IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELAWARE

In re:
ALLIED SYSTEMS HOLDINGS, INC., et al.,
1
Debtors.
Chapter 11
) Case No. 12-11564 (CSS)
(Jointly Administered)
Objection Deadline: Oct. 22, 2012 at 4:00p.m.
) Hearing Date: Only if an objection is filed
SUMMARY OF THIRD MONTHLY APPLICATION OF
SULLIVAN HAZELTINE ALLINSON LLC FOR COMPENSATION
FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES
AS CO-COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS
FOR THE PERIOD FROM AUGUST 1, 2012 THROUGH AUGUST 31, 3012
Name of Applicant: Sullivan Hazeltine Allinson LLC ("SHA-LLC")
Authorized to Provide
Professional Services to: Official Committee of Unsecured Creditors (the "Committee")
Date ofRetention: June 19,2012 (nunc pro tunc)
Period for which compensation and
reimbursement is sought: August 1, 2012 through August 31, 2012 (the "Compensation Period")
Amount of Compensation sought
as actual, reasonable and necessary: .:;:.$-'-7=2=3-"'8=.0,_,0:...__ ______ _
Amount of Expense Reimbursement sought
as actual, reasonable and necessary: ______ _
This is an: _x_ interim _ final application.
The total time expended for preparation of this fee application is approximately 2.0 hours and the
corresponding compensation of approximately $405.00 will be requested in a subsequent fee
application.
This is SHA-LLC's third monthly fee application in this case.
1
The debtors in the above-captioned cases (collectively, the "Debtors"), along with the federal tax identification number (or Canadian business
number where applicable) for each of the Debtors, arc: Allied Systems Holdings, Inc. (58-0360550); Allied Automotive Group, Inc. (58-
2201081); Allied Freight Broker LLC (59-2876864); Allied Systems (Canada) Company (90-0169283); Allied Systems, Ltd. (L.P.) (58-
171 0028); Axis Areta, LLC (45-5215545); Axis Canada Company 87568828); Axis Group, Inc. (58-2204628); Commercial Carriers, Inc. (38-
0436930); CT Services, Inc. (38-2918187); Cordin Transport LLC (38-1985795); F.J. Boutell Driveaway LLC (38-0365100); GACS
Incorporated (58-1944786); Logistic Systems, LLC (45-4241751); Logistic Technology, LLC (45-4242057); QAT, Inc. (59-2876863); RMX
LLC (31-0961359); Transport Support LLC (38-2349563); and Terminal Services LLC (91-0847582). The location of the Debtors' corporate
headquarters and the Debtors' address for service of process is 2302 Parklake Drive, Bldg. 15, Ste. 600, Atlanta, Georgia 30345.
Prior Applications
Date Filed Period Covered Requested Fees and Date Approved
Expenses Approved
Aug. 15,2012 June 19,2012- $6,019.00 (fees) Sept. 6, 2012 $4,815.20
June 30, 2012 $246.67 (exp) (CNO) $246.67 ( exp)
Aug. 3 I, 2012 July I, 2012- $23,621.25 (fees)
Sept. 24, 2012 $18,897.00
July31,2012
$2,385.04 (exp)
(CNO)
$2,385.04 (exp)
The SHA-LLC professionals who rendered professional services in these cases during the
Compensation Period are:
Name of Position Number Hourly Total Total
Professional Person with the of years Department billing billed Compensation
applicant as an
attorney
William D. Sullivan Member 21
William A. Hazeltine Member 17
Seth S. Brostoff Associate 2
Heidi M. Coleman Paralegal -
TOTAL
rate hours
Bankruptcy $425.00 9.20 $3,910.00
Bankruptcy $360.00 3.80 $1,368.00
Bankruptcy $250.00 1.00 $250.00
Bankruptcy $150.00 11.40 $1,710.00
25.40 $7,238.00
GRAND TOTAL: $7,238.00 Fees
25.40 Hours
BLENDED RATE: $ 284.96 Per Hour
COMPENSATION BY PROJECT CATEGORY
Pro.iect Category Total Hours Billed Total Compensation
Business and Finance 0.20 72.00
Case Administration 2.30 $822.00
Fee Applications 9.00 $2,074.00
Hearings 4.80 $2,040.00
Professional Retention 8.40 $1,932.50
Review of Pleadings and Documents 0.70 $297.50
TOTAL 25.40 $7,238.00
2
Prior Applications
Date Filed Period Covered Requested Fees and Date Approved
Expenses Approved
Aug.15,2012 June 19,2012- $6,019.00 (fees) Sept. 6, 2012 $4,815.20
June 30,2012 $246.67 (exp) (CNO) $246.67 ( exp)
Aug. 31,2012 July 1, 2012- $23,621.25 (fees) Sept. 24, 2012 $18,897.00
July 31,2012
$2,385.04 (exp)
(CNO)
$2,385.04 (exp)
The SHA-LLC professionals who rendered professional services in these cases during the
Compensation Period are:
Name of Position Number Hourly Total Total
Professional Person with the of years Department billing billed Compensation
applicant as an
attorney
William D. Sullivan Member 21
William A. Hazeltine Member 17
Seth S. Brostoff Associate 2
Heidi M. Coleman Paralegal -
TOTAL
rate hours
Bankruptcy $425.00 9.20 $3,910.00
Bankruptcy $360.00 3.80 $1,368.00
Bankruptcy $250.00 1.00 $250.00
Bankruptcy $150.00 11.40 $1,710.00
25.40 $7,238.00
GRAND TOTAL: $7,238.00 Fees
25.40 Hours
BLENDED RATE: $ 284.96 Per Hour
COMPENSATION BY PROJECT CATEGORY
Pro.iect Category Total Hours Billed Total Compensation
Business and Finance 0.20 72.00
Case Administration 2.30 $822.00
Fee Applications 9.00 $2,074.00
Hearings 4.80 $2,040.00
Professional Retention 8.40 $1,932.50
Review of Pleadings and Documents 0.70 $297.50
TOTAL 25.40 $7,238.00
2
This interim fee application also seeks the reimbursement of the following expenses advanced on
behalf of the Debtors in this matter.
Description
Case Administration
Courier Service
Federal Express
Hearings
Hearing Transcript
Dated: October 2, 2012
Wilmington, Delaware
I
Amount
I
$72.00
I
$48.34
I
$251.80
TOTAL/ $372.14
SULLIVAN HAZEL TINE ALLINSON LLC
Is/ William A. Hazeltine
William A. Hazeltine (No. 3294)
901 North Market Street, Suite 1300
Wilmington, DE 19801
Tel: (302) 428-8191
Fax: (302) 428-8195
Email: whazeltine@sha-llc.com
Attorneys for the Official Committee of Unsecured
Creditors
3
In re:
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
ALLIED SYSTEMS HOLDINGS, INC., et al.,
1
~ Chapter 11
) Case No. 12-11564 (CSS)
~ (Jointly Administered)
Debtors.
~ Objection Deadline: Oct. 22, 2012 at 4:00 p.m.
) Hearing Date: Only if an objection is filed
THIRD MONTHLY APPLICATION OF SULLIVAN HAZELTINE
ALLINSON LLC FOR COMPENSATION FOR SERVICES
RENDERED AND REIMBURSEMENTOF EXPENSES AS CO-COUNSEL
TO THE OFFICICAL COMMITTEE OF UNSECURED CREDITORS
FOR THE PERIOD FROM AUGUST 1, 2012 THROUGH AUGUST 31, 2012
Sullivan Hazeltine Allinson LLC ("SHA-LLC" or "Applicant"), counsel to the Official
Committee ofUnsecured Creditors of Allied Systems Holdings, Inc., et al.(the "Committee"),
hereby submits its application, pursuant to 11 U.S.C. 330, 331 and 503(b)(4), Rule 2016 of
the Federal Rules of Bankruptcy Procedure and Del. Bankr. L.R. 2016-2, for interim allowance
of compensation for services rendered and for reimbursement of expenses incurred solely for the
Committee, and in further explanation respectfully represents:
I. INTRODUCTION
1. By this application, SHA-LLC seeks (i) interim allowance and award of
compensation for professional services rendered by SHA-LLC as counsel for the Committee for
1
The debtors in the above-captioned cases (collectively, the "Debtors"), along with the federal tax identification
number (or Canadian business number where applicable) for each of the Debtors, are: Allied Systems Holdings, Inc.
(58-0360550); Allied Automotive Group, Inc. (58-220 1081 ); Allied Freight Broker LLC (59-2876864); Allied
Systems (Canada) Company (90-0169283); Allied Systems, Ltd. (L.P.) (58-1710028); Axis Areta, LLC (45-
5215545); Axis Canada Company 87568828); Axis Group, Inc. (58-2204628); Commercial Carriers, Inc. (38-
0436930); CT Services, Inc. (38-2918187); Cord in Transport LLC (38-1985795); F.J. Boutell Driveaway LLC (38-
0365100); GACS Incorporated (58-1944786); Logistic Systems, LLC (45-4241751); Logistic Technology, LLC (45-
4242057); QAT, Inc. (59-2876863); RMX LLC (31-0961359); Transport Support LLC (38-2349563); and Terminal
Services LLC (91-0847582). The location of the Debtors' corporate headquarters and the Debtors' address for
service of process is 2302 Parklake Drive, Bldg. 15, Ste. 600, Atlanta, Georgia 30345.
the period from August 1, 2012 through and including August 31,2012 (the "Compensation
Period") in the amount of $7,238.00 representing 25.40 hours in professional services rendered
on behalf of the Committee; and (ii) reimbursement of actual and necessary expenses incurred by
SHA-LLC during the Compensation Period in connection with the rendition of such professional
services in the amount of $3 72.14 (the "Application").
2. This Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and
1334. This is a core proceeding pursuant to 28 U.S.C. 157(b)(2). Venue ofthis proceeding
and this application is proper in this district pursuant to 28 U.S.C. 1408 and 1409. The
statutory predicates for the relief sought herein are 11 U.S.C. 330, 331, 503(b)(4), Federal
Rule of Bankruptcy Procedure 2016 and Del. Bankr. L.R. 2016-2.
II. BACKGROUND
3. On May 17,2012, certain ofthe Debtors' prepetition lenders filed involuntary
bankruptcy petitions against Allied Systems Holdings, Inc. ("Allied") and its subsidiary, Allied
Systems, Ltd. (L.P.) Systems under chapter 11 oftitle 11 of the United States Code in this
Bankruptcy Court. On June 10, 2012, the remaining Debtors filed voluntary petitions in this
Court, and, in connection therewith, Allied and Systems consented to the involuntary petitions
filed against them. The Debtors have continued in possession of their property and have
continued to operate and manage their businesses as debtors in possession pursuant to sections
11 07(a) and 1108 of the Bankruptcy Code. On June 11, the Court entered an order jointly
administering the Chapter 11 Cases pursuant to Rule 10 15(b) of the Federal Rules of Bankruptcy
Procedure (the "Bankruptcy Rules") for procedural purposes only.
4. On June 19, 2012, the United States Trustee (the "Trustee") appointed the
following creditors to the Committee pursuant to Bankruptcy Code Section 1102: (a) Pension
2
Benefit Guaranty Corporation; (b) Central States, Southeast and Southwest Areas Pension Fund;
(c) Teamsters National Automobile Transporters Industry Negotiating Committee; and (d)
General Motors, LLC.
5. On June 19, 2012, the Committee selected SHA-LLC as its co-counsel with
Sidley Austin LLP ("Sidley"), subject to the approval of the Court. This Court approved the
retention of SHA-LLC as counsel to the Committee nunc pro tunc to June 19, 2012 (the
"Retention Date") by order dated August 7, 2012 (Docket No. 328).
6. Applicant has received no payments or promises of payment from any source
other than as provided in the Bankruptcy Code for services rendered or to be rendered in any
capacity whatsoever in these cases. There is no agreement or understanding between SHA-LLC
and any other person for the sharing of compensation in connection with this case other than in
accordance with the provisions of the Bankruptcy Code.
7. The services for which compensation is being sought by SHA-LLC were rendered
for and on behalf of the Committee and not for or on the behalf of any other interested party in
this bankruptcy proceeding.
III. TIME RECORDS AND HOURLY RATES
8. William D. Sullivan, William A. Hazeltine, Seth S. Brostoff and Heidi M.
Coleman of SHA-LLC provided services for the Committee during the Compensation Period.
Mr. Sullivan was admitted to the Bar ofthe Supreme Court of Delaware in 1989. Mr. Sullivan
became an associate with the Wilmington, Delaware law firm of Elzufon, Austin, Reardon,
Tarlov & Mondell, P.C. in 1989 and established the firm's bankruptcy practice in 1995. He
became a pminer in 1998. In 2004, Mr. Sullivan joined Buchanan Ingersoll, P.C. as a partner in
the bankruptcy practice group of its Wilmington, Delaware office. In July of 2006, Mr. Sullivan
3
founded William D. Sullivan, LLC. On January 1, 2008, Mr. Sullivan became a member of
SHA-LLC. Applicant charged $425.00 per hour for services rendered by Mr. Sullivan during the
period covered by this Application.
9. Mr. Hazeltine was admitted to the Bar ofthe Supreme Court ofDelaware in 1994.
Mr. Hazeltine became an associate with the Wilmington, Delaware law firm of Potter Anderson
& Corroon LLP on August 15, 1994 and became a partner at Potter Anderson & Corroon LLP
effective January 1, 2003. Mr. Hazeltine left Potter Anderson & Corroon LLP in 2004 and
began his own practice in 2005. On January 1, 2008, Mr. Hazeltine became a member of SHA-
LLC. Applicant charged $360.00 per hour for services rendered by Mr. Hazeltine during the
Compensation Period.
10. Mr. Brostoffwas admitted to the Bar ofthe Supreme Court of Delaware in
December of2009. In 2009, Mr. Brostoffjoined Morris, Nichols, Arsht & Tunnell LLP as an
associate in the Business Reorganization and Restructuring Department. On September 1, 2011,
Mr. Brostoffbecame an associate of SHA-LLC. Applicant charged $250.00 per hour for
services rendered by Mr. Brostoff during the period covered by this Application.
11. Ms. Coleman is a paralegal with SHA-LLC and has 13 years of experience as a
paralegal. Applicant charged $150.00 per hour for services rendered by Ms. Coleman during the
period covered by this Application.
12. The total time spent by SHA-LLC representing the Committee during the
Compensation Period was 25.40 hours and the compensation sought for the Compensation
Period is $7,238.00. This equates to a blended rate of $284.96 per hour.
13. Attached hereto as Exhibit A and incorporated herein by reference are SHA-
LLC's time records showing a daily log of all time spent by SHA-LLC providing services for the
4
Committee during the Compensation Period by Project Category. The attached time records
provide a detailed, day-by-day explanation of the services rendered by SHA-LLC in connection
with this matter during that time. Applicant certifies that Applicant has reviewed Del. Bankr.
L.R. 2016-2 and believes that the Application complies therewith.
14. Also included in Exhibit A, and incorporated herein by reference, is a summary of
the expenses incurred by SHA-LLC during the Compensation Period on behalf of the
Committee. Expenses that SHA-LLC bills to its clients include charges for photocopying,
postage, courier services, Federal Express, court costs and transcript fees. The total expense for
which reimbursement is sought in the Application is $3 72.14. In a future fee application, SHA-
LLC may seek reimbursement of additional expenses advanced or incurred on behalf of the
Committee during this Compensation Period that do not appear on Exhibit A.
IV. GENERAL DESCRIPTION OF SERVICES RENDERED
16. The services rendered by SHA-LLC that are the subject ofthis Application
include the following:
(a) Business and Finance. During the Compensation period, SHA-LLC
professionals reviewed the Debtors' monthly operating report.
(b) Case Administration. During the Compensation period, SHA-LLC
professionals (i) reviewed the confidentiality agreement with Debtors; (ii) responded to inquiries
by creditors; (iii) reviewed a stipulation to extend deadlines for an investigation and drafted a
certification of counsel for same; and (iv) communicated with parties in interest.
(c) Fee Applications. During the Compensation period, SHA-LLC
professionals (i) prepared SHA-LLC's first and second fee application and (ii) reviewed fee
applications of the Debtors' retained professionals.
5
(d) Hearings. During the Compensation period, SHA-LLC professionals
reviewed agenda items and prepared for and attended a hearing regarding the retention of the
Debtors' financial advisor.
(e) Professional Retention. During the Compensation period, SHA-LLC
professionals (i) reviewed and revised the retention application for Canadian counsel and co-
counsel; (ii) reviewed information regarding the Debtors' retention of a financial advisor; (iii)
prepared certificates of no objection for the retention applications of the Committee's
professionals; and (iv) communicated with co-counsel regarding retention issues.
(g) Review of Pleadings and Documents. During the Compensation period,
SHA-LLC professionals reviewed pleadings and orders related to the case and calendared
deadlines.
V. CONCLUSION
17. The compensation sought by Applicant is based on the normal hourly rates
charged by Applicant for work of this character. The services rendered by Applicant to the
Committee were necessary and appropriate. The amount of compensation sought by SHA-LLC
is consistent with the factors enumerated in 11 U.S.C. 330, in that the amount sought is
reasonable compensation for actual, necessary services rendered by the Applicant taking into
account all relevant factors, including time spent on such services; the rates charged for such
services; the complexity, importance, and nature of the problem, issue or task addressed; and the
customary compensation charged by comparably skilled practitioners in cases other than cases
under the Bankruptcy Code.
6
WHEREFORE, Applicant respectfully requests that this Court enter an order:
(a) approving the allowance of compensation for professional services that
were rendered by SHA-LLC to the Committee during the period from August 1, 2012 through
and including August 31,2012 in the amount of$7,238.00;
(b) approving the reimbursement of SHA-LLC's expenses incurred m
connection with the rendering of such services in the amount of $3 72.14; and
(c) granting to SHA-LLC such other relief as this Court may deem just and
proper.
Dated: October 2, 2012
Wilmington, Delaware
SULLIVAN HAZELTINE ALLINSON LLC
William A. Hazeltine (No. 3294
901 North Market Street, Suite 1
Wilmington, DE 19801
Tel: (302) 428-8191
Fax: (302) 428-8195
Email: whazeltine@sha-llc.com
Attorneys for the Official Committee of Unsecured
Creditors
7
In re:
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
ALLIED SYSTEMS HOLDINGS, INC., et al.,
1
~ Chapter 11
) Case No. 12-11564 (CSS)
~ (Jointly Administered)
Debtors.
j Objection Deadline: Oct. 22, 2012 at 4:00 p.m.
) Hearing Date: Only if an objection is filed
NOTICE OF APPLICATION
PLEASE TAKE NOTICE THAT on October 2, 2012, Sullivan Hazeltine Allinson LLC
filed the attached Third Monthly Application of Sullivan Hazeltine Allinson LLC for Compensation
for Services Rendered and Reimbursement of Expenses as Co-Counsel to the Official Committee of
Unsecured Creditors for the Period from August 1, 2012 through August 31, 2012 (the
"Application") with the United States Bankruptcy Court for the District of Delaware (the
"Bankruptcy Court").
PLEASE TAKE FURTHER NOTICE that any objections to the Application must be made
in writing, filed with the Bankruptcy Court, 824 Market Street, Wilmington, Delaware 19801, and
served so as to actually be received on or before October 22, 2012 at 4:00p.m. Prevailing
Eastern Time by the following: (1) the Debtors, Allied Systems Holdings, Inc., 2302 Parklake
Drive, Bldg. 15, Ste. 600, Atlanta, Georgia 30345 (Attn: John A. Blount); (2) co-counsel to the
Debtors, Troutman Sanders LLP, Bank of America Plaza, 600 Peach Street, Suite 5200, Atlanta,
Georgia, 30308 (Attn: Jeffrey W. Kelley) and Richards, Layton & Finger, P.A., One Rodney
Square, 920 N. King Street, Wilmington, Delaware 19801 (Attn: Mark D. Collins); (3) the Office of
1
The debtors in the above-captioned cases (collectively, the "Debtors"), along with the federal tax identification number (or Canadian business
number where applicable) for each of the Debtors, are: Allied Systems Holdings, Inc. (58-0360550); Allied Automotive Group, Inc. (58-220I08I);
Allied Freight Broker LLC (59-2876864); Allied Systems (Canada) Company (90-0169283); Allied Systems, Ltd. (L.P.) (58- 171 0028); Axis Areta,
LLC (45-5215545); Axis Canada Company 87568828); Axis Group, Inc. (58-2204628); Commercial Carriers, Inc. (38-0436930); CT Services, Inc.
(38-2918187); Cord in Transport LLC (38- 1985795); F.J. Boutell Driveaway LLC (38-03651 00); GACS Incorporated (58- 1944786); Logistic
Systems, LLC (45-4241751); Logistic Technology, LLC (45-4242057); QAT, Inc. (59-2876863); RMX LLC (31-0961359); Transport Support LLC
(38-2349563); and Terminal Services LLC (91 -084 7582). The location of the Debtors' corporate headquarters and the Debtors' address for service of
process is 2302 Parklake Drive, Bldg. 15, Ste. 600, Atlanta, Georgia 30345.
the United States Trustee for the District of Delaware, 844 N. King Street, Suite 2207, Lockbox 35,
Wilmington, Delaware 19801 (Attn: David L. Buchbinder); and (4) co-counsel to the Committee,
Sidley Austin LLP, 787 Seventh Avenue, New York, New York 10019 (Attn: Michael G. Burke)
and Sullivan Hazeltine Allinson LLC, 901 North Market Street, Suite 1300, Wilmington, Delaware
19801 (Attn: William A. Hazeltine).
PLEASE TAKE FURTHER NOTICE that, pursuant to the Order Establishing Procedures
for Interim Compensation and Reimbursement of Expenses for Professionals and Official
Committee Members (D.I. 215), if no Objection is filed and served in accordance with the above
procedure, the Debtors will be authorized to pay 80% ofthe requested fees and 100% ofthe
requested expenses without further order of the Court.
Dated: October 2, 2012
Wilmington, Delaware
SULLIVAN HAZELTINE ALLINSON LLC
Is/ William A. Hazeltine
William A. Hazeltine (No. 3294)
901 North market Street, Suite 1300
Wilmington, DE 19801
Tel: (302) 428-8191
Fax: (302) 428-8195
Email: whazeltine@sha-llc.com
Attorneys for the Official Committee of Unsecured
Creditors
2
Exhibit A
SULLIVAN HAZELTINE ALLINSON LLC
Attorneys and Counselors at Law
901 North Market Street, Suite 1300
Wilmington, DE 19801
Tax ID # 20-5238500
Tel: (302) 428-8191
Fax:(302) 428-8195
The Official Committee of Unsecured Creditors
c/o Dennis Kao, Esq.
Sidley Austin LLP
787 Seventh Avenue
New York, NY 10019
In Reference To: Allied Systems Holdings, Inc., et al.
Case No. 12-11564 (CSS)
Professional Services
Business and Finance
8/31/2012 WAH Review June MOR
SUBTOTAL:
Case Administration
8/1/2012 HMC Review confidentiality agreement
8/6/2012 WAH Review confidentiality agreement
8/14/2012 SSB Response to inquiry from creditor re: administrative bar date
8/21/2012 WDS Review stipulation to extend investigation deadline; conference with
co-counsel re: approvals
WDS Telephone conversation with counsel for Debtors re: comments to form of
stipulation
WDS Confer with co-counsel re: Committee inquiry by Union entity
8/22/2012 WDS Review stipulation on Committee Investigation record and draft certification
of counsel for Court approval
SUBTOTAL:
Fee Applications
8/2/2012 WDS Review requirements for compensation applications, coordinate preparation
of initial application
October 02, 2012
Invoice# 14588
Hours Amount
0.20 72.00
0.20 72.00]
0.20 30.00
0.20 72.00
0.50 125.00
0.30 127.50
0.20 85.00
0.20 85.00
0.70 297.50
2.30 822.00]
0.50 212.50
Allied Systems Committee
8/6/2012 HMC Prepare billing statement for SHA's first fee application, include matter codes
WAH Review Troutman Sanders June fee application
8/7/2012 HMC Meeting with WAH; revise billing statement for first fee application
8/8/2012 WAH Review fee detail for SHA June fee application
HMC Draft fee application, summary and notice for first fee application
8/9/2012 HMC Continued drafting SHA's first fee application; notice and certificate of
service
8/10/2012 WAH Review and revise SHA June fee application
8/15/2012 HMC Review and revise SHA first fee application; file and coordinate service same
8/16/2012 WAH Review Rust!Omni fee application and email toM. Burke and D. Kao re:
same
8/30/2012 WAH Review SHA fee detail for SHA July fee application
HMC Review and revise July 2012 billing statement (.3); draft notice, summary,
fee application and certificate of service for SHA (.8); meeting with WAH
regarding same (.2)
8/31/2012 HMC Review and revise SHA July 2012 fee application (.3); file and serve same
(.4)
WAH Review Troutman Sanders July fee application (.5); review RLF June fee
application (.3)
WDS Review and approve 2nd monthly fee application for filing (SHA)
SUBTOTAL:
Hearings
8/24/2012 WDS Review agenda for hearing on August 29; review pleadings filed re:
Rothschild application
8/28/2012 WDS Prepare for hearing on Rothschild retention, coordinate with co-counsel re:
same
8/29/2012 WDS Attend hearing on Rothschild retention matter
SUBTOTAL:
Professional Retention
8/1/2012 HMC Review and revise Canadian Counsel retention application; prepare notice
and certificate of service for same
WDS Review Amended Rothchild Declaration, forward to co-counsel
HMC Draft Certificates of No Objection for retention applications
Page 2
Hours Amount
0.70 105.00
0.20 72.00
0.20 30.00
0.20 72.00
1.70 255.00
0.70 105.00
0.50 180.00
0.50 75.00
0.30 108.00
0.40 144.00
1.30 195.00
0.70 105.00
0.80 288.00
0.30 127.50
9.00 2,074.00]
0.30 127.50
1.00 425.00
3.50 1,487.50
4.80 2,040.00]
0.30
0.20
4.00
45.00
85.00
600.00
Allied Systems Committee
8/2/2012 WDS Review and revise Certificate of No Objection (.1) and correspondence with
co-counsel re: same
HMC Review and revise Certificates of No Objection; meeting with WDS
regarding same
8/3/2012 SSB Review retention application for Canadian counsel
8/7/2012 HMC Review retention orders for SHA and Sidley
8/10/2012 WAH Certificate of No Objection for Conway McKenzie retention application
8/13/2012 HMC Review Conway retention order
8/16/2012 WAH Discussion with D. Buchinder re:order on Conway McKenzie retention
application
8/17/2012 HMC Review and revise Certification of counsel for Conway application; file same
WDS Telephone conversation with Dennis Kao re: resolution of issues for revised
Conway retention order
WDS Review and revise Certification of Counsel and Order; approve for filing
WDS Correspondence with co-counsel re: no objections to Strikeman retention
8/20/2012 HMC Draft Certificate of No Objection for Stikeman Elliott; review docket entries
8/21/2012 WDS Correspondence with co-counsel re: no objection to Strikeman retention,
coordinate approval process
8/23/2012 WAH Review responses to objection to Rothschild retention
8/24/2012 WDS Correspondence with counsel for Debtors re: rescheduling of hearing on
Rothschild retention
8/31/2012 WAH Review PWC retention application
SUBTOTAL:
Review of Pleadings and Documents
8/1/2012 WDS Review miscellaneous pleadings and orders
8/7/2012 WDS Review pleadings and calendar objection deadlines
SUBTOTAL:
For professional services rendered
Hours
0.20
0.20
0.50
0.20
0.30
0.10
0.20
0.30
0.20
0.30
0.20
0.30
0.20
0.30
0.20
0.20
8.40
0.40
0.30
0.70
Page 3
Amount
85.00
30.00
125.00
30.00
108.00
15.00
72.00
45.00
85.00
127.50
85.00
45.00
85.00
108.00
85.00
72.00
1,932.50]
170.00
127.50
297.50]
25.40 $7,238.00
Allied Systems Committee
Additional Charges :
Case Administration
8/3/2012 Courier Service
8/11/2012 Courier Service
8/15/2012 Courier Service
8/17/2012 Courier Service
8/19/2012 FedEx
8/20/2012 Courier Service
8/22/2012 Courier Service
8/29/2012 Courier Service
8/31/2012 Courier Service
SUBTOTAL:
Hearings
8/31/2012 Hearing Transcript
SUBTOTAL:
Total additional charges
Total amount of this bill
Name
William D. Sullivan
Heidi M. Coleman
Seth S. Brostoff
William A. Hazeltine
Timekeeper Summary
Hours
9.20
11.40
1.00
3.80
Rate
425.00
150.00
250.00
360.00
Page 4
Amount
6.25
6.25
10.00
6.25
48.34
12.00
12.50
6.25
12.50
120.34]
251.80
251.80]
$372.14
$7,610.14
Amount
$3,910.00
$1,710.00
$250.00
$1,368.00


CERTIFICATE OF SERVICE

I, William A. Hazeltine, hereby certify that on the, hereby certify that, on October 2,
2012, I caused one copy of the foregoing to be served upon the parties listed below in the manner
indicated.
Via Federal Express
John A. Blount
Allied Systems Holdings, Inc.
2302 Parklake Drive, Bldg. 15, Ste. 600
Atlanta, Georgia 30345
Via Hand Delivery
Mark D. Collins, Esq.
Richards, Layton & Finger, P.A.
One Rodney Square
Wilmington, Delaware 19801

Via Federal Express
Jeffrey W. Kelley, Esq.
Troutman Sanders LLP
Bank of America Plaza
600 Peach Street, Suite 5200
Atlanta, Georgia, 30308
Via Hand Delivery
David L. Buchbinder, Esq.
United States Trustee for the District of
Delaware, 844 N. King Street, Suite 2207,
Lockbox 35 Wilmington, Delaware 19801



Under penalty of perjury, I declare the foregoing to be true and correct.

October 2, 2012 /s/ William A. Hazeltine
Date William A. Hazeltine