NOTE: This order is nonprecedential.

miniteb ~tate~ <!Court of §ppeal~

for tbe jfeberal <!Circuit

ALLEY'S OF KINGSPORT, INC., ARROW FORD,

INC., AXELROD CHRYSLER DODGE JEEP, INC.,

AXELROD CHRYSLER, INC., BARRY DODGE INC.,

BENNETT AUTOPLEX INC., BENSON MOTOR

INC., BOB TAYLOR JEEP, INC., BONDY'S FORD,

INC., BROTHER'S MOTORS, INC., CARDENAS

MOTORS, INC., CARSON AUTOMOTIVE INC.,

CDOHY, INC., CRAIN CDJ, LLC, CUNNINGHAM

CHRYSLER JEEP, INC., CURFIN INVESTMENTS,

INC., DET AUTOMOTIVE GROUP, INC., DJ-MACK

INC., DON PHILLIPS & SON SR. ENTERPRISES,

INC., DOUGLAS AUTOMOTIVE GROUP, INC.,

ERTLEY CHRYSLER JEEP DODGE, LLC,

FITZGERALD AUTO MALLS, INC., FT

AUTOMOTIVE II, LLC, FT AUTOMOTIVE IV, LLC,

G.K. ALCOMBRACK, INC., GOLDEN MOTORS,

INC., HAHN MOTOR COMPANY, HOOVER

MOTORS HOLDING CO., INC., HOOVER DODGE,

INC., I.M. JARRETT & SON, INC., JEFF HUNTER

MOTORS, INC., JOHNSON COUNTY MOTORS, L.C.,

BILL KAY SUZUKI, INC., KINGSTON DODGE, INC.,

LFCJ, INC., MANCARI'S OF ORLAND HILLS, INC.,

MARKETPLACE SUZUKI, INC., MARSTALLER

MOTORS, INC., MELCHIORRE, INC., MILLERCAMPBELL COMPANY, MILLER MOTOR CAR

CORPORATION, MILNER O'QUINN CHRYSLER

DODGE JEEP, INC., MORONG BRUNSWICK, NEIL

Case: 12-135 Document: 21 Page: 1 Filed: 11/29/2012
ALLEY'S OF KINGPORT V. US 2

HUFFMAN ENTERPRISES, INC., NEIL HUFFMAN,

INC., PAINTER SALES AND LEASING, PAINTER'S

SUN COUNTRY CHRYSLER, INC., PEN MOTORS,

INC., PLEASANT VALLEY MOTORS, INC.,

PRESTON CHRYSLER JEEP, INC., PRIDE

CHRYSLER JEEP, INC., REUTHER DODGE LLC,

REUTHER'S INVESTMENT COMPANY, RFJS

COMPANY, LLC, SCK, INC., SCOTIA MOTORS,

INC., SHOEMAKER AUTO GROUP, INC., SOUTH

SHORE AUTO LINES, INC., STAR CHRYSLER,

INC., TAMAROFF 12 MILE MOTORS, INC.,

TARBOX CHRYSLER JEEP, LLC, TARBOX

MOTORS INC., TENAFLY CHRYSLER JEEP, INC.,

THE UNION SALES COMPANY, THOMAS SALES &

SERVICE, INC., VERONA MOTOR SALES, INC.,

WACO DODGE SALES, INC., WALKER MOTORS,

INC., WESTMINSTER DODGE, INC., WHEATON

MOTOR CITY, INC., WHEELER LEASING CO. II,

INC., WHITEY'S, INC., WILLIAM T. PRITCHARD,

INC., WYCKOFF CHRYSLER, INC., YOUNG

VOLKSWAGEN, INC., A&D AUTO SALES, INC.,

ARCHER CHRYSLER JEEP WEST, INC., ARCHER

CHRYSLER PLYMOUTH, INC., ARCHER DODGE,

INC., ARCHER FINANCIAL HOLDINGS,

INC., BOARDWALK AUTO CENTER, INC., BOB

LUEGERS MOTORS, INC., BOB ROHRMAN

MOTORS, INC., BURKE AUTOMOTIVE GROUP,

INC., BURKE BROTHERS, INC., BY FISHEL'S

JEEPS, INC., CARSON CJ, LLC; CENTURY

DODGE, INC., CHILSON, INC., CLARKSTON

MOTORS, INC., COLEMAN AUTO GROUP, INC.,

COLEMAN CHRYSLER JEEP, INC., COUNTRY

MOTORS, INC., DAVE CROFT MOTORS, INC.,

DODGE OFENGLEWOOD, INC., DON DRENNEN

Case: 12-135 Document: 21 Page: 2 Filed: 11/29/2012
3 ALLEY'S OF KINGPORT V. US

CHRYSLER JEEP, INC., DONATO & SON'S JEEP,

INC., EJE, INC., EL DORADO MOTORS, INC.,

ELHART DODGE, INC., ELHART PONTIAC-GMC

TRUCK, INC., FORT MORGAN AUTO CENTER,

INC., FOX HILLS MOTOR SALES, INC., GRAYSON

PONTIAC, INC., GRESHAM CHRYSLER JEEP,

INC., GRUBBS NISSAN MID-CITIES LIMITED,

HAMILTON CHRYSLER, INC., HARVEY M.

HARPER CO., ISLAND JEEP, INC., JAMES W.

HALTERMAN, INC., JELMAC LLC, JIM MARSH

AMERICAN CORPORATION, JOHN CULLEN

DODGE, LLC, KITAGAWA MOTORS, INC.,

KOVATCH FORD, INC., LEE PETERSON MOTORS,

INC., LENIHAN JEEP, INC., LIVONIA CHRYSLER

JEEP, INC., LUNT MOTOR COMPANY, MANUEL

DODGE, LTD., MATT MONTGOMERY, INC.,

MATTHEWS CHRYSLER, INC., MT. CLEMENS

DODGE, INC., NEW CITY AUTO SALES, INC.,

NORTHGLENN DODGE, INC., QUALITY JEEPCHRYSLER, INC., RHODEN AUTO CENTER, INC.,

RICHARD CHRYSLER JEEP, INC., RIVERSIDE

AUTO SALES OFMARQUETTE, INC., ROCK OF

TEXAS AUTOMOTIVE, INC., ROHR- ALPHA

MOTORS, INC., SCOTT CHEVROLET, INC.,

SIEMANS IMPORTS, INC., SOUTHEAST

AUTOMOTIVE, INC., TAYLOR & SONS, INC., TED

BRITT OF FREDERICKSBURG, INC., TETON

MOTORS, INC., TOMSIC MOTOR COMPANY,

TRANSIT LLC, TRI-STATE AUTOMOTIVE

ASSOCIATES, INC., URKA AUTO CENTER, INC.,

VALLEY DODGE, INC., VIC OSMAN LINCOLNMERCURY, INC., VILLAGE CHRYSLER JEEP, INC.,

WALLACE CHRYSLER JEEP, LLC, WESTSIDE

DODGE, INC., WRIGHT DODGE, LLC, AND LOU

BACHRODT CHEVROLET, INC.,

Plaintiffs-Respondents,

Case: 12-135 Document: 21 Page: 3 Filed: 11/29/2012
ALLEY'S OF KINGPORT V. US

v.

UNITED STATES,

Defendant-Petitioner.

Miscellaneous Docket No. 134

4

On Petition for Permission to Appeal pursuant to 28

U.S.C. § 1292(d) from the United States Court of Federal

Claims in case no. 11-CV-0100, Senior Judge Robert H.

Hodges, Jr.

COLONIAL CHEVROLET CO., INC., AND MIKE

FINNIN MOTORS, INC.,

Plaintiffs-Respondents,

v.

UNITED STATES,

Defendant-Petitioner.

Miscellaneous Docket No. 135

On Petition for Permission to Appeal pursuant to 28

U.S.C. § 1292(d) from the United States Court of Federal

Claims in case no. 10-CV-0647, Senior Judge Robert H.

Hodges, Jr.

ON PETITION FOR PERMISSION TO APPEAL

Case: 12-135 Document: 21 Page: 4 Filed: 11/29/2012
5 ALLEY'S OF KINGPORT V. US

Before RADER, Chief Judge, LOURIE and SCHALL, Circuit

Judges.

SCHALL, Circuit Judge.

ORDER

The United States petitions for permission to appeal

from orders certified by the United States Court of

Federal Claims as ones involving a controlling issue of

law as to which there is substantial ground for difference

of opinion and for which an immediate appeal may

materially advance the ultimate termination of these

similar suits. Alley's of Kingport, Inc. et al. and Colonial

Chevrolet Co., Inc. oppose. Alley's of Kingsport also

moves without opposition to reform the caption in 2012-

M134.

These petitions stem from complaints brought by

former owners of Chrysler and General Motors (GM)

automobile dealerships against the United States in the

Court of Federal Claims. The complaints allege that in

response to a global financial crisis, the United States

government invested billion of dollars in Chrysler and GM

as part of the Troubled Asset Relief Program and

Automotive Industry Financing Program. The complaints

further allege that as a condition of receiving funding, the

government forced Chrysler and GM to terminate

dealership franchise agreements through bankruptcy

proceedings. The thrust of the complaints is that the

forced termination of the franchise agreements amounted

to a taking for public use, and thus the government

should pay the plaintiffs just compensation.

The United States moved to dismiss in both cases on

the ground that the complaints neither allege sufficient

facts nor a viable legal theory that would support a

takings claim against the government, but Federal

Claims disagreed. The court acknowledged that the

Case: 12-135 Document: 21 Page: 5 Filed: 11/29/2012
ALLEY'S OF KINGPORT V. US 6

plaintiffs' allegations were unusual and their takings

theory did not "fit neatly into a normal takings

framework." Nonetheless, the court explained that

takings theories must be considered in accordance with

their surrounding events and circumstances, and that the

plaintiffs should have the opportunity to develop a case

that may turn out to be unique. Accordingly, Federal

Claims denied the government's motions to dismiss.

The United States asked Federal Claims to certify, for

interlocutory appeal under 28 U.S.C. § 1292(d), the

question of the complaints' adequacy. Federal Claims

agreed, and we also agree that the criteria for

interlocutory appeal under that section are met and that

these petitions should be granted and heard on the merits

by this court.

Accordingly,

IT Is ORDERED THAT:

(1) The petitions for permISSIOn to appeal are

granted.

(2) The motion to reform the caption is granted. The

revised official caption is reflected above.

(3) These cases shall be treated as companion cases

and be argued together before the same merits panel.

FOR THE COURT

/s/ Jan Horbaly

Jan Horbaly

Clerk

s19

Case: 12-135 Document: 21 Page: 6 Filed: 11/29/2012