10000000321

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: August 23, 2012 at 4:00 p.m. (EDT)
FIRST MONTHLY APPLICATION OF TROUTMAN SANDERS, LLP FOR ALLOWANCE OF COMPENSATION FOR SERVICES RENDERED AND FOR REIMBURSEMENT OF EXPENSES AS CO-COUNSEL TO THE DEBTORS AND DEBTORS-IN-POSSESSION FOR THE PERIOD FROM JUNE 10, 2012 THROUGH JUNE 30, 2012 Name of Applicant: Authorized to Provide Professional Services to: Troutman Sanders, LLP the above-captioned debtors and debtors-inpossession July 23, 2012, nunc pro tunc to June 10, 2012
Date of Retention:
Period for which compensation and reimbursement are sought: Amount of Compensation sought as actual, reasonable, and necessary: Amount of Expense Reimbursement sought as actual, reasonable, and necessary: This is a(n): X monthly ___ interim
June 10, 2012 through June 30, 2012
$338,099.00 (80% = 270,479.20)
$9,212.43 final application
The Debtors in these cases, 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. (58-2201081); Allied Freight Broker LLC (59-2876864); Allied Systems (Canada) Company (900169283); Allied Systems, Ltd. (L.P.) (58-1710028); Axis Areta, LLC (45-5215545); Axis Canada Company (875688228); Axis Group, Inc. (58-2204628); Commercial Carriers, Inc. (38-0436930); CT Services, Inc. (382918187); 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. (592876863); RMX LLC (31-0961359); Transport Support LLC (38-2349563); and Terminal Services LLC (910847582). 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.
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COMPENSATION BY PROFESSIONAL JUNE 1, 2012 THROUGH JUNE 30, 2012 Name of Professional Individual Position, year assumed position, prior relevant experience, year of obtaining relevant license to practice Joined firm as Associate in 1969, Partner in 1975, Sr. Counsel in 2009. Member of GA Bar since 1969. Joined firm as Partner in 2005. Member of NY Bar since 1972. Joined firm as Partner in 2004. Member of GA Bar since 1975. Joined firm as Partner in 2007. Member of GA Bar since 1985. Joined firm as Partner in 2005. Member of NY Bar since 1981. Joined firm as Associate in 1991, Partner in 1999 and Managing Partner in 2011. Member of GA Bar since 1991. Joined firm as Of Counsel in 2001. Member of MD Bar since 1985. Joined firm as Partner in 1991. Member of GA Bar since 1983 Joined firm as Partner in 2011. Member of GA Bar since 1993. Hourly Billing Rate (including changes) $775.00 Total Hours Billed Total Compensation
Cohen, Ezra H.
88.7
$68,742.50
Cohen, Hollace Topol
$795.00
0.8
$636.00
Kelley, Jeffrey W.
$775.00
82.3
$63,782.50
Banish, Jeffery R.
$650.00
1.2
$780.00
Karpen, Michael A.
$650.00
5.2
$3,380.00
Lewis, Stephen E.
$650.00
1.0
$650.00
Hagerty, Richard W.
$615.00
0.2
$123.00
Dempster, Hazen H.
$600.00
22.2
$13,320.00
Cavender, Jeffery W.
$580.00
57
$33,060.00
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Name of Professional Individual
Richter, Carolyn P.
Johnson, Michael E.
Macken, Patrick W.
Schutz, James W.
Cameron, Clinton E.
Willis, A. Michelle
Buehner, John E.
Newman, Mark J.
Ruhling, Bill B.
Stuart, Ann H.
Position, year assumed Hourly position, prior relevant Billing Rate experience, year of (including obtaining relevant changes) license to practice Joined firm as Associate $580.00 in 1996 and Partner, 2001. Member of GA Bar since 1987. Joined firm as Associate $575.00 in 1995, Partner in 2002. Member of GA Bar since 1995. Joined firm as Associate $550.00 in 2004 and Partner in 2009. Member of GA Bar since 2000. Joined firm as Associate $550.00 in 2000 and Partner in 2008. Member of GA Bar since 2000. Joined firm as Partner in $525.00 2009. Member of MI Bar since 1991. Joined firm as Associate $525.00 in 1990 and Partner in 1997. Member of GA Bar since 1989. Joined firm as Associate $500.00 in 1998 and Partner in 2002. Member of GA Bar since 1993. Joined firm as Of $460.00 Counsel in 1989 and Partner in 1991. Member of FL Bar since 1979. Joined firm as Associate $450.00 in 2011. Member of VA Bar since 2000. Joined firm as Of $435.00 Counsel in 2004. Member of NC Bar since 1978. -3-
Total Hours Billed
Total Compensation
96.6
$56,028.00
4.8
$2,760.00
0.7
$385.00
0.7
$385.00
0.4
$210.00
9.8
$5,145.00
4.1
$2,050.00
0.3
$138.00
1.4
$630.00
3.5
$1,522.50
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Name of Professional Individual
Rimer, F. Richard
Wood, Justin A.
Klein, Kristina N.
Brooks, Matthew R.
Thomas, Brendan J.
Carlsen, Benjamin R.
Priest, Candice L.
Dietz-Selke, Patty Arnold, Susan C.

TOTAL
Position, year assumed position, prior relevant experience, year of obtaining relevant license to practice Joined firm as Associate in 2008. Member of GA Bar since 2004. Joined firm as Associate in 2007. Member of GA Bar since 2006. Joined firm as Associate in 2006. Member of GA Bar since 2006. Joined firm as Associate in 2008. Member of GA since 2008. Joined firm as Associate in 2011. Member of GA Bar since 2010. Joined firm as Associate in 2011. Member of GA Bar since 2009. Joined firm as Associate in 2011. Member of GA Bar since 2011. Joined firm as Paralegal in 1996. Joined firm as Paralegal in 1987.
Hourly Billing Rate (including changes) $425.00
Total Hours Billed
Total Compensation
1.7
$722.50
$350.00
28.9
$10,115.00
$335.00
0.1
$33.50
$300.00
129.8
$38,940.00
$260.00
4.3
$1,118.00
$250.00
91.4
$22,850.00
$250.00
11.5
$2,875.00
$225.00 $225.00
0.2 34.1 682.9
$45.00 $7,672.50 $338,099.00 $338,099.00 $330,381.50 682.9 $495.09
Grand Total Attorney Compensation Total Attorney Hours Blended Rate
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COMPENSATION BY PROJECT CATEGORY JUNE 1, 2012 THROUGH JUNE 30, 2012 Project Category Case Administration (B110) Asset Analysis and Recovery (B120) Asset Disposition (B130) Relief from Stay-Adequate Protection Proceedings (B140) Meetings of and Communications with Creditors (B150) Fee/Employment Applications (B160) Assumption/Rejection of Leases and Contracts (B185) Other Contested Matters (B190) Business Operations (B210) Employment Benefits/Pensions (B220) Financing/Cash Collections (B230) Real Estate (B250) Board of Directors Matters (B260) Claims Administration and Objections (B310) General Bankruptcy (B410) TOTAL Total Hours 273.7 0.6 10.5 1.4 8.8 57.3 26.7 23.5 58.2 19.7 176.1 15.1 3.6 0.6 7.1 682.9 Total Fees $113,409.00 $348.00 $6,324.00 $630.00 $6,820.00 $33,490.00 $9,067.00 $18,072.50 $41,460.00 $12,651.00 $83,284.00 $7,918.50 $2,055.00 $345.00 $2,225.00 $338,099.00
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EXPENSE SUMMARY JUNE 1, 2012 THROUGH JUNE 30, 2012 Expense Category Outside Reproduction Legal Research Filing/Court Fees Court Reporting Travel Expenses Inside Courier & Expense Carriers Outside Courier & Expense Carriers Postage Binding Business Meals Document Retrieval Record Retrieval Room Rental Professional Services Overtime TOTAL Please see the attached chart Pacer Fed Ex LexisNexis Service Provider (if applicable) Total Expenses $0.00 $1,268.19 $6149.50 $0.00 $1,211.80 $0.00 $23.67 $0.00 $0.00 $208.87 $0.00 $0.00 $328.90 $21.50 $0.00 $9,212.43
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BUSINESS MEAL DETAIL Date Posted

6/11/12
Provider
Meal & # of people

2
Description
Associate dinner while drafting first day pleadings Group lunch while drafting first day pleadings and related documents Drinks and snacks following hearing on first day motions
Amount
Third party
$35.40
6/14/12 6/14/12
Third party Third party
4 4
$85.35 $88.12
TOTAL
$208.87
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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)
FIRST MONTHLY APPLICATION OF TROUTMAN SANDERS, LLP FOR ALLOWANCE OF COMPENSATION FOR SERVICES RENDERED AND FOR REIMBURSEMENT OF EXPENSES AS CO-COUNSEL TO THE DEBTORS AND DEBTORS-IN-POSSESSION FOR THE PERIOD FROM JUNE 10, 2012 THROUGH JUNE 30, 2012 Pursuant to sections 330 and 331 of title 11 of the United States Code (the Bankruptcy Code), Rule 2016 of the Federal Rules of Bankruptcy Procedure (the Bankruptcy Rules), and the Order Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Professionals and Official Committee Members [Docket No. 215] (the Administrative Order), Troutman Sanders, LLP (Troutman) hereby files this First Monthly Application for Allowance of Compensation for Services Rendered and for Reimbursement of Expenses as Co-Counsel to the Debtors and Debtors-in-Possession for the Period From June 10, 2012 through June 30, 2012 (the Application). By this Application, Troutman seeks a monthly allowance pursuant to the Administrative Order with respect to the sums of $338,099.00 (80% of which equals $270,479.20) as compensation and $9,212.43 for reimbursement of actual and necessary expenses for a total of $347,311.43 for the period June
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10, 2012 through and including June 30, 2012 (the Compensation Period). In support of this Application, Troutman respectfully represents as follows: Background 1. On May 17, 2012 (the Involuntary Petition Date), involuntary
petitions were filed against Allied Systems Holdings, Inc. (Allied Holdings) and its subsidiary Allied Systems, Ltd. (L.P.) (Allied Systems) under chapter 11 of the Bankruptcy Code in this Court. On June 10, 2012 (the Voluntary Petition Date, and together with the Involuntary Petition Date, the Petition Date, as applicable to the particular Debtor), the remaining Debtors filed voluntary petitions in this Court and, in connection therewith, Allied Holdings and Allied Systems consented to the involuntary petitions filed against them. Additional information
regarding the Debtors business and the background relating to events leading up to the abovecaptioned chapter 11 cases can be found in the Declaration of Scott D. Macaulay in Support of First-Day Pleadings [Docket No. 80], which was filed on the Voluntary Petition Date. 2. Troutman was retained effective as of the Voluntary Petition Date by this
Courts Order dated July 23, 2012 (the Retention Order). The Retention Order authorized Troutman to be compensated on an hourly basis and to be reimbursed for actual and necessary out-of-pocket expenses. Compensation Paid and Its Source 3. All services for which compensation is requested by Troutman were
performed for or on behalf of the Debtors. 4. Except to the extent of the retainer paid to Troutman as described in the
application seeking approval of Troutmans employment by the Debtors during the period covered by this Application, Troutman has received no payment and no promises for payment
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from any source for services rendered or to be rendered in any capacity whatsoever in connection with the matters covered by this Application. There is no agreement or understanding between Troutman and any other person other than the partners of Troutman for the sharing of compensation to be received for services rendered in these cases. Fee Statements 5. The fee statement for the Compensation Period is attached hereto as
Exhibit A. This statement contains daily time logs describing the time spent by each attorney and paraprofessional for this period. To the best of Troutmans knowledge, this Application complies with sections 330 and 331 of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Guidelines adopted by the Office of the United States Trustee, Del. Bankr. L.R. 2016-2, and the Administrative Order. Actual and Necessary Expenses 6. A summary of actual and necessary expenses and daily logs of expenses
incurred by Troutman during the Compensation Period is attached hereto as Exhibit B. With respect to on-line legal research, Troutman has a fixed-price contract with LexisNexis and passes on to our clients the discount for research covered by the contract. This discount varies based on our usage in a given month. After removing administrative charges, we apply the discount (contract cost divided by usage cost) to the research cost by client and matter. Research not covered by the contract is charged at the retail rate. 7. Troutman believes the foregoing rates are the market rates that the
majority of law firms charge clients for such services. In addition, Troutman believes that such charges are in accordance with the American Bar Associations (ABA) guidelines, as set forth
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in the ABAs Statement of Principles, dated January 12, 1995, regarding billing for disbursements and other charges. Summary of Services Rendered 8. The partners, counsel, and associates of Troutman who have rendered
professional services in these cases are as follows: Hollace Cohen, Ezra Cohen, Jeffrey Kelley, Jeffrey Banish, Michael Karpen, Stephen Lewis, Richard Hagerty, Hazen Dempster, Jeffrey Cavender, Carolyn Richter, Michael Johnson, Patrick Macken, James Schutz, Clinton Cameron, Michelle Willis, John Buehner, Mark Newman, Bill Ruhling, Ann Stuart, Richard Rimer, Justin Wood, Kristina Klein, Matthew Brooks, Brendan Thomas, Benjamin Carlsen, and Candice Priest. The paraprofessionals of Troutman who have provided service to these attorneys in these cases is as follows: Patty Dietz-Selke and Susan Arnold. 9. Troutman, by and through the above-named persons, has prepared and/or
assisted in the preparation of various motions, responses, applications and orders submitted to the Court for consideration, advised the Debtors on a regular basis with respect to various matters in connection with these cases, and has performed all necessary professional services which are described and narrated in detail hereinafter. Summary of Services By Project 10. The services rendered by Troutman during the Compensation Period can
be grouped into the categories set forth below. These categories are generally described below, with a more detailed identification of the actual services provided set forth on the attached Exhibit A. The attorneys and paraprofessionals who rendered services relating to each category are identified, along with the number of hours for each individual and the total compensation sought for each category, in Exhibit A attached hereto.
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A.
Case Administration (B110) Fees: $113,409.00 Total Hours: 273.7
This category includes all matters related to preparing and filing documents with the Court; maintenance of calendars; communications with the U.S. Trustee, petitioning creditors and the official committee of unsecured creditors; review of work in process reports; review of notices of appearance; attending meetings and court hearings; and maintaining service lists. B. Asset Analysis and Recovery (B120) Fees: $348.00 Total Hours: 0.6
This category includes all matters relating to acquisitions and analysis of post petition uses of property of the estate. C. Asset Disposition (B130) Fees: $6,324.00 Total Hours: 10.5
This category includes matters related to the disposition of property of the estate. D. Relief from Stay-Adequate Protection Proceedings (B140) Fees: $630.00 Total Hours: 1.4
This category includes all matters related to and including all motions to modify the automatic stay; issues related to the effect of the automatic stay or pending matters; and all other types of actions where adequate protection is the central issue. E. Meetings of and Communications with Creditors (B150) Fees: $6,820.00 Total Hours: 8.8
This category includes all matters related to responding to creditor inquiries. F. Fee/Employment Applications (B160) Fees: $33,490.00 Total Hours: 57.3
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This category includes all matters related to preparing an application to retain Troutman as co-counsel to the Debtors as well as time spent reviewing applications for retention by other professionals and assisting other professionals with preparing and filing retention applications. G. Assumption/Rejection of Leases and Contracts (B185) Fees: $9,067.00 Total Hours: 26.7
This category includes all matters related to contract and lease analysis and matters related to potential assumption, assignment or rejection of executory contracts and unexpired leases. H. Other Contested Matters (B190) Fees: $18,072.50 Total Hours: 23.5
This category includes matters related to adversary proceedings and contested hearings. I. Business Operations (B210) Fees: $41,460.00 Total Hours: 58.2
This category includes all matters relating to transactional, corporate governance and related matters involving the debtors business operations that are not part of a plan of reorganization or disclosure statement. J. Employee Benefits/Pensions (B220) Fees: $12,651.00 Total Hours: 19.7
This category includes all matters related to employee wages, benefits, collective bargaining issues, other employee relations matters, ERISA, and retirement benefits.
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K.
Financing/Cash Collections (B230) Fees: $83,284.00 Total Hours: 176.1
This category includes all matters relating to negotiation and documentation of debtor in possession financing and post-confirmation financing, all cash collateral issues and related pleadings. L. Real Estate (B250) Fees: $7,918.50 Total Hours: 15.1
This category includes matters relating to commercial real estate owned by the Debtors. M. Board of Directors Matters (B260) Fees: $2,055.00 Total Hours: 3.6
This category includes communications and meetings with the Debtors board of directors. N. Claims Administration and Objections (B310) Fees: $345.00 Total Hours: 0.6
This category includes all matters related to and including claims administration matters and bar date matters, including claims objections and related contested matters. O. General Bankruptcy (B410) Fees: $2,225.00 Total Hours: 7.1
This category includes all matters involving general litigation. Valuation of Services 11. Attorneys and paraprofessionals of Troutman have expended a total of
682.9 hours in connection with this matter during the Compensation Period, as follows:
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ATTORNEYS Cohen, Hollace Topol Cohen, Ezra H. Kelley, Jeffrey W. Banish, Jeffery R. Karpen, Michael A. Lewis, Stephen E. Hagerty, Richard W. Dempster, Hazen H. Cavender, Jeffery W. Richter, Carolyn P. Johnson, Michael E. Macken, Patrick W. Schutz, James W. Cameron, Clinton E. Willis, A. Michelle Buehner, John E. Newman, Mark J. Ruhling, Bill B. Stuart, Ann H. Rimer, F. Richard Wood, Justin A. Klein, Kristina N. Brooks, Matthew R. Thomas, Brendan J. Carlsen, Benjamin R. Priest, Candice L. PARAPROFESSIONALS Dietz-Selke, Patty Arnold, Susan C.
HOURLY RATE $795.00 $775.00 $775.00 $650.00 $650.00 $650.00 $615.00 $600.00 $580.00 $580.00 $575.00 $550.00 $550.00 $525.00 $525.00 $500.00 $460.00 $450.00 $435.00 $425.00 $350.00 $335.00 $300.00 $260.00 $250.00 $250.00 HOURLY RATE $225.00 $225.00
HOURS 0.8 88.7 82.3 1.2 5.2 1.0 0.2 22.2 57 96.6 4.8 0.7 0.7 0.4 9.8 4.1 0.3 1.4 3.5 1.7 28.9 0.1 129.8 4.3 91.4 11.5 HOURS 0.2 34.1
The nature of the work performed by these persons is fully set forth in Exhibit A attached hereto. These are Troutmans normal hourly rates for work of this character. The reasonable value of the services rendered by Troutman to the Debtors during the Compensation Period is $338,099.00. -8Active 20063936v1 002872.111292
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12.
In accordance with the factors enumerated in section 330 of the
Bankruptcy Code, it is respectfully submitted that the amount requested by Troutman is fair and reasonable given (a) the complexity of these cases, (b) the time expended, (c) the nature and extent of the services rendered, (d) the value of such services, and (e) the costs of comparable services other than in a case under this title. Moreover, Troutman has reviewed the requirements of Del. Bankr. L.R. 2016-2 and believes that this Application complies with that Rule. WHEREFORE, Troutman respectfully requests that the Court authorize that for the period June 10, 2012 through June 30, 2012, an allowance be made to Troutman pursuant to the terms of the Administrative Order, with respect to the sum of $338,099.00 as compensation for necessary professional services rendered (80% of which equals $270,479.20), and the sum of $9,212.43 as 100% reimbursement of actual necessary costs and expenses, for a total of $347,311.43 and that such sums be authorized for payment and for such other and further relief as this Court may deem just and proper.
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Dated:
August 2, 2012
Je . ey (GA Bar No. 41\. 96) T~T DERSLLP Bank of America Plaza 600 Peachtree Street, Suite 5200 Atlanta, Georgia 30308-2216 Telephone No.: (404) 885-3000 Facsimile No.: (404) 885-3900 E-Mail: jeffrey .kelley@troutmansanders. com
Counselfor the Debtors and Debtors-in-Possession
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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)
NOTICE OF FIRST MONTHLY FEE APPLICATION OF TROUTMAN SANDERS, LLP PLEASE TAKE NOTICE that Troutman Sanders, LLP (the "Applicant") has today filed the attached First Monthly Application of Troutman Sanders, LLP for Allowance of Compensation for Services Rendered and for Reimbursement of Expenses as CoCounsel to the Debtors and Debtors-in-Possession for the Period from June 10, 2012 through June 30, 2012 (the Application) with the United States Bankruptcy Court for the District of Delaware, 824 Market Street, 3rd Floor, Wilmington, Delaware 19801 (the Bankruptcy Court). PLEASE TAKE FURTHER NOTICE that objections, if any, to the Application must be made in accordance with the Order Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Professionals and Official Committee Members (the Interim Compensation Order), entered July 10, 2012 [Docket No. 215], and must be filed
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with the Clerk of the Bankruptcy Court, and be served upon and received by: (i) the Debtors, Allied Systems Holdings, Inc., 2302 Parklake Drive, Bldg. 15, Ste. 600, Atlanta, Georgia 30345 (Attn: John A. Blount); (ii) 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); (iii) the Office of 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 (iv) proposed 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 D. Sullivan); (collectively, the Notice Parties) so as to be received no later than August 23, 2012 at 4:00 p.m. (the Objection Deadline). PLEASE TAKE FURTHER NOTICE that if no objections are received by the Notice Parties prior to the Objection Deadline, in accordance with the Interim Compensation Order, the Applicant may be paid certain fees and expenses pursuant to the terms of the Interim Compensation Order, without further notice or hearing. If an objection is properly filed and served and such objection is not otherwise resolved, or the Bankruptcy Court determines that a hearing should be held in respect of the Application, a hearing will be held at a time convenient to the Bankruptcy Court. Only those objections made in writing and timely filed, served and
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received in accordance with the Interim Compensation Order will be considered by the Bankruptcy Court at the hearing. Dated: August 3, 2012 Wilmington, Delaware /s/ Marisa A. Terranova ______________ Mark D. Collins (No. 2981) Christopher M. Samis (No. 4909) Marisa A. Terranova (No. 5396) RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, Delaware 19801 Telephone: (302) 651-7700 Facsimile: (302) 651-7701 E-mail: collins@rlf.com E-mail: samis@rlf.com E-mail: terranova@rlf.com -andJeffrey W. Kelley (GA Bar No. 412296) Ezra H. Cohen (GA Bar No. 173800) TROUTMAN SANDERS LLP Bank of America Plaza 600 Peachtree Street, Suite 5200 Atlanta, Georgia 30308-2216 Telephone: (404) 885-3000 Facsimile: (404) 885-3900 E-Mail: jeffrey.kelley@troutmansanders.com E-Mail: ezra.cohen@troutmansanders.com Counsel for Debtors and Debtors-in-Possession
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EXHIBIT A
TROUTMAN SANDERS LLP

Payment Remittance Address
ATTORNEYS AT LAW A LIMITED LIABILITY PARTNERSHIP FEDERAL ID
Office Address
Troutman Sanders LLP P.O. Box 933652 Atlanta, Georgia 31193-3652
600 Peachtree Street, NE Suite 5200 Atlanta, GA 30308-2216
No . 58-0946915
BILLING INQUIRIES : 404 - 885-2508
Allied Systems Holdings, Inc. Attn: John F. Blount 2302 Parklake Dr NE Ste 600 Atlanta, GA 30345-2918
Invoice Date Submitted by Direct Dial Invoice No. File No.
07/31/12 S E Lewis 404-885-3448 1440205 002872.111292
RE: Current Invoice for Period Ending 06/30/12

Client. Matter 002872.111292 Matter Name Chapter 11 Fees 338,099.00 Disbs 9,212.43 Total 347,311.43
Total Amount of This Invoice
$347,311.43
IN ACCOUNT WITH

ATTORNEYS AT LAW
Invoice Date 07/31/12 Invoice Number 1440205 File No. 002872.111292 Page2
Allied Systems Holdings, Inc. Chapter 11
FEES FOR PROFESSIONAL SERVICES RENDERED THROUGH 06/30/12 ADMINISTRATION 8110 Case Administration 06/10/12 Review and revise proffers for DIP loan (.8); finalization of first day motions and petitions (4.5); conferences with Carolyn Richter concerning DIP loan motion, interim order and credit agreement (.9); various emails with :Latham & Watkins concerning DIP loan motion, order and credit agreement (.8);conferences with Ezra Cohen concerning first day motions and orders (1.2); call concerning Canadian severance issue (.7); call with Latham concerning credit agreement (.9) JWK 06/10/12 9.8 775.00 7,595.00
Edit and review first day motions ( 1.4); edit and review petitions, attachments, declarations, and resolutions (3.2); proofread and assemble petition packets, and confer with claims agent and local counsel regarding same (5.2); meet with client to discuss and sign petitions and declarations (1 .5) BRC 11.3 250.00 2,825.00
06/10/12 EHC 06/10/12 MRB 06/10/12 MEJ 06/10/12
Review and revise First Day Motions 10.4 775.00 8,060.00
Conference with Allied regarding First Day Motions (4.6); draft and revise First Day Motions (12.5) 17.1 300.00 5,130.00
Assist Jonathan Davis with creditors' list, including General Motors' damages claims in GM v. Allied 0.4 575.00 230.00
Work on issues relative to Top 20 unsecured creditor list and email correspondence with Ben Carlsen and Paul Deutch regarding same JWC 1.0 580.00 580.00
06/11/12
Review of recent developments with respect to first day motions (.7); preparation with respect to issues at first day hearing (2.3); review of DIP issues and requested opinion (2.6 ); conferences with Latham and Troutman attorneys with respect to terms of DIP loan (1 .5); review of Canadian filing and providing supplemental information (1 .0) EHC 8.2 775.00 6,355.00
06/11/12
Review first day motions as filed (0.6); review and edit
IN ACCOUNT WITH

ATTORNEYS AT LAW
FEES FOR PROFESSIONAL SERVICES RENDERED THROUGH 06/30/12
second day motions (4.5); research professional fee guidelines and draft correspondence regarding same (0.8); BRC 06/11/12 MRB 06/11/12 MEJ 06/11/12 MEJ 06/11/12 CEC 06/12/12 5.9 250.00 1,475.00
Various conference calls and emails researching first day pleadings (2.7); draft abd revuse first day pleadings (9.7) 12.4 300.00 3,720.00
Assist with first day motion issues relating to cargo claims and GM litigation 0.4 575.00 230.00
Emails to Carolyn Richter and Jeff Kelley regarding CIT settlement agreement 0.3 575.00 172.50
Review and analyze file materials related to stipulation on damages in Eastern District of Michigan case 0.4 525.00 210.00
Proof and revise UCC lien summary (2.8); assemble exhibits to Secretary's Certificates (1 .3); proof signature pages to Credit documents (.8); SCA 4.9 225.00 1,102.50
06/12/12
Draft, review, and edit second day motions (6.9); review dues dates for involuntary filings and prepare necessary documents (0.6) BRC 7.5 250.00 1,875.00
06/12/12
Response to trustee questions (.4); monitoring and reviewing results of first day hearing (2.0); review of pleadings and orders in Canadian proceeding (.9) conferences with Canadian counsel about cash management (.4); analysis of motions for second day hearing (.7) EHC 4.2 775.00 3,255.00
06/12/12
Draft and revise ordinary course professionals motion (6.6); conference with Jonathan Davis and Cade Daniel regarding same (1 .2) MRB 8.8 300.00 2,640.00
06/13/12
Review and edit second day motions (3.4 ); confer with Jonathan Davis and Matt Brooks regarding pre- and postpetition rents, calculate same (0.4 ); draft, review, and edit additional filings in involuntary cases (1.6); correspond with Cade Daniels regarding pleadings binder, direct creation of same (0.5)
IN ACCOUNT WITH

ATTORNEYS AT LAW
BRC 06/13/12 MRB 06/13/12
5.4
250.00
1,350.00
Legal research, analysis various communication relating to Canadian wage and labor issues 7.1 300.00 2,130.00
Telephone conference with Jeff Kelley regarding results of first day hearings and upcoming work needed on case including employee incentive plans JWC 0.2 580.00 116.00
06/13/12 MEJ 06/13/12 JWK 06/13/12 JWK 06/13/12 JWK 06/13/12 JWK 06/13/12 JWK 06/14/12
Email to Jeff Kelley regarding bankruptcy issues and pending litigation 0.2 575.00 115.00
Telephone call with Scott Macaulay concerning timing for SOFAs, IDI and organization meeting 0.6 775.00 465.00
Various emails concerning preparation of SOFAs 0.4 775.00 310.00
Telephone call with Chris Samis concerning organizational matters (.3); various emails concerning IDI (.6) 0.9 775.00 697.50
Call with Canadian counsel to coordinate proceedings 1.3 775.00 1,007.50
Various telephone calls concerning IDI and formation meeting 0.3 775.00 232.50
Review and update petitions (0.9);confer with Ezra Cohen and Chris Samis regarding same (0.2); review and update filing binders (1.8); confer with Ezra Cohen and Jonathan Davis regarding second day motions (0.2); review, edit, and update second day motions (3.4) BRC 6.5 250.00 1,625.00
06/14/12 MEJ 06/14/12 JWK 06/14/12
Conference with Jeff Kelley regarding bankruptcy stay issues and pending litigation 0.3 Review materials for UST meeting 0.3 775.00 232.50 575.00 172.50
Call with Scott Macaulay and Chris Samis concerning IDI
IN ACCOUNT WITH
TROU1MAN SANDERS LLP

ATTORNEYS AT LAW
Invoice Date 07/31/12 Invoice Number 1440205 File No. 002872.111292 Page 5
JWK 06/14/12 JWK 06/14/12 JWK 06/15/12 JWK 06/15/12 JWK 06/15/12
0.3
775.00
232.50
Review Rothschild agenda for dient call 0.2 775.00 155.00
Various emails concerning critical vendor issues 0.4 775.00 310.00
Various emails concerning CV issues 0.7 775.00 542.50
Calls concerning first day insurance relief and other first day relief issues 2.0 775.00 1,550.00
Review, edit, and update second day motions (4.1 ); research interim and final cap amounts and draft correspondence regarding same (1 .1) BRC 5.2 250.00 1,300.00
06/15/12
Legal research and analysis regarding wage and benefit issues (3.2); draft appellee brief in Richard Cox proceeding (5.0) MRB 8.3 300.00 2,490.00
06/15/12 MEJ 06/15/12 JWK 06/18/12 JWK 06/18/12
Email to Steve Schultz regarding escrow of GM cargo damage settlement 0.2 575.00 115.00
Telephone call with Ms. Prange of Navistar concerning CV issues 0.4 775.00 310.00
Numerous calls and emails to resolve Navistar and other critical vendor issues 1.2 775.00 930.00
Review and edit second day motions, confer with Paul Deutch, Marisa Terranova, Jeff Cavender, and Chris Samis regarding same (7.1) BRC 7.1 250.00 1,775.00
06/18/12 EHC 06/18/12
Review of operational issues with respect to insurance and critical vendors 1.0 775.00 775.00
Draft critical vendor agreement (0.8); conference with Jeff Kelley regarding same (0.2)
IN ACCOUNT WITH

ATTORNEYS AT LAW
FEES FOR PROFESSIONAL SERVICES RENDERED THROUGH 06/30/12 MRB 06/18/12 EHC 06/19/12 BRC 06/19/12 1.0 300.00 300.00
Conferences with creditor attorneys and review of issues at upcoming organizational meeting 0.7 775.00 542.50
Review, edit, amend, and finalize second day motions (8.8) 8.8 250.00 2,200.00
Conference with Jonathan Davis regarding wage and insurance issues (0.5); legal research and analysis regarding wage and critical vendor issues (6.5); research regarding city of Winston Salem sewer agreement (0.3) MRB 7.3 300.00 2,190.00
06/19/12
Attend IDI (1 ); attend committee formation meeting (1 ); conference with client and co-counsel while in Delaware on status and plan for numerous open issue (4); working travel to and from Delaware for IDI and formation meeting (5) JWK 11.0 775.00 8,525.00
06/19/12 JWK 06/19/12 KNK 06/19/12 CPR 06/20/12 JWC 06/20/12 JWC 06/20/12 JWC 06/20/12 EHC 06/20/12
Various emails concerning Navistar critical vendor issue 0.6 775.00 465.00
Review department of labor documents and discuss same with Matt Brooks and Jim McCabe 0.1 335.00 33.50
Email exchange with Cade Daniel regarding schedules (.4) 0.4 580.00 232.00
Conference with Jeff Kelley regarding executory contract issues 0.2 580.00 116.00
Review of email correspondence from Scott Macauley regarding executory contract issue 0.1 580.00 58.00
Conference with Jeff Kelley and Ezra Cohen regarding organizational meeting 0.4 580.00 232.00
Review of developments with respect to organizational meeting and analysis of how to proceed 0.7 775.00 542.50
Review, edit, amend, and finalize second day motions
IN ACCOUNT WITH

ATTORNEYS AT LAW
FEES FOR PROFESSIONAL SERVICES RENDERED THROUGH 06/30/12 BRC 06/20/12 MRB 06/20/12 CPR 06/20/12 JWK 06/20/12 JWK 06/20/12 JWK 06/20/12 JWK 06/21/12 5.2 250.00 1,300.00
Legal research, analysis and drafting regarding wage and executory contract issues 7.3 300.00 2,190.00
Advice regarding completion of schedules (1.5) 1.5 580.00 870.00
Conference with Mark Gendregske concerning status and strategy 0.9 775.00 697.50
Numerous calls and emails concerning critical vendor and other open first day issues 2.2 775.00 1,705.00
Review and revise critical vendor interim cap motion 0.3 775.00 232.50
Various emails concerning Axis lease issues 0.4 775.00 310.00
Telephone call with John Blount concerning Axis lease issues (.4); follow-up with Jeff Cavender and John Buehner regarding same (.4) JWK 0.8 775.00 620.00
06/21/12 JWK 06/21/12 JWK 06/21/12 BRC 06/21/12
Telephone call with Scott Macaulay concerning Navistar issues 0.2 775.00 155.00
Various emails concerning SOFA questions 0.2 775.00 155.00
Review, edit, and file amended petitions (1 .2) 1.2 250.00 300.00
Confer with Ken Peters (Exxon Mobil) regarding critical vendors claims (0.7); research critical vendor motion regarding same (0.4); confer with Scott Macaulay regarding warehousemen claims (0.3); research utility escrow timing and draft correspondence to Cade Daniels regarding same (0.2); confer with Bankruptcy team regarding ExxonMobil payment terms, draft correspondence regarding same (0.6) BRC 2.3 250.00 575.00
06/21/12
Review of Grant Thornton engagement agreement and telephone call to John Blount regarding same
IN ACCOUNT WITH

ATTORNEYS AT LAW
Invoice Date 07/31/12 Invoice Number 1440205 File No. 002872.111292 PageS
FEES FOR PROFESSIONAL SERVICES RENDERED THROUGH 06/30/12 JWC 06/21/12 JWC 06/21/12 0.3 580.00 174.00
Conference with Ben Carlsen regarding deposit requests from fuel suppliers 0.2 580.00 116.00
Legal research and analysis regarding wage and insurance issues (6.0); draft revised final orders on first day motions (2.7) MRS 8.7 300.00 2,610.00
06/21/12 MEJ 06/21/12 MEJ 06/21/12
Telephone conference with Jonathan Davis regarding bankruptcy issues, pre-petition wages 0.3 575.00 172.50
Review issues regarding Section 108 of Bankruptcy Code and impact on Allied v. Riggs litigation 0.3 575.00 172.50
Email to John Blount and Jonathan Davis regarding issues regarding Section 108 of Bankruptcy Code and impact on Allied v. Riggs litigation MEJ 0.5 575.00 287.50
06/21/12
Conference with Matt Brooks regarding issues regarding Section 108 of Bankruptcy Code and impact on Allied v. Riggs litigation MEJ 0.2 575.00 115.00
06/22/12 REH 06/22/12 REH 06/22/12 JWC 06/22/12 BRC 06/22/12 EHC 06/22/12
Review suggestion of bankruptcy to file in Howard County, Maryland 0.1 615.00 61.50
Review/revise suggestion of bankruptcy and notice of automatic stay 0.1 615.00 61.50
Review of ordinary course professionals application and procedure for professional compensation application 0.9 580.00 522.00
Review and amend petitions (0.3); edit motion to employ Rust Omni, confer with Chris Samis regarding same (2.3) 2.6 250.00 650.00
Attend to issues with respect to schedules 1.4 775.00 1,085.00
Draft and revise final orders on first day motions
IN ACCOUNT WITH

ATTORNEYS AT LAW
MRB 06/22/12 JWK 06/25/12 JWK 06/25/12 JWK 06/25/12 MRB 06/25/12 JWC 06/25/12 JWC 06/25/12 JWC 06/26/12 MRB 06/26/12 CPR 06/26/12 JWK 06/27/12 MRB 06/27/12 BRC 06/27/12
5.3
300.00
1,590.00
Various emails concerning final orders on first day matters 0.3 775.00 232.50
Various emails concerning Navistar's proposed deposit agreement 0.4 775.00 310.00
Review and revise Navistar deposit agreement (.5); telephone call with John Blount concerning open issues (.5) 1.0 775.00 775.00
Analysis and drafting regarding final orders on first day motions 9.4 300.00 2,820.00
Email to Paul Deutch regarding schedules 0.1 580.00 58.00
Review of email relative to ordinary course professional motion and respond to same 0.3 580.00 174.00
Email correspondence with Matt Brooks regarding ordinary course professionals motion 0.1 580.00 58.00
Various conference calls, research and analysis regarding final orders on first day motions 5.6 300.00 1,680.00
Review and revise confidentiality agreement with the creditors' committee professionals (1.0) 1.0 580.00 580.00
Various emails concerning Navistar issues 0.4 775.00 310.00
Further edits to orders on first day motions (4.4); various calls realting to same (0.4) 4.8 300.00 1,440.00
Review motion to employ Rust Omni, draft correspondence regarding same (0.1) 0.1 250.00 25.00
Attention to revisions to cash management order (0.8); attention to gathering information for follow up request of
IN ACCOUNT WITH

ATTORNEYS AT LAW
Invoice Date 07131112 Invoice Number 1440205 File No. 002872.111292 Page 10
FEES FOR PROFESSIONAL SERVICES RENDERED THROUGH 06/30/12 documents (3.0) CPR 3.8 580.00 2,204.00
06127112
SEL 06128112 BRC 06128112
Conferences with Carolyn Richter and with Tyler Dempsey regarding data rooms (0.4) 0.4 650.00 260.00
Review correspondence I cases I contract from Ken Peters; draft correspondence regarding same (0.2) 0.2 250.00 50.00
Conference with Jonathan Davis regarding wage and insurance issues (0.6); review of documents and research regarding same (5.5) MRB 6.1 300.00 1,830.00
06128/12 JWK 06/28112 JWK 06129112 JWK 06129/12
Telephone call with Chris Samis concerning upcoming filings 0.3 PWCIGrant Thornton call 0.5 775.00 387.50 775.00 232.50
Review Canadian come-back order and various emails concerning same 0.8 775.00 620.00
Review correspondence I cases I contract from Ken Peters (1.8); confer with Ken Peters regarding same (0.4 ); draft correspondence regarding same (1.1) BRC 3.3 250.00 825.00
06129112
Conference with Ezra Cohen and Jonathan Davis regarding wage and insurance issues (0.6); conference with Cade Daniel regarding lease issues (0.2); legal research and drafting regarding final orders on first day motions MRB 6.6 273.7 300.00 0.00 1,980.00 113,409.00
Total 8110 Case Administration B 120 Asset Analysis and Recovery 06/14112 CPR 06129112 CPR Total B 120 Asset Analysis and Recovery
Review email regarding Ashland property (.3) 0.3 580.00 174.00
Email regarding 366 Utility Motion (0.3) 0.3 0.6 580.00 0.00 174.00 348.00
IN ACCOUNT WITH
TROUlMAN SANDERS LLP

ATTORNEYS AT LAW
Invoice Date 07/31/12 Invoice Number 1440205 File No. 002872. 111292 Page 11
B 130 Asset Disposition 06/13/12 Review and revise purchase and sale agreement between Allied Systems and FLG, LLC, regarding Ashland, Mass. property (1.5); discuss with Jeff Kelley (.4); draft email to Shelli regarding questions about the sale (.3) CPR 06/26/12 2.2 580.00 1,276.00
Review and revise revised purchase and sale agreement for sale of Ashland property (2.0); telephone call with Cade Abney regarding same (0.4); telephone call with Cade Abney and Chris Samis regarding same (0.6); finalize charges to same (0.5) CPR 3.5 580.00 2,030.00
06/26/12 CPR 06/26/12 JWK 06/27/12 JWK 06/27/12
Telephone call with Rothschild regarding setting up data (0.4 ); internal call to corporate partner regarding same (0.2) 0.6 580.00 348.00
Telephone call with John Blount concerning transaction status 0.3 775.00 232.50
Conference with Ezra Cohen concerning potential transaction 0.3 775.00 232.50
Attention to corporate review of list of items for data room set up (2.3); telephone call with Rothschild regarding the same (.2) CPR 2.5 580.00 1,450.00
06/27/12 CPR 06/29/12 JWK Total B130 Asset Disposition
Modify revised Ashland sale agreement (0.5) 0.5 580.00 290.00
Call with Rothschild and dient concerning potential transaction 0.6 10.5 775.00 0.00 465.00 6,324.00
B140 Relief from Stay-Adequate Protection Proceedings 06/22/12 BBR 06/22/12 BBR Prepare Notice of Bankruptcy and Suggestion of Stay 1.1 450.00 495.00
Telephone conference with Alan Seidel (Plaintiff's Counsel) regarding our intent to file a Notice of Bankruptcy 0.3 450.00 135.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
Total B140 Relief from Stay-Adequate Protection Proceedings B150 Meetings of and Communications with Creditors 06/20/12 JWK 06/22/12 JWK 06/24/12 JWK 06/25/12 JWK 06/25/12 JWK 06/25/12 JWK 06/28/12 JWK 06/28/12 JWK 06/28/12
1.4
0.00
630.00
Telephone call with Mike Burke and co-counsel concerning critical vendor issues 0.4 775.00 310.00
Preliminary call with counsel to the creditors committee 0.4 775.00 310.00
Various emails concerning committee information requests 0.3 775.00 232.50
Various emails and calls concerning committee information requests 0.8 775.00 620.00
Telephone call with Scott Macaulay concerning committee information requests 0.2 775.00 155.00
Telephone call with Mike Burke concerning information requests 0.3 775.00 232.50
Various emails concerning committee FA 0.2 775.00 155.00
Update telephone call with Mike Burke (.4); various emails concerning commiittee issues ande requests (.6) 1.0 775.00 775.00
Gathering and analyzing information to present to counsel for creditors committee with respect to proposed final orders EHC 1.4 775.00 1,085.00
06/29/12
Gathering operation information and drafting message thereon to counsel for the creditors' committee (2.8); review of proposed indemnification for Bank of Nova Scotia, response thereto to Jennifer Starn and draft of proposed revision (1 .1) EHC 3.8 8.8 775.00 0.00 2,945.00 6,820.00
Total B150 Meetings of and Communications with Creditors
IN ACCOUNT WITH

ATTORNEYS AT LAW
B160 Fee/Employment Applications 06/10/12 JWC 06/10/12 JWC 06/10/12 Work on Troutman employment application 2.0 580.00 1,160.00
Work on application to employ Canadian counsel and email correspondence regarding same 3.0 580.00 1,740.00
Work on application to employee special labor counsel and email correspondence with Stephen Woods regarding same JWC 3.0 580.00 1,740.00
06/11/12 BJT 06/11/12 JWC 06/11/12 JWC 06/11/12 JWC 06/11/12 JWC 06/11/12
Draft application to engage Rothschild Inc. as financial advisor and investment banker (4.3) 4.3 260.00 1,118.00
Email correspondence with Ben Carlsen regarding ordinary course professionals motion 0.3 580.00 174.00
Email correspondence with Jeff Kelley and Carolyn Richter regarding Rothschild application 0.3 580.00 174.00
Work on application to employ Rothschild as financial advisors 1.5 580.00 870.00
Email correspondence with Ben Carlsen regarding U.S. Trustee guidelines 0.1 580.00 58.00
Work on Troutman Application and work on conflict issues regarding same, including email correspondence with John Lynch, Hollace Cohen, Norman Underwood, Kevin Fitzgerald and Connie Weissenburger regarding same JWC 2.5 580.00 1,450.00
06/11/12 HTC 06/11/12
Correspondence with J. Cavender regarding waiver 0.3 795.00 238.50
Review revised draft of engagement letter with Rothschild (0.5); e-mail correspondence with John Blount regarding comments to revised engagement letter (0.2) PWM 0.7 550.00 385.00
06/12/12
Review and edit Rust Omni administrative services application and email correspondence with Ben Carlsen
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 regarding same JWC 06/12/12 0.5 580.00 290.00
Work on Application to employ Rothschild as financial advisors for the debtor and email correspondence with Chris Samis and Rothschild professionals regarding same JWC 3.0 580.00 1,740.00
06/12/12
Work on Troutman employment application, including emails to Donna Richardson, Chris Samis, Ezra Cohen and Harriet Cohen in connection with same JWC 1.0 580.00 580.00
06/12/12
Review and edit application to employ ordinary course professionals and email correspondence with Ben Carlsen regarding same JWC 0.5 580.00 290.00
06/13/12
Work on Troutman employment application, including work on conflict resolution issues (1.1 ); email correspondence with Jennifer Sham and Chris Samis regarding deadline for employment applications (.2) JWC 1.3 580.00 754.00
06/13/12 HTC 06/14/12
Correspondence with J. Cavender regarding conflict waiver 0.3 795.00 238.50
Telephone conference with Chris Samis regarding retention applications(.1); email correspondence with Rothschild regarding retention application(.1 ); email correspondence with Jeff Kelley regarding Rothschild employment application and email correspondence with Ben Carlsen regarding ordinary course professionals application and Rust/Omni 327 application (.2); respond to email from Canadian counsel relative to post-petition fees (.1) JWC 0.5 580.00 290.00
06/15/12
Work on Troutman employment application and potential conflict resolution issues (1.2); telephone conferences with Matt Murko regarding Toyota Motor Credit (.2) JWC
1.4
580.00
812.00
06/18/12
Work on Troutman employment application, including conflict search resolution issues and email correspondence regarding same (3.0); reconciliation of estimated prepetition time and revise affidavit in connection with same(1.0); conferences with Jeff Kelley regarding same application and reconciliation of prepetition fees and expenses (.3); and revising application based on comments of Richards Layton & Fingers (.7)
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 JWC 06/18/12 5.0 580.00 2,900.00
Review of Rust 327 Application and edit and revise same and email correspondence with Ben Carlsen regarding same JWC 0.6 580.00 348.00
06/18/12 JWC 06/18/12
Review of revised Rothschild application and email correspondence with Chris Samis regarding same 0.6 580.00 348.00
Email correspondence with Stephen Woods regarding possible Ogletree employment application and telephone conference regarding same JWC 0.5 Email regarding retention inquiry HTC 0.2 795.00 159.00 580.00 290.00
06/18/12
06/19/12 EHC 06/19/12 JWC 06/19/12 JWC 06/19/12
Review and revision of professional employment applications 2.1 775.00 1,627.50
Continued review of conflicts reports in connection with Troutman employment application 1.5 580.00 870.00
Review of Ordinary Course Professionals Motion and edit and revise same 0.9 580.00 522.00
Review of Gowlings Affidavit in connection with employment application of Canadian counsel and review of Richards, Layton & Fingers comments to same JWC
0.4
580.00
232.00
06/19/12 JWC 06/19/12
Conference with Ezra Cohen regarding Troutman employment application and application of retainers 0.6 580.00 348.00
Telephone conference with Jeff Kelley and John Blount relative to Ogletree Deakins; conference with Ben Carlsen regarding same; telephone call to Stephen Woods regarding same; email to Stephen Wood regarding ordinary course procedures JWC
0.4
580.00
232.00
06/19/12
Conference with Ezra Cohen regarding revision to draft of Troutman Application and email to Jeff Kelley regarding same
IN ACCOUNT WITH
TROU1MAN SANDERS LLP

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 JWC 06/19/12 0.4 580.00 232.00
Conference with Carolyn Richter regarding Rothschild application and email to Chris Samis regarding all professional fee applications and nunc pro tunc language JWC 0.4 580.00 232.00
06/19/12
Review and revise Rothschild application, affidavit, order and notice of hearing (4.0); conference with Jeff Cavender regarding same (.2); conference with Ezra Cohen regarding Rothschild's comments (.2) CPR 4.4 580.00 2,552.00
06/19/12 MEJ 06/19/12 JWK 06/20/12
Review redacted Rothschild agreement for filing with bankruptcy court 0.2 575.00 115.00
Review and revise Troutman application 0.4 775.00 310.00
Edit and revise Troutman Application based on comments of Ezra Cohen and email correspondence with Ezra Cohen regarding same JWC 0.9 580.00 522.00
06/20/12 JWC 06/20/12 JWC 06/20/12 EHC 06/20/12
Telephone conference with Chris Sam is regarding retention applications and employee wage issues 0.2 580.00 116.00
Research regarding retention issues 1.3 580.00 754.00
Revision of Troutman employment application 2.0 775.00 1,550.00
Review certain cases cited in retention application to confirm statement that this court had approved similar fee arrangements (.9); finalize and distribute Rothschild retention application (1.0) CPR 1.9 580.00 1,102.00
06/21/12 JWC 06/21/12 EHC 06/22/12
Review of Ezra Cohen's modifications to Troutman application 0.3 580.00 174.00
Review of billing for Troutman application employment and conferences thereon with Steve Lewis and Jeff Kelley (.4) 0.4 775.00 310.00
Conferences with Ezra Cohen in connection with Troutman application and work on revising application
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 JWC 06/22/12 JWC 06/22/12 EHC 06/25/12 JWC 06/27/12 1.7 580.00 986.00
Telephone conference with John Blount regarding employment of auditors and professional advisors 0.1 Revision of Troutman application 1.1 775.00 852.50 580.00 58.00
Review of professional fee procedures motion and email correspondence with Andrew lrgus regarding same 0.3 580.00 174.00
Review of issues with respect to employment of PWC Canada (.4}; review, revision and distribution of Troutman application (.3} EHC 0.7 775.00 542.50
06/27/12 EHC 06/27/12
Review of PWC issues and response thereon 0.2 775.00 155.00
Email correspondence with Ben Carlsen regarding Rust/Omni application (.1 }; email correspondence with Ezra Cohen regarding Troutman application (.1}; email correspondence with Jeff Kelley regarding Price Waterhouse engagement (.2) JWC 0.4 580.00 232.00
06/27/12 JWK Total B160 Fee/Employment Applications
Finalize Troutman fee application and various emails concerning same 0.7 57.3 775.00 0.00 542.50 33,490.00
B 185 Assumption/Rejection of Leases and Contracts 06/14/12 Electronic correspondence with Cade Daniel and Jim Armentrout, the contractor who was to build the sewer line, regarding the bankruptcy filing and the inability of Allied to go forward with the installation AHS 06/18/12 0.5 435.00 217.50
Review prior correspondence and agreements with the City of Winston-Salem regarding the installation of the sewer line and potential liability for claims that should be made in the bankruptcy case AHS 1.9 435.00 826.50
06/19/12
Office conference regarding the potential bankruptcy requirements affecting the agreement with the City of Winston-Salem for the installation of the sewer line
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 AHS 06/21/12 0.9 435.00 391.50
Confer with Jeff Cavender regarding adequate protection (0.2); review case file (0.5); research contractual obligations to provide adequate assurance (1.7) BRC
2.4
250.00
600.00
06/21/12
Analyze the status of the notice given to the City of Winston-Salem and compare to addresses used in the sewer installation correspondence and documents AHS 0.2 435.00 87.00
06/21/12
Telephone conference with Jeff Kelley regarding executory contract issues(.1); conference with Ben Carlsen regarding needed research in connection with New York lease adequate protection provision (.1 ); review of lease provision regarding adequate protection payment (.1) JWC 0.3 580.00 174.00
06/21/12 JWC 06/22/12 JWC 06/22/12
Telephone conference with John Blount regarding executory contract issues and research regarding same 1.6 580.00 928.00
Continued research regarding executory contract issues 0.8 580.00 464.00
Research contractual obligations to provide adequate assurance (2.1 ); draft correspondence to Jeff Cavender regarding same(0.2) BRC 2.3 250.00 575.00
06/25/12
Confer with Jeff Kelley regarding springing security deposits (0.1); research and draft memorandum regarding same (0.3) BRC 0.4 250.00 100.00
06/25/12 JWC 06/25/12 JWK 06/25/12 JWK 06/26/12 JWK 06/26/12
Email correspondence with Jeff Kelley regarding SBMT lease 0.2 580.00 116.00
Various emails concerning Axis lease issues 0.3 775.00 232.50
Conference with Ezra Cohen concerning Axis lease from Port Authority 0.3 775.00 232.50
Draft letter to Axis landlord (Port Authority) 0.6 775.00 465.00
Research and draft memorandum regarding springing
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 security deposits ( 1. 1) BRC 06/26/12 1.1 250.00 275.00
Confer with Ken Peters regarding critical vendor status (0.4 ); confer with Matt Brooks regarding same (0.2); review proposed agreement from Ken Peters (0.1); draft correspondence to Ken Peters regarding critical vendors (0.3) BRC 1.1 250.00 275.00
06/27/12 BRC 06/27/12 BRC 06/28/12 BRC 06/28/12 JWK 06/29/12 BRC
Research and draft memorandum regarding springing security deposits (5.1) 5.1 250.00 1,275.00
Confer with Ken Peters regarding ExxonMobil contract (0.4 ); review contract (0.1) 0.5 250.00 125.00
Research and draft memorandum regarding springing security deposits (4.1) 4.1 250.00 1,025.00
Various emails concerning PWC issue 0.3 775.00 232.50
Research and draft memorandum regarding springing security deposits (1.7) 1.8 26.7 250.00 0.00 450.00 9,067.00
Total B185 Assumption/Rejection of Leases and Contracts B 190 Other Contested Matters 06/11/12
Prepare for first day hearings (3.5); review UST and Black Diamond comments to first day orders and numerous emails concerning same (2); travel to Wilmington (prepare for hearings on plane) (4.5); call with Latham concerning DIP loan issues (.4); conference with client concerning first day hearing preparation (.5) JWK 10.9 775.00 8,447.50
06/11/12 JWK 06/12/12
Call with Matt Brooks concerning wages motion and various emails concerning same 0.4 775.00 310.00
Prepare for hearings on first day motions (3); conference with Delaware counsel and clients to prepare for hearings (1 .5); telephone call with Latham concerning DIP loan order (.4); telephone call with UST concerning comments on orders (.3); telephone call with Black Diamond/Spectrum counsel concerning comments on DIP loan (1 ); attend first
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 day hearings (4); conference with client concerning next steps (1 ); various emails concerning Canadian bank issues (.3) JWK 06/25/12 MEJ 06/25/12 MEJ Total B190 Other Contested Matters Summary of B100 ADMINISTRATION 402.5 OPERATIONS B210 Business Operations 06/11/12 Telephone conference with John Blount regarding bankruptcy filing issues (0.2); telephone conference with John Blount regarding Canadian severance issues (0.4) SEL 06/13/12 0.6 650.00 390.00 0.00 188,160.50 11.5 775.00 8,912.50
Telephone conference regarding sending litigation 0.2 575.00 115.00
Internal emails regarding pending litigation 0.5 23.5 575.00 0.00 287.50 18,072.50
Review and advice as to business operations, preparation of schedules, and obligations to Central States Pension Fund (4.8) conferences with John Blount, Scott Macaulay, Bill Gray and Stephen Woods about employee issues (1.4) ; conferences with Jennifer Starn, Bobby Hofman, Mitch Vininsky, Jeff Kelley John Blount and Scott Macaulay about Canadian operations and legal requirements ( .6); review of Canadian and U.S. orders (.5); review and analysis of pre-petition employee claims (.5) EHC 7.8 775.00 6,045.00
06/14/12
Review of employee benefit under collective bargaining contracts in the United States and Canada and conferences thereon with Jonathan Davis, Matt Brooks, Chris Stamis Chris Eustace, and Jennifer Starn and advise thereon (3.1 ); analysis of necessary modification and amplifications, in light of debtors' operations and contracts, of proposed final orders on first day motions (1.5); advise with respect to proposed second day motions (.5) EHC 5.2 775.00 4,030.00
06/14/12 MRB 06/15/12
Legal research and analysis regarding wage and severance issues 7.1 300.00 2,130.00
Advice with respect to operational issues dealing with landlords, trade creditors, and insurance (1.5); conference
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 with Michelle Levitt of Chartis and response as to issues raised by her (1.0); conference thereon with Scott Macaulay, Jonathan Davis, Carolyn Richter, and Jeff Kelley (.4) EHC 06/18/12 JES 06/19/12 2.9 775.00 2,247.50
Telephone conference with Cade Daniel regarding web site issues 0.3 550.00 165.00
Conference with client and insurance advisor on insurance issues (.6); conferences with Jennifer Starn, Barry Wadsworth, and John Blount about about Canadian Auto Workers and revision of message thereon ( 1.4); review of critical vendor issues (.6); potential revisions to proposed final orders (.4) EHC 3.0 775.00 2,325.00
06/20/12
Preparation for conference and conference with representative of Chartis, Allied, and Lockton about insurance programs (1.1 ); review of wages and benefit issues and conference thereon with Jonathan Davis, Christina Bennett, Chris Samis, and Matt Brooks (.9); revision of proposed final orders (2.2); response to operational questions (. 7) EHC 4.9 775.00 3,797.50
06/21/12
Review, analysis, and research with respect to operational issues dealing with employees, including wages and benefits, employee rights under collective bargaining agreements in Canada and the U.S. and employee priority claims and revision of proposed final Wage Order (3.8); conferences thereon with Jonathan Davis, Christina Bennett, Matt Brooks, Jennifer Starn, and Barry Wadsworth (2.1 ); review of critical vendor issues and conference thereon with Scott Macaulay (.2) EHC 6.0 775.00 4,650.00
06/21/12
Review email from Cade Daniel regarding intellectual property issues and intellectual property schedules (.2); conference with Richard Rimer regarding same (.2) JES 0.4 550.00 220.00
06/22/12
Analysis with respect to operations issues and final orders addressing critical vendors, cargo claims, insurance, wages & benefits in U.s. and Canada and conferences and messages thereon with Christina Bennett, John Jansen, Jennifer Starn , Scott Macaulay, Chris Samis, Matt Brooks, John Blount, Jonathan Davis and Jeff Kelley EHC 4.8 775.00 3,720.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 06/24/12 EHC 06/25/12 Revision of cargo motion and revision of final order (1.2); message thereon (.3) review of developments (.8) 2.3 775.00 1,782.50
Conference with Chris Samis, Matthew Brooks, and Brian Lohan about proposed final orders with respect to wages, critical vendors, and insurance (1.0) ; review of recent developments (1.0) EHC 2.0 775.00 1,550.00
06/25/12 MEJ 06/26/12
Review issues regarding covenant defaults with respect to Dealer Storage Corp. 0.2 575.00 115.00
Review of operational issues with respect to critical vendors, D & 0 insurance, wages, severance, bonuses, and owner-operators and conferences thereon with Scott Macaulay, Jonathan Davis, Chris Samis, and Matthew Brooks EHC 3.4 775.00 2,635.00
06/27/12
Review and response to operational issues including conferences with Scott Macaulay, John Blount, Jonathan Davis, John Jansen, Jennifer Stam, and Chris Stamis about payment due to Canadian owner operators (1.1) review of unfunded pension issues and conference thereon with Bill Gray, Scott Macaulay, John Blount, and Jeff Kelley (1.5); review of cash management issues conferences thereon with Jennifer Stamand Carolyn Richter (.4); review of recent development (.7) EHC 3.8 775.00 2,945.00
06/28/12 EHC 06/29/12 JWK 06/29/12 EHC Total B210 Business Operations B220 Employee Benefits/Pensions 06/12/12
Review of operational questions and response thereon to client (.9); review of recent developments (.4) 1.3 Call from Canadian landlord 0.2 775.00 155.00 775.00 1,007.50
Review of recent developments and response to operational issues 2.0 58.2 775.00 0.00 1,550.00 41,460.00
Review em ails from/to company and Mark Newman regarding questions on payroll for client's L 1 employment in
us
PD 0.2 225.00 45.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 06/13/12 JWK 06/13/12 MJN 06/13/12 JWC 06/14/12 Call with labor counsel concerning Central States status 0.6 775.00 465.00
Review and reply to Cade Daniel's e-mail on L-1 source of payroll 0.3 460.00 138.00
Email correspondence with Ben Carlsen and Chris Samis regarding employee incentive plans 0.3 580.00 174.00
Research regarding employees (3.0); telephone conference with client regarding same (.3); telephone conference with Chris Samis regarding same (.3); follow-up telephone conference with Chris Samis regarding retention applications (.1 ); conference with Jeff Kelley regarding employee plan (.1 ); review of authority in connection with potential employee (3.2) JWC 7.1 580.00 4,118.00
06/14/12 JWK 06/15/12
Review materials concerning potential KElP 0.8 775.00 620.00
Continued research relative to employee plan (1.6); review of prior art concerning such plans (.3); email correspondence with client in connection with same (.1) JWC 2.0 580.00 1,160.00
06/18/12 JWK 06/19/12 JWC 06/25/12 JWC 06/26/12 JWK 06/26/12 JWC 06/26/12 JWC
Various emails concerning employee compensation issue 0.1 775.00 77.50
Prepare for call regarding employee plans; participate in a call with client regarding same 0.7 580.00 406.00
Email correspondence with Jeff Kelley regarding employee plans 0.3 580.00 174.00
Conference with Mark Collins concerning bonus plans (.3); call with client and Rothschild concerning bonus plans (. 7) 1.0 775.00 775.00
Email correspondence with Jeff Kelley regarding employee plans 0.3 580.00 174.00
Prepare for call regarding employee plans and participate in conference all regarding same 0.9 .580.00 522.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 06/27/12 JWK 06/27/12 JWK 06/28/12 JWK 06/28/12 JWK 06/28/12 Review authorities on defined benefit pension plan 0.3 775.00 232.50
Telephone call with Bill Gray concerning defined benefit pension plan 0.8 Review historic bonus programs 0.4 775.00 310.00 775.00 620.00
Conference with Jeff Banish concerning historic bonus programs 0.3 775.00 232.50
Telephone call with Mark Gengregske concerning KERP for lower level key employees(.5); telephone call with John Blount concerning same (.7) JWK 1.2 775.00 930.00
06/28/12 JRB 06/29/12 JRB 06/29/12 JWK 06/29/12 JWK Total B220 Employee Benefits/Pensions B230 Financing/Cash Collections 06/10/12
Conferences with Jeff Kelley on retention agreements (.3); review of same (.5) 0.8 650.00 520.00
Conference with Jeffery Kelley on KERPs and related matters (.4) 0.4 650.00 260.00
Call with client concerning KERP (.2); conference with Jeff Banish concerning KERP (.4) 0.6 775.00 465.00
various emails concerning KERP plan for lower level key employees 0.3 19.7 775.00 0.00 232.50 12,651.00
Conference call with representatives of Allied, Rothschilds, and Gowling regarding DIP credit agreement comments (1.7); review markup (0.7); conference call with Rothschild, Allied, Latham and Yucaipa to negotiate the DIP credit agreement (2.2) HHD 4.6 600.00 2,760.00
06/10/12
Review of cases cited in DIP Financing brief and edit brief in connection with same and conference with Carolyn Richter regarding JWC 1.3 580.00 754.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 06/10/12 Prepare schedules for Credit Agreement (4.3); meeting and email correspondence with Justin Wood regarding same (.3) CLP 06/10/12 JAW 06/10/12 JAW 06/10/12 JAW 06/10/12 CPR 06/10/12 JAW 06/10/12 JAW 06/10/12 JAW 06/11/12 4.6 250.00 1'150.00
Review and comment on DIP Credit Agreement 2.6 350.00 910.00
Email correspondence with Allied working group regarding DIP motion 0.2 350.00 70.00
Call with Hazen Dempster, Allied team and Gowlings regarding comments to DIP Credit Agreement 2.0 350.00 700.00
Continue to draft DIP motion (11.0); review and revise DIP order (2.0); draft argument for interim DIP hearing (1.0) 14.0 580.00 8,120.00
Call with Allied working group to negotiate DIP Credit Agreement 2.4 350.00 840.00
Call with Hazen Dempster, Allied team and Gowlings regarding negotiations of DIP Credit Agreement 0.4 350.00 140.00
Revise DIP Credit Agreement to reflect comments from Allied team and Gowlings 3.0 350.00 1,050.00
Obtain good standing certificates from Delaware, Georgia, Michigan and Florida (1.2); retrieve copies of UCC financing statements listed with the Georgia Clerk's Authority for Allied Systems Holdings, Inc. and Allied Systems, Ltd. (L.P.) (1.6); organize and review UCC lien search results for Delaware (2.2); prepare lien summary (2.8) SCA 7.8 225.00 1,755.00
06/11/12
Prepare for first day hearing (2.5); travel to Delaware (4.5); write up cash management motion notes (0.4); conference call with Yucaipa regarding DIP motion and interim order (0.6); prepare for DIP motion hearing (2.0) CPR 10.0 580.00 5,800.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
06/11/12
Update schedules to DIP Agreement (1 .2); email correspondence with Justin Wood regarding same (.3).; review relevant code sections (.4) CLP 1.9 250.00 475.00
06/11/12 JAW 06/11/12 JAW 06/11/12 JAW 06/11/12 JAW 06/11/12
Draft Troutman Legal Opinion for DIP Credit Agreement 2.6 350.00 910.00
Discuss Troutman Legal Opinion for DIP Credit Agreement with Ezra Cohen and Hazen Dempster 0.2 350.00 70.00
Status call with Allied working group 0.3 350.00 105.00
Review and comments on revised DIP Credit Agreement 2.0 350.00 700.00
Attention to email correspondence and communicate with working group via email and telephone regarding closing of DIP Credit Agreement JAW 1.0 350.00 350.00
06/11/12
Review and comment on credit agreement drafts (2.6); telephone conferences, email correspondence with Rothschild, Scott Macaulay, Justin Wood, Sara Barr, Derex Walker, Chris Samis, Ezra Cohen regarding credit agreement negotiations (3.8) HHD 6.4 600.00 3,840.00
06/11/12 JAW 06/11/12 JAW 06/11/12 JAW 06/11/12 JAW 06/11/12 JAW 06/11/12
Communicate via email and telephone with Sara Barr at Latham & Watkins 0.8 350.00 280.00
Review revised DIP Credit Agreement and draft DIP Motion 0.7 350.00 245.00
Attention to email correspondence with Latham and Watkins team and Troutman team regarding DIP Motions 0.1 350.00 35.00
Revise DIP Credit Agreement Schedules and circulate to working group 0.2 350.00 70.00
Review filed DIP Credit Agreement Motion 0.9 350.00 315.00
Various emails concerning DIP loan budget and cash
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 collateral JWK 06/11/12 AMW 06/12/12 0.7 775.00 542.50
Telephone conference with Allied parties regarding bankruptcy and contract issues 0.5 525.00 262.50
Preparation for first day hearing on interim DIP loan (2.0); conference with Todd Snyder regarding testimony (.4); review updated profer (.4); conference with Scott McCauley regarding profer (.5); travel back to Atlanta (4.5); participate in first day hearing in Bankruptcy Court and finalize DIP Interim Order (4.0); confer with Delaware Counsel on next steps (1.0); CPR 12.8 580.00 7,424.00
06/12/12 JAW 06/12/12
Attention to corporate diligence for DIP Credit Agreement legal opinion 1.0 350.00 350.00
Compile Secretary's Certificate with Susan Arnold (2.5); email and telephone correspondence with Justin Wood regarding same (.3) CLP 2.8 250.00 700.00
06/12/12 HHD 06/12/12 JAW 06/12/12 JAW 06/12/12 JAW 06/12/12 JAW 06/13/12 SCA 06/13/12
Participate telephonically in first day hearing 3.3 600.00 1,980.00
Review revised DIP Credit Agreement 0.5 350.00 175.00
Attention to delivery of DIP Credit Agreement dosing deliverables 0.5 350.00 175.00
Attention to email correspondence and communicate with Allied working group regarding DIP Credit Agreement 0.4 350.00 140.00
Revise Schedules to DIP Credit Agreement 0.6 350.00 210.00
Proof and revise UCC lien summary (2.4) 2.4 225.00 540.00
Finalize Secretary's Certificates (.3); email correspondence regarding same to Justin Wood, Sarah Barr and Derex Walker(.5) CLP 0.8 250.00 200.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 06/13/12 Review revised draft of DIP agreement (0.4 ); telephone conferences, email correspondence with Justin Wood and Scott Macaulay regarding status of DIP agreement (0.3) HHD 06/13/12 JAW 06/14/12 HHD 06/14/12 JAW 06/14/12 JAW 06/15/12 0.7 600.00 420.00
Attention to email correspondence with Allied working group regarding DIP Credit Agreement 0.2 350.00 70.00
Obtain and circulate final DIP documents to Allied officers and Rothschilds deal team (0.3) 0.3 600.00 180.00
Revise Troutman legal opinion for DIP Agent and DIP Lenders under DIP Credit Agreement 0.4 350.00 140.00
Email correspondence with Allied working group regarding DIP Credit Agreement 0.1 350.00 35.00
Telephone call with Michelle Levitt, counsel to Chartis Insurance, regarding terms of DIP loans and whether lien of DIP lenders attach to funds held in a deposit account that collateralize Allied's obligation to Chartis (0.6); review DIP order and draft email to Michelle regarding same (1.5); telephone with Cade Daniel regarding facts pertaining to Ashland contract (1.2); review comments from buyer to amended asset purchase agreement (.4); email from Shelli regarding open issues (.4); telephone call with Cade Daniel regarding assumption of lease obligations with lessors (.7) CPR 4.8 580.00 2,784.00
06/15/12
Attention to email correspondence with Sarah Barr of Latham & Watkins regarding DIP Credit Agreement deliverables JAW 0.1 350.00 35.00
06/18/12
Prepare chart of good standing certificates and date of issuance (.7); attention to issues regarding obtaining Delaware good standing for Allied Systems Holdings, Inc. (.3) SCA 1.0 225.00 225.00
06/18/12
Review and revise legal opinion for Interim DIP loan (3.0); follow up with Scott McCauley regarding initial projections and budget (.2); review side letter regarding proceeds of DIP loan used to pay severance claims (.3); emails regarding sale of Ashland property (.6) CPR 4.1 580.00 2,378.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 06/18/12 EHC 06/18/12 JAW 06/18/12 MAK 06/18/12 JWK 06/18/12 JWK 06/19/12 CPR 06/19/12 JAW 06/19/12 MAK 06/20/12 JWK 06/20/12 JWK 06/20/12 JWK 06/20/12 Review of financing issues 1.0 775.00 775.00
Draft, review and revise Troutman legal opinion relating to the DIP credit agreement (1.9) 1.9 350.00 665.00
Review opinion letter; comment on same; discussions 2.5 650.00 1,625.00
Telephone call with Adam Harris concerning DIP loan 0.1 775.00
77.50
Review DIP loan term sheets and various emails concerning same 0.6 775.00 465.00
Assist with financing legal opinion for DIP loans (1.0); emails regarding legal opinion and side letter (.3) 1.3 580.00 754.00
Review and revise Troutman legal opinion for DIP credit agreement (0.9) 0.9 350.00 315.00
Review opinion letter; review documents; discussions 2.3 650.00 1,495.00
Review draft report on DIP fees and various emails concerning same 0.8 775.00 620.00
Various emails concerning potential participant in DIP loan
0.4
775.00
310.00
Telephone call with Robert Klyman concerning DIP loan status 0.2 775.00 155.00
Attention to insurance motion and amendment of DIP credit agreement to allow pre-petition insurance claims to be paid (1.0) CPR 1.0 580.00 580.00
06/20/12
Email correspondence with Scott Macaulay and Glenn Collyer regarding payment of insurance obligations (0.2); email correspondence with Scott Macaulay, John Blount and Sarah Barr regarding side letter (0.3) HHD 0.5 600.00 300.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 06/21/12 SCA 06/21/12 Deliver results of lien search results to Katie Nownes per her request (.4) 0.4 225.00 90.00
Attention to delivery of legal opinions and discrepancy in name of agent (0.8); telephone call with Chris Eustes regarding same (0.3); conference with Ben Carlsen regarding payment of critical vendors and compliance with DIP credit agreement (0.3); review DIP credit agreement to note changes from existing credit agreement (2.8); review confidentiality agreement to be executed by Allied in connection with additional lender under DIP facility (0.4) CPR 4.6 580.00 2,668.00
06/21/12
Review interim DIP loan agreement and credit agreement in preparation for committee call
JWK
06/21/12 FRR 06/22/12
0.6
775.00
465.00
Review and comment on IP schedule for bankruptcy filing; review status of MG mark per client's request 0.8 425.00 340.00
Perform a preliminary search of the mark ALLIED AUTOMOTIVE GROUP and summarize results of same for Cade Daniel FRR 0.9 425.00 382.50
06/22/12
Conference with Carolyn Richter regarding security documents for Credit Agreement (.5); research first and second credit documents and identify perfection and security documents and amendments thereto (3.0) SCA 3.5 225.00 787.50
06/22/12
Email exchange regarding legal opinions and DIP Agent (0.8); review interim DIP orders (0.3); email debtor and Yucaipa counsel regarding clarifying DIP order to correctly identify DIP Agent (0.3); telephone call with Chris Samis regarding filing consent order (0.2); telephone call with Chris Samis, and counsel to Yucaipa (Melinda Frank, Glenn Collier and Robert Klyman) regarding filing amended DIP order under certification of counsel (0.3); review revised Troutman opinion for DIP order (0.3); review blackline of amended DIP order (0.4); email to Chris Samis regarding edits to make to final DIP order (0.3); telephone call with Chris Samis regarding items requested by creditors' committee (0.2); review closing binders with Susan Arnold and advise on which documents to be provided to counsel to creditors" committee (0.9); email regarding evidence of perfection in non-UCC collateral (0.4); review Latham's further comments to Troutman Sanders legal opinion and review credit agreement
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 regarding same to discuss with Hazen Dempster and email Hazen regarding Troutman's response (1.0); review form of revised DIP order (0.4); email to Jeff Kelley regarding committee requests (0.3); review Canadian Recognition Order and email to Canadian counsel regarding correction order (0.8) CPR 06/22/12 6.9 580.00 4,002.00
Prepare disbursement notice for DIP Credit Agreement (0.4); email correspondence with Scott McCaulay regarding disbursement notice (0.1 ); attention to email correspondence with Latham, Gowlings and Troutman teams regarding DIP Credit Agreement legal opinions (0.2) JAW 0.7 350.00 245.00
06/22/12
Review and respond to opinion comments (1.1 ); redraft and send out revised opinion (1.3); telephone conferences and email correspondence with Chris Eustace and Carolyn Richter regarding discrepancy in order as to the identity of the agent (1 .2) HHD 3.6 600.00 2,160.00
06/25/12
Retrieve, organize and coordinate delivery of documents pertaining to perfection and pertinent credit documents for first and second lien credit facilities (4.4) SCA 4.4 225.00 990.00
06/25/12
Prepare various emails and federal express package with loan and collateral and perfection documents for the creditors' committee (5.5); review certification counsel regarding interim DIP order and assist in preparing attachments (1.0); attention to compliance with cash collateral management order (0.4); review court filings for the day (0.5) CPR 7.4 580.00 4,292.00
06/25/12
Locate August 2008 lender presentation and send to Michael Johnson (0.3); follow-up emails with Michael Johnson and Daniel Cohen (0.1) HHD 0.4 600.00 240.00
06/25/12
Telephone call with Scott Macaulay concerning DIP budget (.3); emails with Mike Burke concerning committee information requests (.3) JWK 0.6 775.00 465.00
06/26/12 SCA 06/26/12
Assist Carolyn Richter with assembling perfection documents for creditor committee 0.9 225.00 202.50
Emails with Melinda Franke regarding legal opinion (0.5);
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 revise and send out legal opinion {1.2) HHD 06/26/12 1.7 600.00 1,020.00
Attention to requested clarification of DIP order {1.5); attention to legal opinion and entry of amended interim DIP order {0.8) CPR 2.3 580.00 1,334.00
06/26/12 JAW 06/27/12 SCA 06/27/12
Due diligence for legal opinions {0.2); draft Troutman Opinion Certificate {0.4) 0.6 350.00 210.00
Assist Carolyn Richter with production of perfection documents to Creditor Committee {2.4) 2.4 225.00 540.00
Draft chart summarizing reporting obligations under DIP Credit Agreement {0.9); communicate via email with Chris Eustace regarding Canadian legal opinion matters {0.3) JAW 1.2 350.00 420.00
06/28/12
Research files for schedules and exhibits to LaSalle Bank Pledged Account Agreement and Collateral Servicing Agreement pursuant to request from Stephanie McLeod with Sidley Austin LLP {2.9); update corporate entity information on collateral questionnaire {1 .6) SCA 4.5 225.00 1,012.50
06/28/12 CPR 06/28/12 MAK 06/28/12 JAW 06/29/12
Attention to emails regarding cash management {.5) 0.5 580.00 290.00
Call from J. Wood to discuss opinion issues 0.4 650.00 260.00
Communicate via email with Chris Eustace regarding diligence items for Canadian legal opinions {0.4) 0.4 350.00 140.00
Compare list of current deposit accounts against list provided in 2010 in connection with updating exhibits and schedules {1. 00); conference and em ails with Carolyn Richter and Stephanie McLeod regarding additional information requested by Creditor's Committee {.9) SCA 1.9 225.00 427.50
06/29/12
Review emails and provide additional information to creditors' committee, conference with Susan Amold {0.8); attention to revised DIP order to incorporate additional comments received {0.9); attention to emails {0.6) CPR 2.3 580.00 1,334.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 06/29/12 Telephone conference with Latham & Watkins regarding legal opinion exceptions (0.5); conference with Matt Roberts regarding same ((0.1); place call to Michael Karpen regarding same (0.1) HHD Total B230 Financing/Cash Collections B250 Real Estate 06/12/12 AMW 06/12/12 AMW 06/13/12 AMW 06/13/12 AMW 06/13/12 Telephone conference with buyers counsel regarding bankruptcy and contract issues 0.4 Revise purchase agreement 0.5 525.00 262.50 525.00 210.00 0.7 176.1 600.00 0.00 420.00 83,284.00
Telephone conference with buyers counsel regarding bankruptcy impact on proeprty sale 0.3 525.00 157.50
Telephone conference with Allied parties regarding bankruptcy, environmental and local counsel issues 0.3 525.00 157.50
Review Brooklyn Ground Lease for bankruptcy issues (.9); conference with Carolyn Richter and Ezra Cohen to discuss defaults and alleged remedies triggered by bankruptcy filing (.6) JEB 1.5 Revise purchase agreement AMW 0.5 525.00 262.50 500.00 750.00
06/14/12
06/14/12 AMW 06/15/12 AMW 06/15/12 JEB 06/18/12 AMW 06/18/12
Correspondence with buyer's counsel regarding purchase agreement 0.2 525.00 105.00
Analyze buyer's comments to purchase agreement 1.2 525.00 630.00
Review Brooklyn ground lease and subleases regarding perimeter fencing issues 0.5 500.00 250.00
Correspondence with Cade Daniel regarding buyer comments 0.2 525.00 105.00
Prepare correspondence to Cade Daniel regarding perimeter fencing issues at Brooklyn site (.4 ); exchange
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 emails with Cade Daniel and Will Pleace regarding same (.3) JEB 06/18/12 0.7 500.00 350.00
Exchange emails with John Blount regarding impact of bankruptcy filing on Brooklyn Lease operations (.7); review and revise Plaza AutoMall Sublease (.5); prepare correspondence to Jorge Lopez forwarding revised Sublease and outlining issues (.2) JEB 1.4 500.00 700.00
06/19/12
Email exchange with Shelli Willis and Cade Daniel regarding sale of Ashland property and comments required (.5) CPR 0.5 580.00 290.00
06/20/12 CPR 06/20/12 AMW 06/20/12 AMW 06/20/12 AMW 06/22/12 AMW 06/22/12 AMW 06/24/12 AMW 06/26/12 AMW 06/26/12 AMW 06/27/12 AMW
Review and comment on revisions to Ashland Purchase and Sale Agreement (.8) 0.8 580.00 464.00
Telephone conference with Cade Daniel regarding buyer comments on contract 0.7 Analyze purchase agreement 1.2 525.00 630.00 525.00 367.50
Correspondence with Allied parties regarding same 0.3 525.00 157.50
Telephone conference with local counsel regarding purchase issues 0.3 Revise purchase agreement 0.5 525.00 262.50 525.00 157.50
Correspondence with Carolyn Richter regarding bankruptcy issues in purchase contract 0.3 Revise Ashland contract 0.5 525.00 262.50 525.00 157.50
Correspondence with Allied parties regarding required revisions 0.2 Revise Ashland contract 0.5 525.00 262.50 525.00 105.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 06/27/12 AMW 06/28/12 AMW 06/28/12 AMW 06/28/12 AMW 06/29/12 CPR Total B250 Real Estate B260 Board of Directors Matters 06/24/12 JWK 06/25/12 JWK 06/26/12 JWK 06/28/12 Review and revise presentation for Allied BOD 1.1 775.00 852.50 Correspondence with buyer's counsel regarding Ashland contract 0.2 Revise Ashland contract 0.5 525.00 262.50 525.00 105.00
Telephone conference with Cade Daniel regarding Ashland contract 0.3 525.00 157.50
Correspondence to buyer's counsel regarding contract 0.2 525.00 105.00
Emails regarding Ashland contract (.4) 0.4 15.1 580.00 0.00 232.00 7,918.50
Review and revise presentation to Board 0.3 775.00 232.50
Update call with Board of Directors 0.8 775.00 620.00
Email correspondence with Justin Wood, Chris Eustace and Charles Reagh regarding Secretary's Certificates for Canadian companies (.6); revise same (.8) CLP 1.4 3.6 250.00 0.00 350.00 2,055.00
Total B260 Board of Directors Matters Summary of B200 OPERATIONS
272.7 CLAIMS AND PLAN B310 Claims Administration and Objections 06/28/12
0.00
147,368.50
Telephone conference with Jonathan Davis regarding Setoff and Counterclaims against GM listed on bankruptcy schedules MEJ 0.3 575.00 172.50
06/29/12 MEJ
Email to Jonathan Davis regarding claims and set-off issues 0.3 575.00 172.50
IN ACCOUNT WITH

ATTORNEYS AT LAW
Allied Systems Holdings, Inc. Chapter 11 Total B310 Claims Administration and Objections Summary of B300 CLAIMS AND PLAN 0.6 BANKRUPTCY-RELATED ADVICE B41 0 General Bankruptcy 06/14/12 JWK 06/18/12 MRB Total B410 General Bankruptcy Summary of B400 BANKRUPTCY-RELATED ADVICE 7.1 0.00 2,225.00 Conference with Michael Johnson concerning Riggs litigation 0.2 775.00 155.00 0.00 345.00 0.6 0.00 345.00
Research and draft 11th circuit appellee brief in Richard Cox matter 6.9 7.1 300.00 0.00 2,070.00 2,225.00
Total Fees
338,099.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
TIMEKEEPER TIME SUMMARY THROUGH 06/30/12 Name Hours Amount
S CArnold J R Banish M R Brooks J E Buehner C E Cameron B R Carlsen J W Cavender E H Cohen H T Cohen H H Dempster P Dietz-Selke R E Hagerty ME Johnson M A Karpen JW Kelley K N Klein
34.1 1.2 129.8 4.1 0.4 91.4 57.0 88.7 0.8 22.2 0.2 0.2 4.8 5.2 82.3 0.1 1.0 0.7 0.3 11.5 96.6 1.7 1.4 0.7 3.5 4.3 9.8 28.9
7,672.50 780.00 38,940.00 2,050.00 210.00 22,850.00 33,060.00 68,742.50 636.00 13,320.00 45.00 123.00 2,760.00 3,380.00 63,782.50 33.50 650.00 385.00 138.00 2,875.00 56,028.00 722.50 630.00 385.00 1,522.50 1,118.00 5,145.00 10,115.00
S E Lewis
PW Macken M J Newman C L Priest C P Richter F R Rimer B B Ruhling J E Schutz A H Stuart B J Thomas AM Willis J A Wood
IN ACCOUNT WITH

ATTORNEYS AT LAW
FOR COSTS AND EXPENSES INCURRED THROUGH 06/30/12 Date Description Amount
06/14/12 Airfare Costs- VENDOR: Kelley, Jeffrey W.; INVOICE#: 061412KELLEY; DATE: 6/14/2012- 06/11-Airfare 06/11/12 Computer Research- "Cohen, Ezra- 05/17/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/17/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/18/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/20/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/21/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/21/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/21/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/25/2012LEXIS" 06/11/12 Computer Research - "Cohen, Ezra - 05/25/2012 LEXIS" 06/11/12 Computer Research - "Cohen, Ezra - 05/25/2012 LEXIS" 06/11/12 Computer Research- "Townsend, Teri- 05/25/2012LEXIS" 06/11/12 Computer Research- "Townsend, Teri- 05/25/2012LEXIS" 06/11/12 Computer Research- "Townsend, Teri- 05/25/2012LEXIS" 06/11/12 Computer Research- "Townsend, Teri- 05/25/2012LEXIS" 06/11/12 Computer Research - "Bost Seaton, Christina 05/01/2012- LEXIS" 06/11/12 Computer Research - "Bost Seaton, Christina 05/01/2012- LEXIS" 06/14/12 Filing Fees -VENDOR: National Corporate Research, LTD.; INVOICE#: A22072800; DATE: 6/4/2012 - GA, In, Ml, MO, UCC-3 continuation fixture for Allied systems, LTD
907.60 41.69 10.42 5.21 26.06 20.84 15.63 2.69 84.42 5.21 5.38 109.43 41.69 104.22 125.06 582.81 87.43 708.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
FOR COSTS AND EXPENSES INCURRED THROUGH 06/30/12 Date

06/14/12
Description
Filing Fees- VENDOR: National Corporate Research, LTD.; INVOICE#: A22300100; DATE: 6/11/2012 - De, Ml, Fl good standings for 9 entities Filing Fees- VENDOR: National Corporate Research, LTD.; INVOICE#: A22297600; DATE: 6/11/2012- GA, DE, DC, Ml UCC/ fixture I bankruptcy/ pending suits searches
Amount
670.75
06/14/12
4,770.75
06/14/12 Hotel- VENDOR: Kelley, Jeffrey W.; INVOICE#: 061412KELLEY; DATE: 6/14/2012 - 06/11- Attend hearing's trip expenses 06/11/12 Meals and Entertainment- VENDOR: Carlsen, Benjamin; INVOICE#: 061112CARLSEN; DATE: 6/11/2012 06/10- Allied dinner w/Matt Brooks
328.90
35.40
06/14/12 Meals and Entertainment- VENDOR: Kelley, Jeffrey W.; INVOICE#: 061412KELLEY; DATE: 6/14/2012 - 06/1006/11- Lunch forTS team on filling disc and meal and drinks 06/14/12 Meals and Entertainment- VENDOR: Kelley, Jeffrey W.; INVOICE#: 061412KELLEY; DATE: 6/14/2012 - 06/12Drinks and snacks w/John Blount, Scott Macauley and Carolyn Richter
85.35
88.12
06/20/12 Outside Courier Services- VENDOR: Georgia Messenger Service, Inc. INVOICE#: 269262 DATE: 6/15/2012 Date: 06/15/2012; Job Code: CARLSEN; To: ALLIED HOLDINGS, INC. 06/20/12 Professional Services- VENDOR: Pacer Service Center INVOICE#: 5312012 DATE: 5/31/2012 Professional Services 06/14/12 Taxi/Train/Parking- VENDOR: Kelley, Jeffrey W.; INVOICE#: 061412KELLEY; DATE: 6/14/2012 - 06/1006/12- Attend hearing's trip expenses 06/14/12 Travel Expenses- VENDOR: Kelley, Jeffrey W.; INVOICE#: 061412KELLEY; DATE: 6/14/2012 - 06/11Attend hearing's trip expenses
23.67
21.50
228.20
76.00
Total: Total Fees & Costs:
9,212.43 $347,311.43
IN ACCOUNT WITH

ATTORNEYS AT LAW
TIME SUMMARY BY PHASE AND TASK THROUGH 06/30/12 Hours

8100 ADMINISTRATION
Amount
B110 B120 B130 B140 B150 B160 B185 B190
Case Administration Asset Analysis and Recovery Asset Disposition Relief from Stay-Adequate Protection Proceedings Meetings of and Communications with Creditors Fee/Employment Applications Assumption/Rejection of Leases and Contracts Other Contested Matters Total B100
273.7 0.6 10.5 1.4 8.8 57.3 26.7 23.5 402.5
113,409.00 348.00 6,324.00 630.00 6,820.00 33,490.00 9,067.00 18,072.50 188,160.50
8200
OPERATIONS
B210 B220 B230 B250 B260
Business Operations Employee Benefits/Pensions Financing/Cash Collections Real Estate Board of Directors Matters Total B200
58.2 19.7 176.1 15.1 3.6 272.7
41,460.00 12,651.00 83,284.00 7,918.50 2,055.00 147,368.50
8300
CLAIMS AND PLAN
B310
Claims Administration and Objections Total B300
0.6 0.6
345.00 345.00
8400
8ANKRUPTCY-RELATED ADVICE
B410
General Bankruptcy Total B400
7.1 7.1
2,225.00 2,225.00

Payment Remittance Address
ATTORNEYS AT LAW A LIMITED LIABILITY PARTNERSHIP FEDERAL 10 No. 580946915
Electronic Payments
Wells Fargo Bank, N.A., Atlanta, Georgia ACH/ABA #061000227 WIRE/ABA #121000248
Troutman Sanders LLP P.O. Box 933652 Atlanta, Georgia 31193-3652
Office Location: 600 Peachtree Street, NE Suite 5200 Atlanta, GA 30308-2216
To Credit Troutman Sanders LLP Operating Account #2052700305792 Reference Attorney: S E Lewis Reference Client: 002872
Billing Inquiries: 404-885-2508
Allied Systems Holdings, Inc. Attn: John F. Blount 2302 Parklake Dr NE Ste 600 Atlanta, GA 30345-2918
07/31/12 S E Lewis 404-885-3448 1440205 002872.111292
RE:
Chapter 11
$347,311.43
TO ENSURE PROPER CREDIT, PLEASE RETURN THIS PAGE WITH PAYMENT. THANK YOU!
EXHIBITB
IN ACCOUNT WITH

ATTORNEYS AT LAW
Invoice Date 07/31/12 Invoice Number 1440205 File No. 002872.111292
FOR COSTS AND EXPENSES INCURRED THROUGH 06/30/12 Date Description Amount
06/14/12 Airfare Costs- VENDOR: Kelley, Jeffrey W.; INVOICE#: 061412KELLEY; DATE: 6/14/2012 - 06/11- Airfare 06/11/12 Computer Research- "Cohen, Ezra- 05/17/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/17/2012LEX IS" 06/11/12 Computer Research- "Cohen, Ezra- 05/18/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/20/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/21/2012LEX IS" 06/11/12 Computer Research- "Cohen, Ezra- 05/21/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/21/2012LEX IS" 06/11/12 Computer Research- "Cohen, Ezra- 05/25/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/25/2012LEXIS" 06/11/12 Computer Research- "Cohen, Ezra- 05/25/2012LEXIS" 06/11/12 Computer Research- "Townsend, Teri- 05/25/2012LEXIS" 06/11/12 Computer Research- "Townsend, Teri- 05/25/2012LEXIS" 06/11/12 Computer Research- "Townsend, Teri- 05/25/2012LEXIS" 06/11/12 Computer Research- "Townsend, Teri- 05/25/2012LEXIS" 06/11/12 Computer Research - "Bast Seaton, Christina 05/01/2012- LEXIS" 06/11/12 Computer Research - "Bast Seaton, Christina 05/01/2012 - LEXIS" 06/14/12 Filing Fees- VENDOR: National Corporate Research, LTD.; INVOICE#: A22072800; DATE: 6/4/2012 - GA, In, Ml, MO, UCC-3 continuation fixture for Allied systems, LTD
907.60 41.69 10.42 5.21 26.06 20.84 15.63 2.69 84.42 5.21 5.38 109.43 41.69 104.22 125.06 582.81 87.43 708.00
IN ACCOUNT WITH

ATTORNEYS AT LAW
Invoice Date 07/31/12 Invoice Number 1440205 File No. 002872.111292
FOR COSTS AND EXPENSES INCURRED THROUGH 06/30/12
Date
Description
Amount
670.75
06/14/12 Filing Fees- VENDOR: National Corporate Research, LTD.; INVOICE#: A22300100; DATE: 6/11/2012 - De, Ml, Fl good standings for 9 entities 06/14/12 Filing Fees- VENDOR: National Corporate Research, LTD.; INVOICE#: A22297600; DATE: 6/11/2012 - GA, DE, DC, Ml UCC/ fixture I bankruptcy/ pending suits searches 06/14/12 Hotel- VENDOR: Kelley, JeffreyW. ; INVOICE#: 061412KELLEY; DATE: 6/14/2012- 06/11-Attend hearing's trip expenses
4,770.75
328.90
06/11/12 Meals and Entertainment- VENDOR: Carlsen, Benjamin; INVOICE#: 061112CARLSEN; DATE: 6/11/2012 06/10- Allied dinner w/Matt Brooks 06/14/12 Meals and Entertainment- VENDOR: Kelley, Jeffrey W.; INVOICE#: 061412KELLEY; DATE: 6/14/2012 - 06/1006/11- Lunch forTS team on filling disc and meal and drinks 06/14/12 Meals and Entertainment- VENDOR: Kelley, Jeffrey W.; INVOICE#: 061412KELLEY; DATE: 6/14/2012 - 06/12Drinks and snacks w/John Blount, Scott Macauley and Carolyn Richter 06/20/12 Outside Courier Services- VENDOR: Georgia Messenger Service, Inc. INVOICE#: 269262 DATE: 6/15/2012 Date: 06/15/2012; Job Code: CARLSEN; To: ALLIED HOLDINGS, INC.
35.40
85.35
88.12
23.67
06/20/12 Professional Services- VENDOR: Pacer Service Center INVOICE#: 5312012 DATE: 5/31/2012 Professional Services 06/14/12 Taxi/Train/Parking- VENDOR: Kelley, Jeffrey W.; INVOICE#: 061412KELLEY; DATE: 6/14/2012 - 06/1006/12- Attend hearing's trip expenses 06/14/12 Travel Expenses- VENDOR: Kelley, Jeffrey W.; INVOICE#: 061412KELLEY; DATE: 6/14/2012 - 06/11Attend hearing's trip expenses
21.50
228.20
76.00
Total: Total Fees & Costs:
9,212.43 $347,311.43

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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)

June 10, 2012 through June 30, 2012

$338,099.00 (80% = 270,479.20)

$9,212.43 final application

Cohen, Hollace Topol

-2Active 20063936v1 002872.111292

Name of Professional Individual

Total Hours Billed

Active 20063936v1 002872.111292

Name of Professional Individual

Dietz-Selke, Patty Arnold, Susan C.

Hourly Billing Rate (including changes) $425.00

Total Hours Billed

0.2 34.1 682.9

$45.00 $7,672.50 $338,099.00 $338,099.00 $330,381.50 682.9 $495.09

Grand Total Attorney Compensation Total Attorney Hours Blended Rate

-4Active 20063936v1 002872.111292

-5Active 20063936v1 002872.111292

-6Active 20063936v1 002872.111292

BUSINESS MEAL DETAIL Date Posted

Meal & # of people

Third party Third party

-7Active 20063936v1 002872.111292

-2Active 20063936v1 002872.111292

-3Active 20063936v1 002872.111292

-4Active 20063936v1 002872.111292

Case Administration (B110) Fees: $113,409.00 Total Hours: 273.7

-5Active 20063936v1 002872.111292

-6Active 20063936v1 002872.111292

Financing/Cash Collections (B230) Fees: $83,284.00 Total Hours: 176.1

-7Active 20063936v1 002872.111292

In accordance with the factors enumerated in section 330 of the

-9Active 20063936v1 002872.111292

Active 20063936v1 002872.111292

TROUTMAN SANDERS LLP

Troutman Sanders LLP P.O. Box 933652 Atlanta, Georgia 31193-3652

600 Peachtree Street, NE Suite 5200 Atlanta, GA 30308-2216

BILLING INQUIRIES : 404 - 885-2508

Invoice Date Submitted by Direct Dial Invoice No. File No.

07/31/12 S E Lewis 404-885-3448 1440205 002872.111292

RE: Current Invoice for Period Ending 06/30/12

Total Amount of This Invoice

TROUTMAN SANDERS LLP

Allied Systems Holdings, Inc. Chapter 11

06/10/12 EHC 06/10/12 MRB 06/10/12 MEJ 06/10/12

Review and revise First Day Motions 10.4 775.00 8,060.00

Review first day motions as filed (0.6); review and edit

TROUTMAN SANDERS LLP

Allied Systems Holdings, Inc. Chapter 11

FEES FOR PROFESSIONAL SERVICES RENDERED THROUGH 06/30/12

TROUTMAN SANDERS LLP

Allied Systems Holdings, Inc. Chapter 11

FEES FOR PROFESSIONAL SERVICES RENDERED THROUGH 06/30/12

BRC 06/13/12 MRB 06/13/12

Various emails concerning preparation of SOFAs 0.4 775.00 310.00

Call with Canadian counsel to coordinate proceedings 1.3 775.00 1,007.50

06/14/12 MEJ 06/14/12 JWK 06/14/12

Call with Scott Macaulay and Chris Samis concerning IDI

TROU1MAN SANDERS LLP

Allied Systems Holdings, Inc. Chapter 11

FEES FOR PROFESSIONAL SERVICES RENDERED THROUGH 06/30/12

Review Rothschild agenda for dient call 0.2 775.00 155.00