IN RE CITATION CORPORATION

TAMARA MITCHELL, Chief Judge, Bankruptcy

This matter came to be heard upon the motion (the "Motion") of Citation Corporation ("Citation"), its holding company, and certain of its direct and indirect subsidiaries (the "Subsidiaries"), as debtors and debtors in possession (collectively, the "Debtors"), for an order authorizing joint administration of the Debtors' chapter 11 cases pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure (the "Bankruptcy Rules"). Upon consideration of the Affidavit of Charles P. Bloome in Support Chapter 11 Petitions and First Day Orders; the Court having jurisdiction to consider the Motion and the relief requested therein in accordance with 28 U.S.C. §§ 157 and 1334; due notice of the Motion having been provided to (1) the Office of the Bankruptcy Administrator for the United States Bankruptcy Court for the Northern District of Alabama, Southern Division (the "Bankruptcy Administrator"); (2) counsel to JPMorgan Chase Bank as Administrative Agent for the Debtors' prepetition lenders; (3) counsel to JPMorgan Chase Bank as Administrative Agent for the Debtors' proposed postpetition lenders; (4) the Debtors' twenty (20) largest unsecured creditors (on a consolidated basis); and (5) the District Director of Internal Revenue Service for the Northern District of Alabama; and it appearing that no other or further notice need be provided; the Court having determined that the relief sought in the Motion is in the best interests of the Debtors, their creditors, and all parties in interest; upon the Motion and all of the proceedings before this Court; and after due deliberation and sufficient cause appearing therefore, it is hereby

ORDERED that the Motion is GRANTED; and it is further

ORDERED that the chapter 11 cases shall be jointly administered pursuant to Bankruptcy Rule 1015(b); and it is further

ORDERED that joint administration of the Debtors' cases includes:

(a) The use of a single docket for administrative matters, including the list of claims filed and the filing, logging and docketing of pleadings in order;

(b) The combining of notices to creditors and other parties of interest;

(c) The scheduling of hearings;

(d) The filing of a single monthly operating report with the Bankruptcy Administrator by the Debtors;

(e) The joint handling of other administrative matters;

(f) The filing of a single proof of claim in the consolidated case with a statement therein against which of the affiliated entities the claim is filed;

and it is further ORDERED that the official caption of the jointly-administered case shall be as set forth in the attached Exhibit "1"; and it is further

ORDERED that the Debtors are to serve notice of the joint administration of these estates on all creditors and parties in interest, which notice shall substantially conform to the proposed notice attached hereto as Exhibit "2." Any creditors or parties in interest may file an objection to the entry of this Order on or before the expiration of twenty (20) days following receipt of the notice of joint administration; and it is further

ORDERED that the notice of the joint administration of these estates shall be separately filed and docketed in each of the Debtors' cases; and it is further

ORDERED that all subsequent pleadings and papers filed in these cases be filed electronically only in the joint case style and not in any of the other cases, except that proofs of claim may be filed in paper format (although electronic filing is preferred); and it is further

ORDERED that nothing contained in the Motion or this Order shall be construed to cause a substantive consolidation of the Debtors' chapter 11 cases. Exhibit "1"

Proposed Style of the Jointly-Administered Case

IN RE: ) ) Chapter 11 CITATION CORPORATION, et al., ) ) Case No. __________ Debtors. ) (Jointly Administered) Exhibit "2"

Proposed Notice to Creditors

IN RE: ) ) Chapter 11 CITATION CORPORATION, et al., ) ) Case No. __________ Debtors. ) (Jointly Administered)

TO CREDITORS AND PARTIES IN INTEREST:

PLEASE TAKE NOTICE, pursuant to Federal Rule of Bankruptcy Procedure 1015(b), the United States Bankruptcy Court for the Northern District of Alabama, Southern Division, has ordered the joint administration of the chapter 11 cases listed in the above caption and corresponding footnote.

Joint administration of the estates in each of the above-referenced cases includes:

(a). The use of a single docket for administrative matters, including the list of claims filed and the filing, logging and docketing of pleadings in order;

(b). the combining of notices to creditors and other parties of interest;

(c). the scheduling of hearings;

(d). the filing of a single monthly operating report with the Office of the Bankruptcy Administrator for the United States Bankruptcy Court for the Northern District of Alabama by the Debtors; and

(e). the joint handling of other administrative matters; and

(f). the filing of a single proof of claim with a statement included therein against which of the affiliated entities the claim is filed.

Pursuant to the Court's Order, the official case caption of the Debtors' jointly-administered chapter 11 cases is the caption used in this Notice. All papers filed in the Debtors' chapter 11 cases shall use the official caption and case number as shown on this Notice and should indicate that the cases are jointly administered. No papers or pleadings shall be filed hereafter in any other case. To the extent that papers are misfiled, the Clerk of Court may — but is not required to — refile such misfiled pleading or paper in the correct case. The Debtors' estates have not been substantially consolidated.