above that will remain open, End of Line facilities

that will operate in the new network after March 1, 2009are listed in Exhibit #1. Exhibit

#2 lists all the terminals that will or have been closed on March 1, 2009. As a result ofthese closings and phases already implemented, zip codes have been realigned throughout

the network to the remaining facilities. Terminals not impacted due to a previous phaseare not included in this change.

As a result of the merger of Yellow and Roadway, the following relay locations will

remain in the network.

New Network Relay Locations Formally Roadway

Harrisburg, PA; Cincinnati, OH; Chicago, IL; Valdosta, GA; Phoenix, AZ;

Bloomington, CA; Portland, OR; Memphis, TN; Springfield, MO; North Lima,OH

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New Network Relay Locations Formally Yellow

Maybrook, NY; Buffalo, NY; Charlotte, NC; Atlanta, GA; Cleveland / Richfield,OH; Indianapolis, IN; Nashville, TN; Jackson, MS; St. Louis, MO; St Paul, MN;

Kansas City, MO; Oklahoma City, OK; Dallas, TX; Denver, CO; Salt Lake City,

UT; Tracy, CA; Los Angeles, CA; Coldwater, MI; Columbus, OH; Portage, WI;Albuquerque, NM

As a result of the merger of Yellow and Roadway, the following relays will close.

Current Roadway Relays - Closing

Akron, OH; Atlanta, GA; Dallas, TX; Denver, CO; Houston, TX; Indianapolis,

IN; Knoxville, TN; Meridian, MS; Richmond, VA; Rock Island, IL; Sacramento,CA; Salt Lake City, UT; South Bend, IL; St. Louis, MO; Stroudsburg, PA;

Toledo, OH; Winston Salem, NC.

Current Yellow Relays - Closing

Cincinnati, OH; Lancaster, PA; Memphis, TN; Portland, OR; Richmond, VA; San

Antonio, TX; San Bernardino, CA; Shreveport, LA; Raphine, VA; Greenville,TN; Orland, CA

In addition to the Relays listed above that will no longer operate in the new network, the

end of line terminals that are closing where drivers were domiciled will also close. Thesefacilities are listed in Domiciled Driver Exhibit.

Maintenance, Clerical, and Janitor Impacts as a result of the merger are described inMaintenance, Clerical, and Janitor Exhibits.

This change of operations is filed in accordance with Article 5 and Article 8 section 6 of

the NMFA. All employees will be dovetailed in accordance with their present biddingseniority. Any disputes regarding seniority will be handled by the change of operations

committee.

The Company agrees that nothing in this proposed Change of Operations is intended to

violate and/or alter the provisions of the NMFA or the applicable supplemental

agreements. The Company will operate in accordance with DOT rules and regulationsand current hours of service provisions.

Where applicable, an employee that transfers under this Change will not lose earnedvacation, in accordance with the letter of understanding entered into by the Southern

Region OTR Negotiating Committee dated July 27, 1999.

Health, Welfare and Pension shall continue to be paid to the appropriate trust funds that

they were paid into immediately prior to the time a successful bidder relocates.

Successful bidders shall be dovetailed in accordance with their current bidding seniority

date, excepting those successful bidders to the local 710 Chicago, IL common dock/yardseniority list, in which case they shall be entailed.

Any relocation of employees will be handled in accordance with the contract.

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CENTRAL REGION LOCAL UNIONS 67 locals

Teamster Local Union No. 73330 Miller RoadKalamazoo, MI 49003

Teamster Local Union No. 20435 South Hawley StreetToledo, OH 43609

Teamster Local Union No. 24727 Grant StreetAkron, OH 44311

Teamster Local Union No. 26908 N. Neil StreetChampaign, IL 61820

Local #40

P.O. Box 3652

Mansfield, OH 44907

Teamster Local Union No. 414501 Emanuel Cleaver II BoulevardKansas City, MO 64130

Teamster Local Union No. 431624 Yout StreetRacine, WI 53404

Local #50

1609 North Illinois St.

Swansea, IL 62226

Teamster Local Union No. 89

3813 Taylor BoulevardLouisville, KY 40215


1127 Ninth Street SWCanton, OH 44707

Teamster Local Union No. 1002100 Oak RoadCincinnati, OH 45241

Local 120

2635 University Ave. West

St. Paul, MN 55114

Teamster Local Union No. 1351233 Shelby StreetIndianapolis, IN 46203

Teamster Local Union No. 16011-4th Street, SERochester, MN 55904

Teamster Local Union No. 1643700 Ann Arbor RoadJackson, MI 49202

Teamster Local Union No. 1791000 NE I-55 Frontage RoadJoliet, IL 60431

Teamster Local Union No. 2006200 West Bluemound RoadMilwaukee, WI 53213

Local # 215

P.O Box 1040

Evansville, IN 47706-1040

Teamster Local Union No. 236P.O. Box 7454Paducah, KY 42002

Local # 238 (Burlington IA)

5000 J Street S W

Cedar Rapids, IA 52406

Teamster Local Union No. 2451850 East DivisionSpringfield, MO 65803

Teamster Local Union No. 2472741 Trumbull AvenueDetroit, MI 48216

Teamster Local Union No. 2792210 East Hickory StreetDecatur, IL 62526


Teamster Local Union No. 30136990 North Greenbay RoadWaukegan, IL 60087

Teamster Local Union No. 3255533 Eleventh StreetRockford, IL 61109

Teamster Local Union No. 3321502 South Dort HighwayFlint, MI 48503


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Teamster Local Union No. 3392441 West Water StreetPort Huron, MI 48060

Local #346

P. O. Box 16208

Duluth, Minnesota 55816-0208

Teamster Local Union No. 3642405 East Edison RoadSouth Bend, IN 46615

Teamster Local Union No. 3717909 42nd Street WRock Island, IL 61201

Teamster Local Union No. 3771223 Teamsters Drive

Youngstown, OH 44502

Local # 406

3315 Eastern SE

Grand Rapids, MI 49508

Local #407

3320 Superior Ave.

Cleveland / Cleveland / Richfield, OH 44114

Local #413

555 East Rich Street, Suite 101

Columbus, OH 43215

Teamster Local Union No. 4142644 Cass StreetFort Wayne, IN 46808

Local #486

805 Bridgeview South

Saginaw, MI 48604

Local #554

4349 South 90 St.

Omaha, NE 68127

Teamster Local Union No. 5792214 Center Avenue

Janesville, WI 53546

Local #580

5800 Executive Dr.

Lansing, MI 48910

Local #600

161 Weldon Pkwy

Maryland Heights, MO 63043

Teamster Local Union No. 614250 North Perry StreetPontiac, MI 48342

Teamster Local Union No. 6189040 Lackland Road, Suite ASt. Louis, MO 63114

Local #627

7101 North Allen Road

Peoria, IL 61614

Local #637

100 Timber Run Road P.O. Box 2746

Zanesville, OH 43702-2746

Local #651

100 Blue Sky Parkway

Lexington, KY 40509

Local # 662

P.O. Box 86

Eau Claire, Wisconsin 54702

Teamster Local Union No. 6731050 Roosevelt RoadWest Chicago, IL 60185

Teamster Local Union No. 6825730 Elizabeth AvenueSt. Louis, MO 63110

Local # 688 (Quincy, IL)

2905 St. Marys

Hannibal, MO 63401

Local 6951314 N. Stoughton Rd.

Madison, WI 53714-1293

Teamster Local Union No. 6963600 NE Sardou Avenue, Bldg 2Topeka, KS 66608

Teamster Local Union No. 7051645 West Jackson Blvd., Suite 700Chicago, IL 60612

Teamster Local Union No. 7104217 South Halsted StreetChicago, IL 60609

Teamster Local Union No. 722344 North 30th RoadLa Salle, IL 61301

Local # 749

105 North Conklin

Sioux Falls, South Dakota 57103

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Local # 795

4921 Cessna Street

Wichita, Kansas 67210

Teamster Local Union No. 8231601 Maiden Lane P.O. Box 1299Joplin, MO 64802

Teamster Local Union No. 833230 West DunklinJefferson City, MO 65101

Local #908

Box 1806 800 - St. Johns Ave.

Lima, OH 45802

Teamster Local Union No. 9162701 N Dirksen Pky

Springfield, IL 62702

Teamster Local Union No. 9554501 Emanuel Cleaver II BoulevardKansas City, MO 64130

Local #957

P.O. Box 13357

Dayton, OH 45413-0357

Teamster Local Union No. 9646511 Eastland Road, Suite 120Brook Park, OH 44142

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EASTERN REGION LOCAL UNIONS -58 locals

Local # 22 (Danville, VA)

P.O. Box 368

Collinsville, VA 24078

Local #25

544 Main Street

Boston, MA 02129

Local #29

29 Stoneridge Dr. Suite 207

Waynesboro, VA 22980

Teamster Local Union No. 4296 Ford StreetLynn, MA 01904

Teamster Local Union No. 5927 South Sixth StreetNew Bedford, MA 02740

Local # 61

45 Sardis Road

Ashville, NC 28806

Local # 71

P.O. Box 560248

Charlotte, NC 28256

Local #107

2845 Southampton Road

Philadelphia, PA 19154

Local #110

153 Ebony Road P.O. Box 180

Ebensburg, PA 15931

Teamster Local Union No. 118130 Metro ParkRochester, NY 14623

Local #170

330 SW Cutoff

Worcester, MA 01604

Local # 171 (Roanoke)

2550 W. Main Street

Salem, VA 24153

Local #175

267 Staunton Avenue, S.W.South Charleston, WV 25303

Local #229

3104 N. Main Street

Scranton, PA 18504

Local # 249

4701 Butler ST. PO Box 40128

Pittsburgh, PA 15201

Local #251121 Brightridge Ave.

East Providence, RI 02914

Teamster Local Union No. 261351 Northgate Circle, Suite ANew Castle, PA 16105

Local #294

890 Third Street

Albany, NY 12206

Local #317

P.O. Box 11037

Syracuse, NY 13218-1037

Local #326

451 E. New Churchmans RD.

New Castle, DE 19720

Teamster Local Union No. 331117 West Washington AvenuePleasantville, NJ 08232

Local #340

P. O. Box 2290So. Portland, ME 04106

Local #355

1030 South Dukland St.Baltimore, MD 21223

Local #375

656 Englewood

Buffalo, NY 14223

Local #384

2910 Hannah Ave.

Norristown, PA 19401

Local #391

P. O. Box 35405

Greensboro, NC 27425-5405

Local #397

1344 East 11 Street

Erie, PA 16503

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Teamster Local Union No. 401260 South Washington StreetWilkes-Barre, PA 18703

Local #404

115 Progress Ave.

Springfield, MA 01101

Teamster Local Union No. 443200 Wallace Street P.O. Box 1710New Haven, CT 06507

Local # 445

P. O. Box 2097

Newburgh, NY 12550

Local #449

2175 Williams Street

Buffalo, NY 14206

Teamster Local Union No. 453200 South Lee StreetCumberland, MD 21502

Teamster Local Union No. 49318 Crescent Street P.O. Box 485Uncasville, CT 06382

Teamster Local Union No. 5003460 North Delaware Avenue, Suite 301Philadelphia, PA 19134

Local # 509 (Columbia)

1213 State Street

Cayce, SC 29033

Local #529

129 E. Chemung PL.

Elmira, NY 14904

Teamster Local Union No. 538P.O. Box 128, R.D. #1 County Line Road

Worthington, PA 16262

Local #560

707 Summit Ave., Fifth Floor

Union City, NJ 07087

Local #592

3705 Carolina Ave.

Richmond, VA 23222

Local # 597

PO Box 277, Quarry Hill Rd.

South Barre, VT 05670-0277

Local # 633

P.O. Box 870

Manchester, NH 03105

Teamster Local Union No. 6393100 Ames Place NEWashington, DC 20018

Teamster Local Union No. 641714 Rahway AvenueUnion, NJ 07083

Local #653

4-A Hampden Drive

South Easton, MA 02375-1158

Teamster Local Union No. 67122 Britton DriveBloomfield, CT 06002

Local #676

101 Crescent Blvd.

Collingswood, NJ 08108-2999

Local #677

1871 Baldwin St.

Waterbury, CT 06706

Local #687

14 Elm St.

Potsdam, NY 13676

Local #693

41 Howard Avenue

Binghamton, NY 13904

Local #701

2003 US Route #130, Suite B

N. Brunswick, NJ 08902

Local #70714 Front St.

Hempstead, NY 11550

Local #764450 Beaver Street

Milton, PA 17847

Local #771

1025 N. Duke Street

Lancaster, PA 17602

Local # 773

1345 Hamilton St.

Allentown, PA 18102

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Local # 776

2552 Jefferson St.

Harrisburg, PA 17110

Local #822

PO 12673

Norfolk, VA 23541

Local #992

10312 Remington Dr.

Hagerstown, MD 21740

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SOUTHERN REGION LOCAL UNIONS -26 locals

Local #5

1772 Dallas Drive

Baton Rouge, LA 70806

Teamster Local Union No. 795818 E. MLK Jr. BoulevardTampa, FL 33619

Local #217

621 Old Hickory Blvd. Suite 8

Jackson, TN 38305

Local #270

P O Box 3398

New Orleans, LA 70177

Teamster Local Union No. 3734314 Phoenix AvenueFort Smith, AR 72903

Local #385

126 North Kirkman Road

Orlando, FL 32811-1498

Local #402

2208 E. 2nd St.

Muscle Shoals, AL 35661

Local #480

PO Box 100230

Nashville, TN 37224-0230

Teamster Local Union No. 5121210 Lane Avenue North

Jacksonville, FL 32254

Local #519

2306 Montclair Ave.

Knoxville, TN 37917

Local #523

123 West 11th Street P O Box 1836

Tulsa, Oklahoma 74119

Local #528

2540 Lakewood Ave., SW

Atlanta, GA 30315

Local #549

2857 Highway 11 - W

Blountville, TN 37617-3607

Local # 568

P. O. Box 7805

Shreveport, LA 71137

Local #577

PO Box 1609

Amarillo, TX 79105

Local # 612

50 Bagby Drive, P.O. Box 19008

Birmingham, AL 35219

Local # 657

8214 Roughrider

San Antonio, TX 78239

Local #667

796 E. Brooks Ave.

Memphis, TN 38116

Local #728

2540 Lakewood Ave., S.W.

Atlanta, GA 30315

Local #745

1007 Jonelle St.

Dallas, TX 75217

Local #769

12365 West Dixie Highway

North Miami, FL 33161

Local #878

PO Box 190070

Little Rock, AR 72219

Local # 886P O Box 950200

Oklahoma City, Oklahoma 73195-0200

Local #8912560 Valley St.

Jackson, MS 39204

Local #988

4303 N. Sam Houston Pkwy.East

Houston, TX 77032

Local # 991

S. Broad Street

Mobile, AL 36602-1109

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WESTERN REGION LOCAL UNIONS -53 locals

Local #2

PO Box 3745

Butte, MT 59702

Teamster Local Union No. 173245 Eliot StreetDenver, CO 80211


2601 Everett AvenueEverett, WA 98201


2212 NE Andresen RoadVancouver, WA 98661

Local #63

845 Oak Park Rd.

Covina, CA 91724-3624

Local # 63

379 W. Valley BLVD

Rialto, CA 92376

Teamster Local Union No. 7070 Hegenberger Road P.O. Box 2270Oakland, CA 94621

Teamster Local Union No. 811874 NE 162nd AvenuePortland, OR 97230

Teamster Local Union No. 85850 Harrison Street

San Francisco, CA 94107

Teamster Local Union No. 872531 "G" Street

Bakersfield, CA 93301

Local #104

P.O. Box 18090

Phoenix, AZ 85009

Teamster Local Union No. 1373540 South Market StreetRedding, CA 96001

Teamster Local Union No. 1507120 East ParkwaySacramento, CA 95823


Teamster Local Union No. 17414675 Interurban Avenue S., Suite 301Tukwila, WA 98168

Teamster Local Union No. 1861534 Eastman Avenue, Suite BVentura, CA 93003

Local #190

P.O. Box 50969

Billings, MT 59105


Teamster Local Union No. 2222641 South 3270 WSalt Lake City, UT 84119

Teamster Local Union No. 2231230 NE 106th AvenuePortland, OR 97220

Local # 231

P. O. Box H

Bellingham, WA 98227-0298

Local #252

217 East Main St.

Centralia, WA 98531-4449

Local #2871452 N 4th. St.

San Jose, CA 95112

Teamster Local Union No. 313220 South 27th StreetTacoma, WA 98402

Teamster Local Union No. 3152727 Alhambra Avenue P.O. Box 3010Martinez, CA 94553

Teamster Local Union No. 3242686 Portland Road NESalem, OR 97301

Local #381

115 West Bunny Ave.

Santa Maria, CA 93458

Local # 386

1225 Thirteenth St.

Modesto, CA 95354

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Teamster Local Union No. 4311140 West OliveFresno, CA 93728

Teamster Local Union No. 4391531 East Fremont Street P.O. Box 1611Stockton, CA 95201

Local # 483

225 N. 16th Street, Suite 112

Boise, ID 83702

Teamster Local Union No. 4924269 Balloon Park Road NEAlbuquerque, NM 87109

Teamster Local Union No. 495800 S. Barranca Avenue, Suite 320Covina, CA 91723

Teamster Local Union No. 533240 Gentry WayReno, NV 89502

Teamster Local Union No. 5424666 Mission Gorge Place P.O. Box 600507San Diego, CA 92120

Local #624

1371 Neotomas Ave.

Santa Rosa, CA 95405

Teamster Local Union No. 630750 South Stanford AvenueLos Angeles, CA 90021

Teamster Local Union No. 631700 North Lamb StreetLas Vegas, NV 89110

Teamster Local Union No. 670750 Browning Avenue P.O. Box 3048Salem, OR 97302

Teamster Local Union No. 6901912 North Division, LL #103Spokane, WA 99207

Local #760

1211 W. Lincoln Ave

Yakima, WA 98902

Teamster Local Union No. 76314675 Interurban Avenue, S., Suite 301Tukwila, WA 98168

Teamster Local Union No. 8391103 W. Sylvester StreetPasco, WA 99301

Teamster Local Union No. 848818 South Oak Park Road, Suite 200Covina, CA 91724


453 San Mateo AvenueSan Bruno, CA 94066

Local # 890

207 N. Sanborn Rd.Salinas, CA 93905

Teamster Local Union No. 91222 East Fifth StreetWatsonville, CA 95076

Teamster Local Union No. 952140 South Marks WayOrange, CA 92868

Teamster Local Union No. 96110 Lakeside Lane, Suite 2CDenver, CO 80212

Teamster Local Union No. 9624480 Rogue Valley Highway, Suite 10Central Point, OR 97502

Teamster Local Union No. 983518 East Center Street P.O. Box 1085

Pocatello ID 83201

Teamster Local Union No. 9861198 Durfee Avenue

South El Monte, CA 91733

Teamster Local Union No. 995300 Shadow LaneLas Vegas, NV 89106

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Yellow / Roadway

FACILTY CLOSINGS

PRESENT OPERATION

Yellow and Roadway currently operate as independent companies except as previously

integrated in approved change of operations on November 11, 2008 and December 2,2008.

PROPOSED OPERATION

As a result of the merger, the facilities in Exhibit #2 will close and the zip codes

serviced by these terminals will be realigned to the remaining terminals shown inExhibit #1.

SERVICE CENTER LOCAL CARTAGE OPERATIONS

Yellow / Roadway

PRESENT OPERATION

Service Centers currently operate within their respective company (Yellow and

Roadway) each with a defined service territory.

PROPOSED OPERATION

As a result of the merger of Yellow and Roadway into a single carrier, the serviceterritory will be redefined with the impact on local cartage shown in the attached

Exhibits.

ROAD OPERATIONS

Yellow / Roadway

PRESENT OPERATION

Service Centers currently operate within their respective company (Yellow and

Roadway) as provided for in prior Changes of Operations.

Relay operations currently function within their respective company (Yellow and

Roadway) as provided for in prior Changes of Operations.

PROPOSED OPERATION

As a result of the merger of Yellow and Roadway into a single carrier, the impact on

the domiciled road drivers at Service Centers is shown in the attached Exhibit

identified as EXHIBIT ROAD DRIVER IMPACT. As a result of the merger of Yellow and Roadway into a single carrier, the impact on

the road drivers at Relay Operations is shown in the attached Exhibit identified as

EXHIBIT ROAD DRIVER IMPACT.

Primary operations as defined in the new network are listed in the attached Exhibit

identified as EXHIBIT ROAD DRIVER PRIMARIES.

Overlay road operations as defined in the new network are listed in the attached

Exhibit identified as EXHIBIT ROAD DRIVER OVERLAYS where drivers arerunning into a Velocity Hub.

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CLERICAL OPERATIONS

Yellow / Roadway

PRESENT OPERATION

Clerical functions at union locations currently operate as defined in agreements withintheir respective company (Yellow and Roadway) or as provided for in prior Changes of

Operation.

PROPOSED OPERATION

As a result of the merger of Yellow and Roadway into a single carrier, the Yellow

PACS data entry function will be eliminated. Where employees have been impacted

as a result of this change, they have been incorporated and shown in the attachedExhibit identified as EXHIBIT OFFICE CLERICAL IMPACT.

As a result of the merger of Yellow and Roadway into a single carrier, Roadway will

move the regionalized customer appointments currently performed by the CustomerCare Centers back to the local terminal. No employees are impacted as a result of

this change.

As a result of the merger of Yellow and Roadway into a single carrier, remote workfor smaller terminals currently performed by larger locations will move back to the

local terminal. No employees are impacted as a result of this change.

As a result of the merger of Yellow and Roadway into a single carrier, the Yellow bill

entry function will be eliminated with work moves being offered at a new billingcenter located in Topeka, KS. Where employees have been impacted as a result of

this change, they have been incorporated and shown in the attached Exhibit identified

as EXHIBIT - YELLOW BILL CONSOLIDATION IMPACT.


the Clerical functions at union facilities is shown in the attached Exhibit identified as

EXHIBIT - OFFICE CLERICAL IMPACT. Where facilities are lined up across fromeach other the work predominately follows from the losing to the gaining location.

MAINTENANCE OERATIONS

Yellow / Roadway

PRESENT OPERATION

Maintenance functions at union locations currently operate within their respective

company (Yellow and Roadway) or as provided for in prior Changes of Operation.

PROPOSED OPERATION


the Maintenance functions at union facilities is shown in the attached Exhibit

identified as EXHIBIT MAINTENANCE IMPACT.

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JANITOR OERATIONS

Yellow / Roadway

PRESENT OPERATION

Janitor functions at union locations currently operate within their respective company(Yellow and Roadway) or as provided for in prior Changes of Operation.

PROPOSED OPERATION

As a result of the merger of Yellow and Roadway into a single carrier, the impact onthe Maintenance functions at union facilities is shown in the attached Exhibit

identified as EXHIBIT - JANITOR IMPACT.

Summary of Labor Impacts by ClassificationYellow / Roadway

(Change in work)

Classification Gains Loss NetLocal Dock 645 -645 0

P&D 843 -1269 -426

Utility 70 -410 -340

Transfer Dock 1143 -1038 105

Switch 228 -205 23

Road Driver 2078 -2309 -231

Mechanic 271 -315 -44

Clerks 223 -239 -16

Billing 45 -45 0

Janitor 1 -1 0

TOTAL 5,549 - 6,478 -929

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TOLEDO, OH

REGIONAL SERVICE CENTER

LOCAL CARTAGE

PRESENT OPERATION - Roadway

Toledo, OH currently serves as a Regional Service Center.

PROPOSED OPERATION YRC Inc.

As a result of the network realignments as described in this Change of Operations, the

Toledo, OH Regional Service Center will close as a Regional Service Center andoperate as a Service Center in the new network.

ROAD


Toledo, OH is an established over-the-road domicile with primaries as established by

previous Changes of Operation.


As a result of the network realignments as described in this Change of Operations, theToledo, OH road operation will be reduced with primary and overlay runs as listed in

the attachments Road Driver Primaries and Road Driver Overlays.

MECHANICS


Toledo, OH is an established maintenance operation as established by previous Changes

of Operation.



Toledo, OH maintenance operation will be reduced as described in the attachedExhibit - MECHANICS.

AKRON / CLEVELAND / RICHFIELD, OH


LOCAL CARTAGE


Akron, OH currently serves as a Regional Service Center.

PRESENT OPERATION - Yellow

Cleveland / Richfield, OH currently serves as a Regional Service Center.

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As a result of the network realignments as described in this Change of Operations, theRoadway Akron, OH Regional Service Center will close as a Regional Service Center

and operate as a Service Center in the new network.

As a result of the network realignments as described in this Change of Operations, theYellow Cleveland / Richfield, OH Regional Service Centers will operate as a

Regional Service Centers in the new network absorbing freight handling functionsfrom Roadways Akron terminal.

ROAD


Akron, OH is an established over-the-road domicile with primaries as established by



Cleveland / Richfield, OH is an established over-the-road domicile with primaries as

established by previous Changes of Operation.



Roadway Akron, OH road operation will be reduced. As a result of the network realignments as described in this Change of Operations, the

Cleveland / Richfield, OH road board will operate as the main relay in Northeast

Ohio absorbing relay functions from Roadways Akron relay with primary andoverlay runs as listed in the attachments Road Driver Primaries and Road Driver

Overlays.

MECHANICS


Akron, OH is an established maintenance operation as established by previous Changes

of Operation.


Cleveland / Richfield, OH is an established maintenance operation as established by




Akron, OH maintenance operation will be reduced as described in the attachedExhibit - MECHANICS.


Cleveland / Richfield, OH maintenance operation will absorb work from the

Roadway Akron facility and gain as described in the attached Exhibit -MECHANICS.

12/24/2008 18


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KANSAS CITY, KS


LOCAL CARTAGE


Kansas City, KS currently serves as a Regional Service Center.


Kansas City, MO currently serves as a Regional Service Center.



Roadway Kansas City, KS Regional Service Center will close as a Regional Service

Center and operate as a Service Center in the new network.


Yellow Kansas City, MO Regional Service Center will operate both as a Regional

Service Center and a Service Center in the new network absorbing the freight

handling functions from the Roadway Kansas City terminal.

ROAD


Kansas City, KS is an established over-the-road domicile with primaries as established byprevious Changes of Operation.


Kansas City, MO is an established over-the-road domicile with primaries as established

by previous Changes of Operation.



Roadway Kansas City, KS road operation will be reduced with primary runs as listed

in the attachments Road Driver Primaries and Road Driver Overlays.


Yellow Kansas City, MO road operation will absorb the relay functions from the

Roadway Kansas City, KS relay and operate with primary runs as listed in theattachments Road Driver Primaries and Road Driver Overlays.

CINCINNATI, OH

12/24/2008 19


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LOCAL CARTAGE


Cincinnati, OH currently serves as a Regional Service Center.

PRESENT OPERATION - YellowCincinnati, OH currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theYellow Cincinnati, OH Regional Service Center will close and operate as a Service

Center in the new network.

As a result of the network realignments as described in this Change of Operations, theRoadway Cincinnati, OH Regional Service Center will absorb the freight handling

functions from the Yellow Cincinnati terminal.

ROAD


Cincinnati, OH is an established over-the-road domicile with primaries as established by



Cincinnati, OH is an established over-the-road domicile with primaries as established by


PROPOSED OPERATION YRC Inc. As a result of the network realignments as described in this Change of Operations, the

Roadway Cincinnati, OH road operation will absorb the relay functions from theYellow Cincinnati relay and operate with primary runs as listed in the attachments

Road Driver Primaries and Road Driver Overlays.

MECHANICS


Cincinnati, OH is an established maintenance operation as established by previousChanges of Operation.



Cincinnati, OH maintenance operation will gain work as described in the attached

Exhibit - MECHANICS.

INDIANAPOLIS, IN

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LOCAL CARTAGE


Indianapolis, IN currently serves as a Regional Service Center.

PRESENT OPERATION - YellowIndianapolis, IN currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theRoadway Indianapolis, IN Regional Service Center will close and operate as a

Service Center in the new network.

As a result of the network realignments as described in this Change of Operations, theYellow Indianapolis, IN Regional Service Center will absorb the freight handling

functions from the Roadway Indianapolis, IN terminal.

ROAD


Indianapolis, IN is an established over-the-road domicile with primaries as established by



Indianapolis, IN is an established over-the-road domicile with primaries as established by



As a result of the network realignments as described in this Change of Operations, theRoadway Indianapolis, IN road operation will be reduced and operate with primaryand overlay runs as listed in the attachments Road Driver Primaries and Road Driver

Overlays.

As a result of the network realignments as described in this Change of Operations, theYellow Indianapolis, IN road operation will absorb the relay functions from the

Roadway Indianapolis, IN relay and operate with primary and overlay runs as listed


MECHANICS

PRESENT OPERATION - RoadwayIndianapolis, IN is an established maintenance operation as established by previous

Changes of Operation.


Indianapolis, IN is an established maintenance operation as established by previous



12/24/2008 21


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Roadway Indianapolis, IN maintenance operation will be reduced as described in the

attached Exhibit - MECHANICS


Yellow Indianapolis, IN maintenance operation will gain work as described in the

attached Exhibit - MECHANICS.

ROCK ISLAND, IL


LOCAL CARTAGE

PRESENT OPERATION

Rock Island, IL currently serves as a Regional Service Center.

PROPOSED OPERATION


Rock Island, IL Regional Service Center will close and operate as a Service Center inthe new network.

ROAD

PRESENT OPERATION

Rock Island, IL is an established over-the-road domicile with primaries as established byprevious Changes of Operation.

PROPOSED OPERATION


Rock Island, IL road operation will be reduced and operate with primary and overlayruns as listed in the attachments Road Driver Primaries and Road Driver Overlays.

NORTH LIMA, OHROAD

PRESENT OPERATION

None.

PROPOSED OPERATION

As a result of the network realignments as described in this Change of Operations,North Lima, OH will be established as a road operation and operate with primary and

overlay runs as listed in the attachments Road Driver Primaries and Road Driver

Overlays.

PORTAGE, WIROAD

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PRESENT OPERATION

Portage, WI is an established over-the-road domicile with primaries as established byprevious Changes of Operation.

PROPOSED OPERATION

As a result of the network realignments as described in this Change of Operations,

Portage, WI will operate with primary and overlay runs as listed in the attachmentsRoad Driver Primaries and Road Driver Overlays.

MINNEAPOLIS / ST PAUL, MN


LOCAL CARTAGE

PRESENT OPERATION Roadway

Minneapolis / St. Paul, MN currently serves as a Regional Service Center.

PRESENT OPERATION Yellow

Minneapolis / St. Paul, MN currently serves as a Regional Service Center.



Roadway Minneapolis / St. Paul, MN Regional Service Center will close and operateas a Service Center in the new network.


Yellow Minneapolis / St. Paul, MN Regional Service Center will absorb the freighthandling functions from the Roadway Minneapolis terminal and operate as a

Regional Service Center in the new network.

ROAD


Minneapolis / St. Paul, MN is an established over-the-road domicile with primaries as



Minneapolis / St. Paul, MN is an established over-the-road domicile with primaries as



As a result of the network realignments as described in this Change of Operations, theRoadway Minneapolis / St. Paul, MN road operation will operate with primary and


Overlays.


Yellow Minneapolis / St. Paul, MN road operation will absorb the relay functions

12/24/2008 23


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from the Roadway Minneapolis, MN relay and operate with primary and overlay runs

as listed in the attachments Road Driver Primaries and Road Driver Overlays.

COLUMBUS, OH


LOCAL CARTAGE


Columbus, OH currently serves as a Regional Service Center.


Columbus, OH currently serves as a Service Center.



Roadway Columbus, OH Regional Service Center will close as a Regional Service

Center. As a result of the network realignments as described in this Change of Operations, the

Yellow Columbus, OH Regional Service Center will absorb the freight handlingfunctions from the Roadway Columbus terminal and operate as both a Velocity and

local Service Center in the new network.

ROAD


Columbus, OH is an established over-the-road domicile with primaries as established byprevious Changes of Operation.


Columbus, OH is an established over-the-road domicile with primaries as established by




Roadway Columbus, OH road operation will close.


Yellow Columbus, OH road operation will absorb the relay functions from the

Roadway Columbus, OH relay and operate with primary and overlay runs as listed in


MECHANICS


Columbus, OH is an established maintenance operation as established by previous



12/24/2008 24


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Columbus, OH is an established maintenance operation as established by previous




Roadway Columbus, OH maintenance operation will close.


Yellow Columbus, OH maintenance operation will absorb work from the RoadwayColumbus facility and gain work as described in the attached Exhibit -

MECHANICS.

ST. LOUIS, MO


LOCAL CARTAGE


St. Louis, MO currently serves as a Regional Service Center.


St. Louis, MO currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theRoadway St. Louis, MO Regional Service Center will close as a Regional Service



Yellow St. Louis, MO Regional Service Center will absorb the freight handlingfunctions from the Roadway St. Louis, MO terminal and operate as a Regional


ROAD


St. Louis, MO is an established over-the-road domicile with primaries as established by



St. Louis, MO is an established over-the-road domicile with primaries as established by




Roadway St. Louis, MO road operation will be reduced and operate with primary and


Overlays.


Yellow St. Louis, MO road operation will absorb the relay functions from the

Roadway St. Louis, MO relay and operate with primary and overlay runs as listed inthe attachments Road Driver Primaries and Road Driver Overlays.

12/24/2008 25


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MECHANICS


St. Louis, MO is an established maintenance operation as established by previous


PRESENT OPERATION - YellowSt. Louis, MO is an established maintenance operation as established by previousChanges of Operation.



Roadway St. Louis, MO maintenance operation will be reduced as described in the



Yellow St. Louis, MO maintenance operation will gain work as described in the


CHICAGO, IL


LOCAL CARTAGE


Chicago, IL currently serves as a Regional Service Center.


Chicago, IL currently serves as a Regional Service Center.

PROPOSED OPERATION


Roadway Chicago, IL Regional Service Center will operate as a Regional Service



Yellow Chicago, IL Regional Service Center will operate as a Regional Service


ROAD


Chicago, IL is an established over-the-road domicile with primaries as established byprevious Changes of Operation.


Chicago, IL is an established over-the-road domicile with primaries as established by



12/24/2008 26


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Roadway Chicago, IL road operation will operate with primary and overlay runs as

listed in the attachments Road Driver Primaries and Road Driver Overlays.


Yellow Chicago, IL road operation will operate with primary and overlay runs as

listed in the attachments Road Driver Primaries and Road Driver Overlays.

SPRINGFIELD, MO


LOCAL CARTAGE


Springfield, MO currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theSpringfield, MO Regional Service Center will be reduced and operate as a Velocity

Hub in the new network.

ROAD


Springfield, MO is an established over-the-road domicile with primaries as established by



As a result of the network realignments as described in this Change of Operations, theSpringfield, MO road operation will operate with primary and overlay runs as listed


MECHANICS


Springfield, MO is an established maintenance operation as established by previousChanges of Operation.


As a result of the network realignments as described in this Change of Operations, theSpringfield, MO maintenance operation will gain work as described in the attachedExhibit - MECHANICS.

COLDWATER, MI

REGIONAL SERVICE CENTER12/24/2008 27


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LOCAL CARTAGE


Coldwater, MI currently serves as a Velocity Hub.



Coldwater, MI Velocity Hub will operate as both a Velocity Hub and a local ServiceCenter in the new network.

ROAD


Coldwater, MI is an established over-the-road domicile with primaries as established byprevious Changes of Operation.



Coldwater, MI road operation will operate with primary and overlay runs as listed inthe attachments Road Driver Primaries and Road Driver Overlays.

MECHANICS


Coldwater, MI is an established maintenance operation as established by previous




Coldwater, MI maintenance operation will gain work as described in the attachedExhibit - MECHANICS.

STROUDSBURG, PA


LOCAL CARTAGE

PRESENT OPERATION

Stroudsburg, PA currently serves as a Regional Service Center.

PROPOSED OPERATION


Stroudsburg, PA Regional Service Center will close and operate as a Service Centerin the new network.

ROAD

PRESENT OPERATION

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Stroudsburg, PA is an established over-the-road domicile with primaries as established by


PROPOSED OPERATION


Stroudsburg, PA road operation will be reduced and operate with primary and overlayruns as listed in the attachments Road Driver Primaries and Road Driver Overlays.

MECHANICS


Stroudsburg, PA is an established maintenance operation as established by previous



As a result of the network realignments as described in this Change of Operations, theStroudsburg, PA maintenance operation will be reduced as described in the attached


HARRISBURG, PA


LOCAL CARTAGE


Harrisburg, PA currently serves as a Regional Service Center.


Harrisburg, PA currently serves as a Velocity Hub with no city operation.



Harrisburg, PA Regional Service Center will absorb the freight handling functionsfrom the Yellow Harrisburg, PA and Lancaster, PA terminals and operate as a

Regional Service Center in the new network.

ROAD


Harrisburg, PA is an established over-the-road domicile with primaries as established byprevious Changes of Operation.


Harrisburg, PA is an established over-the-road domicile with primaries as established by


PROPOSED OPERATION


Roadway Harrisburg, PA road operation will absorb the relay functions from the

12/24/2008 29


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Yellow Harrisburg, PA and Lancaster, PA relays and operate with primary and


Overlays.

MECHANICS


Harrisburg, PA is an established maintenance operation as established by previousChanges of Operation.


Harrisburg, PA is an established maintenance operation as established by previous




Roadway Harrisburg, PA maintenance operation will absorb work from the Yellow

Harrisburg and Lancaster facilities and gain work as described in the attached Exhibit

- MECHANICS. As a result of the network realignments as described in this Change of Operations, the

Yellow Harrisburg, PA maintenance operation will close.

LANCASTER, PA


LOCAL CARTAGE


Lancaster, PA currently serves as a Regional Service Center.



Lancaster, PA Regional Service Center will close and operate as a Service Center in

the new network.

ROAD


Lancaster, PA is an established over-the-road domicile with primaries as established by




Yellow Lancaster, PA road operation will be reduced and operate with primary andoverlay runs as listed in the attachments Road Driver Primaries and Road Driver

Overlays.

MECHANICS


12/24/2008 30


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Lancaster, PA is an established maintenance operation as established by previous




Yellow Harrisburg, PA maintenance operation will be reduced as described in theattached Exhibit - MECHANICS.

NEWBURGH/MAYBROOK, NY


LOCAL CARTAGE


Newburgh, NY currently serves as a Velocity Center.


Maybrook, NY currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theYellow Maybrook, NY Service Center will absorb the freight handling functions from

the Roadway Newburg terminal and operate as a Regional Service Center in the new

network.

ROAD


Newburgh, NY is an established over-the-road domicile with primaries as established byprevious Changes of Operation.


Maybrook, NY is an established over-the-road domicile with primaries as established by



As a result of the network realignments as described in this Change of Operations, theYellow Maybrook, NY road operation will absorb the relay functions from the

Roadway Newburgh relay and operate with primary and overlay runs as listed in the

attachments Road Driver Primaries and Road Driver Overlays.

MECHANICS


Maybrook, NY is an established maintenance operation as established by previous



12/24/2008 31


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Maybrook, NY maintenance operation will gain work as described in the attached


BUFFALO, NY


LOCAL CARTAGE


Buffalo, NY currently serves as a Regional Service Center.


Buffalo, NY currently serves as a Regional Service Center.



Yellow Buffalo, NY Regional Service Center will absorb the freight handlingfunctions from the Roadway Buffalo terminal and operate as both a Regional and


ROAD


Buffalo, NY is an established over-the-road domicile with primaries as established by


PRESENT OPERATION - YellowBuffalo, NY is an established over-the-road domicile with primaries as established byprevious Changes of Operation.


As a result of the network realignments as described in this Change of Operations, theYellow Buffalo, NY road operation will absorb the relay functions from the Roadway

Buffalo relay and operate with primary and overlay runs as listed in the attachments

Road Driver Primaries and Road Driver Overlays.

MECHANICS


Buffalo, NY is an established maintenance operation as established by previous Changes

of Operation.



Buffalo, NY maintenance operation will close.

WINSTON, NC

REGIONAL SERVICE CENTER12/24/2008 32


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LOCAL CARTAGE


Winston, NC currently serves as a Regional Service Center.



Winston, NC Regional Service Center will close as a Regional Service Center andoperate as a Service Center in the new network.

ROAD


Winston, NC is an established over-the-road domicile with primaries as established byprevious Changes of Operation.

PROPOSED OPERATION

As a result of the network realignments as described in this Change of Operations, theWinston, NC road operation will be reduced and operate with primary and overlay

runs as listed in the attachments Road Driver Primaries and Road Driver Overlays.

MECHANICS


Winston, NC is an established maintenance operation as established by previous Changes

of Operation.



Winston, NC maintenance operation will be reduced as described in the attachedExhibit - MECHANICS.

CHARLOTTE, NC

SERVICE CENTER

LOCAL CARTAGE


Charlotte, NC currently serves as a Regional Service Center.



Charlotte, NC Regional Service Center will operate as both a Regional and as a local


ROAD


12/24/2008 33


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Charlotte, NC is an established over-the-road domicile with primaries as established by



Charlotte, NC is an established over-the-road domicile with primaries as established by



Roadway Charlotte, NC road operation be reduced and operate with primary and


Overlays.

MECHANICS


Charlotte, NC is an established maintenance operation as established by previous




Charlotte, NC maintenance operation will absorb work from the Roadway Winston

facility and gain work as described in the attached Exhibit - MECHANICS.

RICHMOND, VA

SERVICE CENTER

LOCAL CARTAGE


Richmond, VA currently serves as a Regional Service Center.


Richmond, VA currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theRoadway Richmond, VA Service Center will close.


Yellow Richmond, VA Regional Service Center will close as a Regional ServiceCenter and operate as a Service Center in the new network.

ROAD


Richmond, VA is an established over-the-road domicile with primaries as established by



Richmond, VA is an established over-the-road domicile with primaries as established by


12/24/2008 34


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As a result of the network realignments as described in this Change of Operations, theYellow Richmond, VA road operation will be reduced and operate with primary and


Overlays.

NASHVILLE, TN


LOCAL CARTAGE


Nashville, TN currently serves as a Regional Service Center.


Nashville, TN currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theRoadway Nashville, TN Regional Service Center will close.


Yellow Nashville, TN Regional Service Center will absorb the freight handlingfunctions from the Roadway Nashville terminal and operate as both a Regional and

local Service Center in the new network..

.

ROAD


Nashville, TN is an established over-the-road domicile with primaries as established by



Nashville, TN is an established over-the-road domicile with primaries as established by



As a result of the network realignments as described in this Change of Operations, theRoadway Nashville, TN road operation will close.


Yellow Nashville, TN road operation will absorb the relay functions from the

Roadway Nashville relay and operate with primary and overlay runs as listed in theattachments Road Driver Primaries and Road Driver Overlays.

MECHANICS


12/24/2008 35


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Nashville, TN is an established maintenance operation as established by previous



Nashville, TN is an established maintenance operation as established by previous



As a result of the network realignments as described in this Change of Operations, theRoadway Nashville, TN maintenance operation will close.


Yellow Nashville, TN maintenance operation will absorb work from the RoadwayNashville facility and gain work as described in the attached Exhibit - MECHANICS.

KNOXVILLE, TN

SERVICE CENTER

LOCAL CARTAGE


Knoxville, TN currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theKnoxville, TN Regional Service Center will close as a Regional Service Center and

operate as a Service Center in the new network.

ROAD

PRESENT OPERATION - RoadwayKnoxville, TN is an established over-the-road domicile with primaries as established byprevious Changes of Operation.


As a result of the network realignments as described in this Change of Operations, theKnoxville, TN road operation will be reduced and operate with primary and overlay

runs as listed in the attachments Road Driver Primaries and Road Driver Overlays.

ATLANTA, GA


LOCAL CARTAGE

12/24/2008 36


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Atlanta, GA currently serves as a Regional Service Center.


Atlanta, GA currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theRoadway Atlanta, GA Regional Service Center will close as a Regional Service


As a result of the network realignments as described in this Change of Operations, theYellow Atlanta, GA Regional Service Center will absorb the freight handling

functions from the Roadway Atlanta terminal and operate as both a Regional and


ROAD


Atlanta, GA is an established over-the-road domicile with primaries as established byprevious Changes of Operation.


Atlanta, GA is an established over-the-road domicile with primaries as established by




Roadway Atlanta, GA road operation will close and operate with primary and overlayruns as listed in the attachments Road Driver Primaries and Road Driver Overlays.


Yellow Atlanta, GA road operation will absorb the relay functions from the Roadway

Atlanta relay and operate with primary and overlay runs as listed in the attachmentsRoad Driver Primaries and Road Driver Overlays.

MECHANICS


Atlanta, GA is an established maintenance operation as established by previous Changes

of Operation.


Atlanta, GA is an established maintenance operation as established by previous Changes

of Operation.



Roadway Atlanta, GA maintenance operation will be reduced as described in the


12/24/2008 37


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Yellow Atlanta, GA maintenance operation will absorb work from the Roadway

Atlanta facility and gain work as described in the attached Exhibit - MECHANICS.

VALDOSTA, GA


LOCAL CARTAGE


Valdosta, GA currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theValdosta, GA Regional Service Center will operate as both a Regional and local


ROAD


Valdosta, GA is an established over-the-road domicile with primaries as established by




Valdosta, GA road operation will operate with primary and overlay runs as listed in


MECHANICS


Valdosta, GA is an established maintenance operation as established by previous



As a result of the network realignments as described in this Change of Operations, theRoadway Valdosta, GA maintenance operation will gain work as described in the


DALLAS, TX


LOCAL CARTAGE


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Dallas, TX currently serves as a Regional Service Center.


Dallas, TX currently serves as a Regional Service Center.



Roadway Dallas, TX Regional Service Center will close and operate as a ServiceCenter in the new network.


Yellow Dallas, TX Regional Service Center will absorb the freight handling functions

from the Roadway Dallas terminal and operate as a Regional Service Center in the

new network..

ROAD


Dallas, TX is an established over-the-road domicile with primaries as established byprevious Changes of Operation.


Dallas, TX is an established over-the-road domicile with primaries as established by




Roadway Dallas, TX road operation will close and operate with primary and overlay

runs as listed in the attachments Road Driver Primaries and Road Driver Overlays. As a result of the network realignments as described in this Change of Operations, the

Yellow Dallas, TX road operation will absorb the relay functions from the RoadwayDallas relay and operate with primary and overlay runs as listed in the attachmentsRoad Driver Primaries and Road Driver Overlays.

MECHANICS


Dallas, TX is an established maintenance operation as established by previous Changesof Operation.


Dallas, TX is an established maintenance operation as established by previous Changesof Operation.



Roadway Dallas, TX maintenance operation will be reduced as described in the

attached Exhibit - MECHANICS. As a result of the network realignments as described in this Change of Operations, the

Yellow Dallas, TX maintenance operation will absorb work from the Roadway Dallas

facility and gain work as described in the attached Exhibit - MECHANICS.

12/24/2008 39


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As a result of the network realignments as described in this Change of Operations, a

maintenance facility will be established at the new Dallas, TX (DFW terminal) and

gain work as described in the attached Exhibit - MECHANICS.


Yellow Garland, TX maintenance operation will be close.

MERIDIAN, MS


LOCAL CARTAGE


Meridian, MS currently serves as a Regional Service Center.



Roadway Meridian, MS Regional Service Center will close as a Regional ServiceCenter and operate as a service center in the new network.

ROAD

PRESENT OPERATION

Meridian, MS is an established over-the-road domicile with primaries as established by


PROPOSED OPERATION

As a result of the network realignments as described in this Change of Operations, theMeridian, MS road operation will close and operate with primary and overlay runs aslisted in the attachments Road Driver Primaries and Road Driver Overlays.

MECHANICS


Meridian, MS is an established maintenance operation as established by previousChanges of Operation.


As a result of the network realignments as described in this Change of Operations, theMeridian, MS maintenance operation will be reduced as described in the attached


JACKSON, MS

12/24/2008 40


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LOCAL CARTAGE


Jackson, MS currently serves as a Regional Service Center.


Yellow Jackson, MS Regional Service Center will absorb the freight handling

function from Meridian and operate as both a Regional and local Service Center in

the new network.

ROAD


Jackson, MS is an established over-the-road domicile with primaries as established by




Jackson, MS road operation will absorb the relay function from Meridian and operatewith primary and overlay runs as listed in the attachments Road Driver Primaries and

Road Driver Overlays.

MECHANICS


Jackson, MS is an established maintenance operation as established by previous Changes

of Operation.



Yellow Jackson, MS maintenance operation will absorb work from the Roadway

Meridian facility and gain work as described in the attached Exhibit - MECHANICS.

HOUSTON, TX


LOCAL CARTAGE


Houston, TX currently serves as a Regional Service Center.

12/24/2008 41


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Houston, TX Regional Service Center will close as a Regional Service Center andoperate as a Service Center in the new network.

ROAD

PRESENT OPERATION - RoadwayHouston, TX is an established over-the-road domicile with primaries as established byprevious Changes of Operation.


As a result of the network realignments as described in this Change of Operations, theRoadway Houston, TX road operation will be reduced and operate with primary and


Overlays.

MEMPHIS, TN


LOCAL CARTAGE


Memphis, TN currently serves as a Regional Service Center.


Memphis, TN currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theRoadway Memphis, TN Regional Service Center will absorb the freight handling

function from Yellows Memphis and operate as both a Regional and local Service



Yellow Memphis, TN Regional Service Center will close as a Regional Service


ROAD


Memphis, TN is an established over-the-road domicile with primaries as established byprevious Changes of Operation.


Memphis, TN is an established over-the-road domicile with primaries as established by


12/24/2008 42


43/103


As a result of the network realignments as described in this Change of Operations, theRoadway Memphis, TN road operation will absorb the relay function from the

Yellow Memphis relay and operate with primary and overlay runs as listed in the

attachments Road Driver Primaries and Road Driver Overlays.


Yellow Memphis, TN road operation will close and operate with primary and overlayruns as listed in the attachments Road Driver Primaries and Road Driver Overlays.

MECHANICS


Memphis, TN is an established maintenance operation as established by previous



Memphis, TN is an established maintenance operation as established by previous



As a result of the network realignments as described in this Change of Operations, theRoadway Memphis maintenance operation will absorb work from the Yellow

Memphis facility and gain work as described in the attached Exhibit - MECHANICS.

As a result of the network realignments as described in this Change of Operations, theYellow Memphis, TN maintenance operation will be reduced as described in the


OKLAHOMA CITY, OK


LOCAL CARTAGE


Oklahoma City, OK currently serves as a Regional Service Center.


Oklahoma City, OK currently serves as a Regional Service Center.


Roadway Oklahoma City, OK Regional Service Center will close.


Yellow Oklahoma City, OK Regional Service Center will absorb the freight handling

function for the Roadway Oklahoma City terminal and operate as both a Regional and


ROAD

12/24/2008 43


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Oklahoma City, OK is an established over-the-road domicile with primaries asestablished by previous Changes of Operation.


Oklahoma City, OK is an established over-the-road domicile with primaries as




Yellow Oklahoma City, OK road operation will absorb the relay function from theRoadway Oklahoma City relay and operate with primary and overlay runs as listed in


MECHANICS


Oklahoma City, OK is an established maintenance operation as established by previousChanges of Operation.


Oklahoma City, OK is an established maintenance operation as established by previous




Roadway Oklahoma City maintenance operation will close.


Yellow Oklahoma City, OK maintenance operation will absorb work from the

Roadway Oklahoma City facility and gain work as described in the attached Exhibit -MECHANICS.

SHREVEPORT, LA


LOCAL CARTAGE


Shreveport, LA currently serves as a Regional Service Center.


12/24/2008 44


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Yellow Shreveport, LA Regional Service Center will close and operate as a service

center in the new network.

ROAD


Shreveport, LA is an established over-the-road domicile with primaries as established byprevious Changes of Operation.



Shreveport, LA road operation will close and operate with primary and overlay runsas listed in the attachments Road Driver Primaries and Road Driver Overlays.

SAN ANTONIO, TX


LOCAL CARTAGE


San Antonio, TX currently serves as a Regional Service Center.



Yellow San Antonio, TX Regional Service Center will close and operate as a servicecenter in the new network.

ROAD


San Antonio, TX is an established over-the-road domicile with primaries as establishedby previous Changes of Operation.


As a result of the network realignments as described in this Change of Operations, theSan Antonio, TX road operation will close and operate with primary and overlay runs

as listed in the attachments Road Driver Primaries and Road Driver Overlays.

SACRAMENTO, CAREGIONAL SERVICE CENTER

LOCAL CARTAGE


Sacramento, CA currently serves as a Regional Service Center.


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Sacramento, CA Regional Service Center will close and operate as a service center in

the new network.

ROAD


Sacramento, CA is an established over-the-road domicile with primaries as established byprevious Changes of Operation.



Sacramento, CA road operation will close and operate with primary and overlay runsas listed in the attachments Road Driver Primaries and Road Driver Overlays.

TRACY, CA


LOCAL CARTAGE


Tracy, CA currently serves as a Regional Service Center.



Tracy, CA Regional Service Center will absorb the freight handling function from the

Roadway Sacramento terminal and operate as both a Regional and local ServiceCenter in the new network.

ROAD


Tracy, CA is an established shuttle domicile with primaries as established by previous




Tracy, CA road operation will absorb the relay function from the RoadwaySacramento relay and operate with primary and overlay runs as listed in the

attachments Road Driver Primaries and Road Driver Overlays with their shuttle board

drivers. MECHANICS


Tracy, CA is an established maintenance operation as established by previous Changes ofOperation.


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Tracy, CA maintenance operation will gain work as described in the attached Exhibit

- MECHANICS.

BLOOMINGTON, CA


LOCAL CARTAGE


Bloomington, CA currently serves as a Regional Service Center.


As a result of the network realignments as described in this Change of Operations, theBloomington, CA Re

YRCW 2009 Change of Operations

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