Matthew J. Warren

MATT WARREN is co-leader of Sidley’s Rail sector team and advises the nation’s largest freight railroads, investors, and infrastructure companies on complex regulatory, litigation, and transactional matters. He represents railroads in proceedings before the Surface Transportation Board (STB), other transportation regulators, and federal courts, and he regularly counsels clients on high-stakes disputes, precedent-setting rulemakings, and rail transactions requiring federal approval. Matt has played a leading role in some of the most consequential rail matters in recent years, including litigation and regulatory challenges involving rail service, competition policy, passenger rail operations, and industry-wide rulemakings, often spanning parallel proceedings before agencies and courts.

Matt has been nationally recognized by Chambers USA in the Transportation: Rail (for Railroads) category every year since 2014, and client reviews in Chambers USA describe him as “a technical genius when it comes to his writing and in-depth knowledge of rail regulatory matters. He is a trusted adviser and strong advocate for our company” (2025). Matt is also recognized for his work in Transportation Law by Best Lawyers.

Matt is the contributing editor for Panoramic: Rail Transport (formerly Getting the Deal Through), a comparative law guide to legal systems governing rail transportation in various countries. Matt authors the “Global Overview” chapter of this annual publication and co-authors the “United States” chapter with others from Sidley’s Transportation practice. Matt has served in this role since 2019.

Matters Matt has handled in the last three years include:

Litigation

• Three Class I railroads in a July 8, 2025 Seventh Circuit victory that vacated the Surface Transportation Board’s final reciprocal-switching rule, holding that the STB exceeded its statutory authority by authorizing forced reciprocal-switching orders absent any threshold finding of inadequate rail service.
• CSX Transportation, Inc. (CSX) in STB litigation over terms for a proposed new Amtrak service between Mobile and New Orleans, including an unprecedented 11-day evidentiary hearing before the full board. In May 2025, a successful settlement was reached in favor of CSX, resolving a decade-long controversy over passenger service on the Gulf Coast.
• Canadian National Railway (CN) in federal litigation challenging a municipality’s attempt to restrict access to a planned intermodal terminal through local truck weight limits, asserting federal preemption under the ICC Termination Act and protecting the development of critical rail infrastructure.
• Union Pacific (UP) in litigation and regulatory proceedings related to a Southern California port terminal project, securing a public competitive bidding process from the Ports of Los Angeles and Long Beach.
• CSX in an Eleventh Circuit appeal challenging a STB decision vacating a railbanking authorization, with briefing completed and oral argument pending.

Transactions

• Norfolk Southern (NS) in its application before the Surface Transportation Board for regulatory approval of its proposed merger with Union Pacific, a potential US$85 billion transaction that would create the first east-to-west transcontinental railroad in the United States.
• CN in securing Surface Transportation Board approval for its US$230 million acquisition of Iowa Northern Railway, adding approximately 218 miles of rail lines to CN’s North American network. CN in requests for conditions in the Canadian Pacific Kansas City Limited merger proceeding.
• Clients on potential transactions to acquire transportation assets, including rail lines, trucking assets, and terminal facilities.

Rulemakings and Regulatory Advice

• Railroads and industry stakeholders in major Surface Transportation Board rulemakings addressing reciprocal switching, revenue adequacy, rail service obligations, and competition policy, shaping the regulatory framework governing the freight rail industry.
• Parties to National Transportation Safety Board investigations.
• Railroads on compliance with FRA regulations, requests for waivers of FRA regulations, and rulemaking proceedings.
• Parties considering construction of rail access to new industrial developments on regulatory and transactional issues.

Matt is a member of the Association of Transportation Law Professionals.

Matt has an active pro bono practice. For over two decades he has represented an Alabama death row prisoner in post-conviction proceedings and he represents several individuals sentenced to life terms as juveniles in proceedings to seek resentencing. He has briefed and argued pro bono appeals before the D.C. Court of Appeals and briefed several cases on the merits in the United States Supreme Court.