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                                                                   EXHIBIT 10.20
                        FIFTH AMENDMENT TO LOAN AGREEMENT

      THIS FIFTH AMENDMENT TO LOAN AGREEMENT ("Amendment") is made as of the
31st day of August, 2005, by and among UNIVERSAL TRUCKLOAD SERVICES, INC., a
corporation organized and existing under the laws of Michigan with its principal
place of business at 11355 Stephens Road, Warren, Michigan 48089 (the
"Borrower"), UNIVERSAL AM-CAN, LTD., a corporation organized and existing under
the laws of Delaware with its principal place of business at 11355 Stephens
Road, Warren, Michigan 48089 ("Universal"), THE MASON AND DIXON LINES,
INCORPORATED, a corporation organized and existing under the laws of Delaware
with its principal place of business at 11355 Stephens Road, Warren, Michigan
48089 ("Mason Dixon"), MASON DIXON INTERMODAL, INC., a corporation organized and
existing under the laws of Michigan with its principal place of business at
11355 Stephens Road, Warren, Michigan 48089 ("Mason Intermodal"), ECONOMY
TRANSPORT, INC., a corporation organized and existing under the laws of Michigan
with its principal place of business at 11355 Stephens Road, Warren, Michigan
48089 ("Economy"), LOUISIANA TRANSPORTATION, INC., a corporation organized and
existing under the laws of Michigan with its principal place of business at
11355 Stephens Road, Warren, Michigan 48089 ("Louisiana"), GREAT AMERICAN LINES,
INC., a corporation organized and existing under the laws of Pennsylvania with
its principal place of business at 11355 Stephens Road, Warren, Michigan 48089
("Great American Lines"), GREAT AMERICAN LOGISTICS, INC., a corporation
organized and existing under the laws of Florida with its principal place of
business at 11355 Stephens Road, Warren, Michigan 48089 ("Great American
Logistics"), (Universal, Mason Dixon, Mason Intermodal, Economy, Louisiana,
Great American Lines and Great American Logistics, each a "Prior Co-Borrower"
sometimes herein collectively referred to as "Prior Co-Borrowers," and Universal
and Mason-Dixon each a "Co-Borrower" and sometimes collectively referred to as
"Co-Borrowers"), and FIRST TENNESSEE BANK NATIONAL ASSOCIATION, a national
banking association organized and existing under the statutes of the United
States of America, with its principal place of business at 165 Madison Avenue,
Memphis, Tennessee 38103 ("Bank").

                                Recitals of Fact

      Pursuant to the terms and provisions of that certain Loan Agreement ("Loan
Agreement"), bearing date of the 31st day of December, 2001, among Borrower,
Mason Dixon, Universal and the Bank, as amended by First Amendment to Loan
Agreement dated May 11, 2004, among Borrower, Mason Dixon, Universal and Mason
Intermodal, as amended by Second Amendment to Loan Agreement dated June 29,
2004, among Borrower, Mason Dixon, Universal, Mason Intermodal, Economy and
Louisiana, as amended by Third Amendment to Loan Agreement dated August 12, 2004
among Borrower and Prior Co-Borrowers, and as amended by Fourth Amendment to
Loan Agreement dated December 27, 2004, among Borrower and Prior Co-Borrowers.
Borrower and Prior Co-Borrowers have now requested that Mason Intermodal,
Economy, Louisiana, Great American Lines, and Great American Logistics no longer
be borrowers under the Loan Agreement, and that the Committed Amount be reduced
from Forty Million Dollars ($40,000,000.00) to Twenty Million Dollars
($20,000,000.00); and, as a result thereof, it is necessary to amend the Loan
Agreement.

      NOW, THEREFORE, for and in consideration of the premises, as set forth in
the Recitals of Fact, and other good and valuable considerations, the receipt
and sufficiency of which are hereby acknowledged, it is agreed by the parties as
follows:



                                   Agreements

      1. Section One of the Loan Agreement is hereby amended by amending the
definitions of "Loan Agreement", "Note," and "Security Agreement" as follows:

            "Loan Agreement" means this Loan Agreement between the Borrower,
      Universal, Mason Dixon and the Bank dated December 31, 2001, as amended by
      the First Amendment to Loan Agreement dated May 11, 2004, between
      Borrower, Universal, Mason Intermodal, Mason Dixon and the Bank, as
      amended by Second Amendment to Loan Agreement dated June 29, 2004, among
      Borrower, Universal, Mason Dixon, Mason Intermodal, Economy, Louisiana and
      Bank, as amended by Third Amendment to Loan Agreement dated August 12,
      2004, among Borrower, Universal, Mason Intermodal, Mason Dixon, Economy,
      Louisiana, Great American Lines and Great American Logistics, as amended
      by Fourth Amendment to Loan Agreement dated December 27, 2004, among
      Borrower, Universal, Mason Intermodal, Mason Dixon, Economy, Louisiana,
      Great American Lines and Great American Logistics, as amended by Fifth
      Amendment to Loan Agreement dated August 31, 2005, among Borrower,
      Co-Borrowers, and Bank.

            "Note" means the promissory note of the Borrower, Mason Dixon and
      Universal dated December 31, 2001, in the principal amount of Twenty
      Million Dollars ($20,000,000.00), payable to the order of the Bank, as
      amended by Amended and Restated Promissory Note of Borrower, Mason Dixon,
      Mason Intermodal and Universal dated May 11, 2004, in the principal amount
      of Twenty Million Dollars ($20,000,000.00), as amended by the Second
      Amended and Restated Promissory Note of Borrower, Mason Dixon, Universal,
      Mason Intermodal, Economy and Louisiana dated June 29, 2004, in the
      principal amount of Forty Million Dollars ($40,000,000.00), as amended by
      Third Amended and Restated Promissory Note of Borrower, Mason Dixon, Mason
      Intermodal, Universal, Economy, Louisiana, Great American Lines and Great
      American Logistics, dated August 12, 2004, in the principal sum of Forty
      Million Dollars ($40,000,000.00), and as amended by Fourth Amended and
      Restated Promissory Note of Borrower and Universal and Mason Dixon, dated
      August 31, 2005, in the principal sum of Twenty Million Dollars
      ($20,000.000.00), which evidences the Loan, as such note may be modified,
      renewed or extended from time to time; and any other note or notes
      executed at any time to evidence the Loan in whole or in part.

            "Security Agreement" shall mean the Universal Security Agreement and
      the Mason Dixon Security Agreement.

      2. (a) Sections 2.1 and 2.3 of the Loan Agreement are amended to read as
follows:

            2.1 The Commitment. Subject to the terms and conditions herein set
      out, the Bank agrees and commits, from time to time, from the Closing Date
      until the Termination Date, to make loan advances to the Borrower, and/or
      any Co-Borrower, and to issue letters of credit, all in an aggregate
      principal amount not to exceed, at any one time outstanding, the lesser of
      (a) Twenty Million Dollars ($20,000,000.00); or (b) the Borrower's
      Borrowing Base, as defined in Section One.

            2.3 The Note and Interest. (a) All advances with respect to the Loan
      shall be evidenced by a promissory note of the Borrower and Co-Borrowers,
      payable to the order of the Bank in the principal amount of Twenty Million
      Dollars ($20,000,000.00), in form substantially the same as the copy of
      the Note attached hereto as EXHIBIT "B." The entire principal amount of
      the Loan shall be due and payable on the Termination Date. The unpaid
      principal balances of the Loan shall bear interest from the Closing Date
      on disbursed and unpaid principal balances (calculated on the basis of a
      year of 360 days) at a rate per annum as specified in the Note. Said
      interest shall be payable monthly on the first (1st) day of each month
      after the Closing Date, with the final installment of interest being due
      and payable on the Termination Date, or on such earlier date as the Loan
      shall become due and payable.

                                       2


      (b) In the event that the Bank should at any time agree to increase the
Committed Amount, the Borrower and Co-Borrowers will either execute a new note
for the amount of such increase, or a new note fore the aggregate increased
Committed Amount; and in either event, the term "Note," as used herein, shall be
deemed to mean and include such new note, as the circumstances shall require.

      3. Section 6.8 of the Loan Agreement is hereby amended to read as follows:

            6.8 Financial Covenants. Maintain the following financial status as
      of the end of each fiscal quarter of the Borrower as hereinafter set
      forth, on a consolidated basis with all subsidiaries, and each defined
      term used in this Section 6.8, or incorporated or used in the calculations
      herein required of any defined term, shall be determined on a consolidated
      basis of Borrower, and all subsidiaries:

                  (i) As of the fiscal quarter ending March 31, 2005 and as of
            the end of each fiscal quarter thereafter, a Tangible Net Worth of
            not less than Twenty Million Dollars ($20,000,000.00).

                  (ii) As of the fiscal quarter ending March 31, 2005 and as of
            the end of each fiscal quarter thereafter, a ratio of total
            liabilities to Tangible Net Worth of no more than 2.0 to 1.0.

      4. A Section 8.4 is hereby added to read as follows

            8.4 Financial Covenants. Borrower will maintain the financial status
      described in Section 6.8, and each Co-Borrower will maintain the following
      financial status:

                  (i) Universal will maintain at all times a Tangible Net Worth
            no less than Three Million Five Hundred Thousand Dollars
            ($3,500,000.00).

                  (ii) Mason Dixon will maintain at all times a Tangible Net
            Worth no less than Twelve Million Five Hundred Thousand Dollars
            ($12,500,000.00).

      5. The Loan Agreement is further modified and amended by the deletion of
the prior EXHIBIT "B" and the addition of a new EXHIBIT "B," in form and
substance substantially the same as EXHIBIT "B" attached to this Amendment.

      6. All references to "Co-Borrowers" or any "Co-Borrower" shall mean
Universal or Mason Dixon.

      7. All references to the "Mason Intermodal Security Agreement," the
"Economy Security Agreement," the "Louisiana Security Agreement," the "Great
American Lines Security Agreement," and the "Great American Logistics Security
Agreement" are deleted in their entirety.

      8. All terms and provisions of the Loan Agreement which are inconsistent
with the provisions of this Amendment are hereby modified and amended to conform
hereto; and, as so modified and amended, the Loan Agreement is hereby ratified,
approved and confirmed. Except as otherwise may be expressly provided herein,
this Amendment shall become effective as of the date set forth in the initial
paragraph hereof.

      9. All references in all Loan Documents to the Loan Agreement shall,
except as the context may otherwise require, be deemed to constitute references
to the Loan Agreement as amended hereby.

                                       3


      IN WITNESS WHEREOF, the Borrower, Co-Borrowers and the Bank have caused
this Agreement to be executed by their respective officers, duly authorized so
to do, all as of the day and year first above written.

                                  CO-BORROWERS

UNIVERSAL AM-CAN, LTD.,                         LOUISIANA TRANSPORTATION, INC.,
a Delaware corporation                          a Michigan corporation

By:     /s/ D. B. Cochran                       By:     /s/ Michael L. Whitaker
        -------------------                             -----------------------
Title:  President                               Title:  President

THE MASON AND DIXON LINES, INCORPORATED,        GREAT AMERICAN LINES, INC.,
a Delaware corporation                          a Pennsylvania corporation

By:     /s/ Leo Blumenauer                      By:     /s/ William Knoebel Jr.
        -------------------                             -----------------------
Title:  President                               Title:  President

MASON DIXON INTERMODAL, INC.,                   GREAT AMERICAN LOGISTICS,
a Michigan corporation                          a Florida corporation

By:     /s/ J. H. Rubino                        By:     /s/ William Knoebel Jr.
        -------------------                             -----------------------
Title:  President                               Title:  President

ECONOMY TRANSPORT, INC.,
a Michigan corporation

By:     /s/ J. E. McManus
        ------------------
Title:  President

          BORROWER                                          BANK

UNIVERSAL TRUCKLOAD SERVICES, INC.,             FIRST TENNESSEE BANK NATIONAL
a Michigan corporation                          ASSOCIATION

By:     /s/ D. B. Cochran                       By:     /s/ Gavin Turner
        -------------------                             -----------------------
Title:  President and CEO                       Title:  Loan Officer

                                       4

                                                                   EXHIBIT 10.21

                     FOURTH AMENDMENT TO SECURITY AGREEMENT

      THIS AMENDMENT is made and entered into on this the 31st day of August,
2005, by and between UNIVERSAL AM-CAN, LTD., a Delaware corporation, whose
address is 11355 Stephens Road, Warren, Michigan 48089 ("Grantor"), and FIRST
TENNESSEE BANK NATIONAL ASSOCIATION, a national banking association, whose
address is 165 Madison Avenue, Memphis, Tennessee 38103, Attention: Commercial
Finance Division ("Bank").

                                Recitals of Fact

      Grantor as Debtor, has heretofore made, executed and delivered to the
Bank, as Secured Party, that certain Security Agreement bearing date of the 31st
day of December, 2001, as amended by the First Amendment to Security Agreement
dated May 11, 2004, and by the Second Amendment to Security Agreement dated June
29, 2004, and by the Third Amendment to Security Agreement dated August 12,
2004, and by the Fourth Amendment to Security Agreement dated August 31, 2005
(as amended, the "Security Agreement") for the purpose of securing the payment
of certain Obligations, as mentioned and defined in the Security Agreement.

      Grantor, together with Universal Truckload Services, Inc. ("Universal
Truckload") and The Mason and Dixon Lines Incorporated ("Mason Dixon") has this
day made, executed and delivered to the Bank its Fifth Amended and Restated
Revolving Credit Note in the principal sum of Twenty Million Dollars
($20,000,000.00); and as a result thereof, the parties desire to modify and
amend the Security Agreement as hereinafter provided.

      NOW, THEREFORE, for and in consideration of the premises, as set forth in
the Recitals of Fact, and other good and valuable considerations, the receipt
and sufficiency of which are hereby acknowledged, it is agreed by the parties as
follows:

                                   Agreements

      1. Paragraphs 3(a), 3(b) and 3(c) of the Security Agreement are hereby
modified and amended to read as follows:

            (a) the full and prompt payment, when due, of the indebtedness (and
      interest thereon) evidenced and to be evidenced by that certain promissory
      note, bearing date of the 31st day of December, 2001, in the principal sum
      of Twenty Million Dollars ($20,000,000.00), executed by Universal
      Truckload, Grantor and Mason Dixon and payable to the order of Bank, as
      amended by that Amended and Restated Promissory Note dated May 11, 2004,
      in the principal sum of Twenty Million Dollars ($20,000,000.00), executed
      by Universal Truckload, Mason Intermodal, Mason Dixon and Grantor as
      amended and restated by that Second Amended and Restated Promissory Note
      dated June 29, 2004, in the principal sum of Forty Million Dollars
      ($40,000,000.00), executed by Universal Truckload, Mason Intermodal,
      Economy, Mason Dixon, Grantor, and Louisiana and payable to the order of
      the Bank, and by that Third Amended and Restated Promissory Note dated
      August 12, 2004, in the principal sum of Forty Million Dollars
      ($40,000,000.00), executed by Universal Truckload, Economy, Mason
      Intermodal, Grantor, Mason Dixon, Louisiana, Great American Lines and
      Great American Logistics, and by that Fourth Amended and Restated
      Promissory Note dated August 31, 2005, in the principal sum of Twenty



      Million Dollars ($20,000,000.00), executed by Universal Truckload,
      Grantor, and Mason Dixon, and any and all renewals, modifications, and
      extensions of said note, in whole or in part, including, but not limited
      to, any amendments and restatements to the note by and between the Bank
      and the existing Co-Borrowers and any additional parties who may become a
      Co-Borrower;

            (b) the due performance and observance by the Universal Truckload
      and/or any Co-Borrower, as applicable, of all of its covenants,
      agreements, representations, liabilities, obligations, and undertakings as
      set forth herein, or in the Loan Agreement (as the same may be modified,
      renewed or extended from time to time), or in any of the Security
      Agreements, or in any other instrument or document which now or at any
      time hereafter evidences or secures, in whole or in part, all or any part
      of the Obligations hereby secured; and

            (c) the prompt payment and performance of any and all other present
      and future obligations of Universal Truckload and/or any Co-Borrower to
      Bank with respect to any letters of credit issued at any time by Bank for
      the benefit of Universal Truckload and/or any Co-Borrower under the Loan
      Agreement.

      2. All references in the Security Agreement to the Loan Agreement shall be
deemed to be references to the Loan Agreement between Universal Truckload, Mason
Dixon, and Grantor and the Bank dated December 31, 2001, as amended by First
Amendment to Loan Agreement dated May 11, 2004, executed by Universal Truckload,
Mason Dixon, Grantor, Mason Intermodal and the Bank, as amended by the Second
Amendment to Loan Agreement dated June 29, 2004, executed by Grantor, Universal
Truckload, Mason Dixon, Mason Intermodal, Economy, Louisiana and the Bank, as
amended by the Third Amendment to Loan Agreement dated August 12, 2004, executed
by Grantor, Universal Truckload, Mason Dixon, Mason Intermodal, Economy,
Louisiana, Great American Lines and Great American Logistics, as amended by the
Fourth Amendment to Loan Agreement dated December 27, 2004, executed by Grantor,
Universal Truckload, Mason Dixon, Mason Intermodal, Economy, Louisiana, Great
American Lines and Great American Logistics, and as amended by Fifth Amendment
to Loan Agreement dated August 31, 2005, executed by Grantor, Universal
Truckload, Mason Dixon, Mason Intermodal, Economy, Louisiana, Great American
Lines and Great American Logistics, as same may be further modified or amended
from time to time (as same has been or may hereafter be amended, the "Loan
Agreement").

      3. Any reference to "Co-Borrower" hereunder shall mean any and all
entities who now or hereafter may be named as a Co-Borrower under the Loan
Agreement, as same may be amended from time to time. Any reference to "Security
Agreements" hereunder shall mean "Security Agreements" as defined in the Loan
Agreement, as same may be amended from time to time. All capitalized terms not
defined in the Security Agreement as amended shall have the definitions set
forth in the Loan Agreement.

      4. All terms and provisions of the Security Agreement, which are
inconsistent with the terms and provisions of this Amendment are hereby modified
and amended to conform herewith; and, as modified and amended hereby, the
Security Agreement is hereby ratified, approved and confirmed by the parties
hereto.

                                       2


      IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed in Memphis, Tennessee, by their respective officers, duly authorized so
to do, on this the day and year first above written.

                                               UNIVERSAL AM-CAN, LTD.

                                               By:    /s/ Robert Sigler
                                                      --------------------------
                                               Title: Vice President
                                                      --------------------------

                                                                         GRANTOR

                                               FIRST TENNESSEE BANK
                                               NATIONAL ASSOCIATION

                                               By:    /s/ Gavin Turner
                                                      --------------------------
                                               Title: Loan Officer
                                                      --------------------------

                                                                            BANK

                                       3

                                                                   EXHIBIT 10.22

                     FOURTH AMENDMENT TO SECURITY AGREEMENT

      THIS AMENDMENT is made and entered into on this the 31st day of August,
2005, by and between THE MASON AND DIXON LINES, INCORPORATED, a Delaware
corporation whose address is 11355 Stephens Road, Warren, Michigan 48089
("Grantor"), and FIRST TENNESSEE BANK NATIONAL ASSOCIATION, a national banking
association, whose address is 165 Madison Avenue, Memphis, Tennessee 38103,
Attention: Commercial Finance Division ("Bank").

                                Recitals of Fact

      Grantor as Debtor, has heretofore made, executed and delivered to the
Bank, as Secured Party, that certain Security Agreement bearing date of the 31st
day of December, 2001, as amended by the First Amendment to Security Agreement
dated May 11, 2004, and by the Second Amendment to Security Agreement dated June
29, 2004, and by the Third Amendment to Security Agreement dated August 12,
2004, and by the Fourth Amendment to Security Agreement dated August 31, 2005
(as amended, the "Security Agreement") for the purpose of securing the payment
of certain Obligations, as mentioned and defined in the Security Agreement.

      Grantor, together with Universal Truckload Services, Inc. ("Universal
Truckload") and Universal Am-Can, Ltd. ("Universal Am-Can") has this day made,
executed and delivered to the Bank its Fifth Amended and Restated Revolving
Credit Note in the principal sum of Twenty Million Dollars ($20,000,000.00); and
as a result thereof, the parties desire to modify and amend the Security
Agreement as hereinafter provided.

      NOW, THEREFORE, for and in consideration of the premises, as set forth in
the Recitals of Fact, and other good and valuable considerations, the receipt
and sufficiency of which are hereby acknowledged, it is agreed by the parties as
follows:

                                   Agreements

      1. Paragraphs 3(a), 3(b) and 3(c) of the Security Agreement are hereby
modified and amended to read as follows:

            (a) the full and prompt payment, when due, of the indebtedness (and
      interest thereon) evidenced and to be evidenced by that certain promissory
      note, bearing date of the 31st day of December, 2001, in the principal sum
      of Twenty Million Dollars ($20,000,000.00), executed by Universal
      Truckload, Grantor and Universal Am-Can and payable to the order of Bank,
      as amended by that Amended and Restated Promissory Note dated May 11,
      2004, in the principal sum of Twenty Million Dollars ($20,000,000.00),
      executed by Universal Truckload, Mason Intermodal, Universal Am-Can and
      Grantor as amended and restated by that Second Amended and Restated
      Promissory Note dated June 29, 2004 in the principal sum of Forty Million
      Dollars ($40,000,000.00), executed by Universal Truckload, Mason
      Intermodal, Economy, Universal Am-Can, Grantor, and Louisiana and payable
      to the order of the Bank, and by that Third Amended and Restated
      Promissory Note dated August 12, 2004, in the principal sum of Forty
      Million Dollars ($40,000,000.00), executed by Universal Truckload,
      Universal Am-Can, Economy, Mason Intermodal, Grantor, Louisiana, Great
      American Lines and Great American



      Logistics, and by that Fourth Amended and Restated Promissory Note dated
      August 31, 2005, in the principal sum of Twenty Million Dollars
      ($20,000,000.00), executed by Grantor, Universal Truckload, and Universal
      Am-Can, and any and all renewals, modifications, and extensions of said
      note, in whole or in part, including, but not limited to, any amendments
      and restatements to the note by and between the Bank and the existing
      Co-Borrowers and any additional parties who may become a Co-Borrower;

            (b) the due performance and observance by the Universal Truckload
      and/or any Co-Borrower, as applicable, of all of its covenants,
      agreements, representations, liabilities, obligations, and undertakings as
      set forth herein, or in the Loan Agreement (as the same may be modified,
      renewed or extended from time to time), or in any of the Security
      Agreements, or in any other instrument or document which now or at any
      time hereafter evidences or secures, in whole or in part, all or any part
      of the Obligations hereby secured; and

            (c) the prompt payment and performance of any and all other present
      and future obligations of Universal Truckload and/or any Co-Borrower to
      Bank with respect to any letters of credit issued at any time by Bank for
      the benefit of Universal Truckload and/or any Co-Borrower under the Loan
      Agreement.

      2. All references in the Security Agreement to the Loan Agreement shall be
deemed to be references to the Loan Agreement between Universal Truckload,
Universal Am-Can and Grantor and the Bank dated December 31, 2001, as amended by
First Amendment to Loan Agreement dated May 11, 2004, executed by Universal
Truckload, Universal Am-Can, Grantor, Mason Intermodal and the Bank, as amended
by the Second Amendment to Loan Agreement dated June 29, 2004, executed by
Grantor, Universal Truckload, Universal Am-Can, Mason Intermodal, Economy,
Louisiana and the Bank, as amended by the Third Amendment to Loan Agreement
dated August 12, 2004, executed by Grantor, Universal Truckload, Universal
Am-Can, Mason Intermodal, Economy, Louisiana, Great American Lines and Great
American Logistics, as amended by the Fourth Amendment to Loan Agreement dated
December 27, 2004, executed by Grantor, Universal Truckload, Universal Am-Can,
Mason Intermodal, Economy, Louisiana, Great American Lines and Great American
Logistics, as amended by Fifth Amendment to Loan Agreement dated August 31,
2005, executed by Grantor, Universal Truckload, Universal Am-Can, Mason
Intermodal, Economy, Louisiana, Great American Lines and Great American
Logistics, as same may be further modified or amended from time to time (as same
has been or may hereafter be amended, the "Loan Agreement").

      3. Any reference to "Co-Borrower" hereunder shall mean any and all
entities who now or hereafter may be named as a Co-Borrower under the Loan
Agreement, as same may be amended from time to time. Any reference to "Security
Agreements" hereunder shall mean "Security Agreements" as defined in the Loan
Agreement, as same may be amended from time to time. All capitalized terms not
defined in the Security Agreement as amended shall have the definitions set
forth in the Loan Agreement.

      4. All terms and provisions of the Security Agreement, which are
inconsistent with the terms and provisions of this Amendment are hereby modified
and amended to conform herewith; and, as modified and amended hereby, the
Security Agreement is hereby ratified, approved and confirmed by the parties
hereto.

                                       2


      IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed in Memphis, Tennessee, by their respective officers, duly authorized so
to do, on this the day and year first above written.

                                               THE MASON AND DIXON LINES,
                                               INCORPORATED

                                               By:    /s/ Thomas O Welsman
                                                      --------------------------
                                               Title: Vice President
                                                      --------------------------

                                                                         GRANTOR

                                               FIRST TENNESSEE BANK
                                               NATIONAL ASSOCIATION

                                               By:    /s/ Gavin Turner
                                                      --------------------------
                                               Title: Loan Officer
                                                      --------------------------

                                                                            BANK
                                       3

                                                                    EXHIBIT 31.1

                  CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER
                PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT

I, Donald B. Cochran, certify that:

      1.    I have reviewed this report on Form 10-Q of Universal Truckload
            Services, Inc.;

      2.    Based on my knowledge, this report does not contain any untrue
            statement of a material fact or omit to state a material fact
            necessary to make the statements made, in light of the circumstances
            under which such statements were made, not misleading with respect
            to the period covered by this report;

      3.    Based on my knowledge, the financial statements, and other financial
            information included in this report, fairly present in all material
            respects the financial condition, results of operations and cash
            flows of the registrant as of, and for, the periods presented in
            this report;

      4.    The registrant's other certifying officer and I are responsible for
            establishing and maintaining disclosure controls and procedures (as
            defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
            registrant and have:

            a.    Designed such disclosure controls and procedures, or caused
                  such disclosure controls and procedures to be designed under
                  our supervision, to ensure that material information relating
                  to the registrant, including its consolidated subsidiaries, is
                  made known to us by others within those entities, particularly
                  during the period in which this report is being prepared;

            b.    Evaluated the effectiveness of the registrant's disclosure
                  controls and procedures and presented in this report our
                  conclusions about the effectiveness of the disclosure controls
                  and procedures, as of the end of the period covered by this
                  report based on such evaluation; and

            c.    Disclosed in this report any change in the registrant's
                  internal control over financial reporting that occurred during
                  the registrant's most recent fiscal quarter (the registrant's
                  fourth quarter in the case of an annual report) that has
                  materially affected, or is reasonably likely to materially
                  affect, the registrant's internal control over financial
                  reporting.

      5.    The registrant's other certifying officer and I have disclosed,
            based on our most recent evaluation of internal control over
            financial reporting, to the registrant's auditors and the audit
            committee of the registrant's board of directors (or persons
            performing the equivalent functions):

            a.    All significant deficiencies and material weaknesses in the
                  design or operation of internal controls over financial
                  reporting which are reasonably likely to adversely affect the
                  registrant's ability to record, process, summarize and report
                  financial information; and

            b.    Any fraud, whether or not material, that involves management
                  or other employees who have a significant role in the
                  registrant's internal control over financial reporting.

      6.    The registrant's other certifying officer and I have indicated in
            this report whether or not there were significant changes in
            internal controls or in other factors that could significantly
            affect internal controls subsequent to the date of our evaluation,
            including any corrective actions with regard to significant
            deficiencies and material weaknesses.

Date:  November 14, 2005

                                           /s/ Donald B. Cochran
                                           -------------------------
                                           Donald B. Cochran
                                           President and Chief Executive Officer

                                                                    EXHIBIT 31.2

                  CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER
                PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT

I, Robert E. Sigler, certify that:

      1.    I have reviewed this report on Form 10-Q of Universal Truckload
            Services, Inc.;

      2.    Based on my knowledge, this report does not contain any untrue
            statement of a material fact or omit to state a material fact
            necessary to make the statements made, in light of the circumstances
            under which such statements were made, not misleading with respect
            to the period covered by this report;

      3.    Based on my knowledge, the financial statements, and other financial
            information included in this report, fairly present in all material
            respects the financial condition, results of operations and cash
            flows of the registrant as of, and for, the periods presented in
            this report;

      4.    The registrant's other certifying officer and I are responsible for
            establishing and maintaining disclosure controls and procedures (as
            defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
            registrant and have:

            a.    Designed such disclosure controls and procedures, or caused
                  such disclosure controls and procedures to be designed under
                  our supervision, to ensure that material information relating
                  to the registrant, including its consolidated subsidiaries, is
                  made known to us by others within those entities, particularly
                  during the period in which this report is being prepared;

            b.    Evaluated the effectiveness of the registrant's disclosure
                  controls and procedures and presented in this report our
                  conclusions about the effectiveness of the disclosure controls
                  and procedures, as of the end of the period covered by this
                  report based on such evaluation; and

            c.    Disclosed in this report any change in the registrant's
                  internal control over financial reporting that occurred during
                  the registrant's most recent fiscal quarter (the registrant's
                  fourth quarter in the case of an annual report) that has
                  materially affected, or is reasonably likely to materially
                  affect, the registrant's internal control over financial
                  reporting.

      5.    The registrant's other certifying officer and I have disclosed,
            based on our most recent evaluation of internal control over
            financial reporting, to the registrant's auditors and the audit
            committee of the registrant's board of directors (or persons
            performing the equivalent functions):

            a.    All significant deficiencies and material weaknesses in the
                  design or operation of internal controls over financial
                  reporting which are reasonably likely to adversely affect the
                  registrant's ability to record, process, summarize and report
                  financial information; and

            b.    Any fraud, whether or not material, that involves management
                  or other employees who have a significant role in the
                  registrant's internal control over financial reporting.

      6.    The registrant's other certifying officer and I have indicated in
            this report whether or not there were significant changes in
            internal controls or in other factors that could significantly
            affect internal controls subsequent to the date of our evaluation,
            including any corrective actions with regard to significant
            deficiencies and material weaknesses.

Date:  November 14, 2005

                              /s/ Robert E. Sigler
                              ------------------------
                              Robert E. Sigler
                              Vice President, Chief Financial Officer, Secretary
                              and Treasurer

                                                                    EXHIBIT 32.1

                  CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND
                             CHIEF FINANCIAL OFFICER
                       PURSUANT TO 18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Universal Truckload Services, Inc.
(the "Company") on Form 10-Q for the thirteen weeks ended October 1, 2005 as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), Donald B. Cochran, as Chief Executive Officer of the Company, and
Robert E. Sigler, as Chief Financial Officer of the Company, each hereby
certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of the Sarbanes-Oxley Act of 2002, to the best of his knowledge,
respectively, that (1) the Report fully complies with the requirements of
Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, and
(2) the information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.

Date: November 14, 2005

                              /s/ Donald B. Cochran
                              -------------------------
                              Donald B. Cochran
                              President and Chief Executive Officer

                              /s/ Robert E. Sigler
                              -------------------------
                              Robert E. Sigler
                              Vice President, Chief Financial Officer, Secretary
                              and Treasurer

The foregoing certification is being furnished solely pursuant to 18 U.S.C.
Section 1350 and is not being filed as part of the Report or as a separate
disclosure document.