Larson v. FedEx Ground Package Sys., Inc. (In re FedEx Ground Package Sys., Inc.)

Full title: In re FEDEX GROUND PACKAGE SYSTEM, INC., EMPLOYMENT PRACTICES LITIGATION…

Court: UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF INDIANA SOUTH BEND DIVISION

Date published: May 1, 2017

Case No. 3:05-MD-527 RLM (N.D. Ind. May. 1, 2017)

Opinion

Case No. 3:05-MD-527 RLM MDL 1700

05-01-2017

In re FEDEX GROUND PACKAGE SYSTEM, INC., EMPLOYMENT PRACTICES LITIGATION THIS DOCUMENT RELATES TO: Gary Lee Larson, et al. v. FedEx Ground Package System, Inc., Civil No. 3:05-cv-601 RLM-MGG (WI)

Robert L. Miller, Jr. Judge United States District Court

OPINION AND ORDER

Twenty proposed class actions in this multi-district litigation docket came before me on March 13-14 for fairness hearings. The cases are on limited remand from the court of appeals, where nineteen of them awaited resolution. The Judicial Panel on Multi-District Litigation centralized the cases under 28 U.S.C. § 1407, but the cases haven't been consolidated, so each proposed settlement must be examined separately.

I. HISTORY OF THE MDL DOCKET

In July 2005, the JPMDL granted (over the plaintiffs' objections) FedEx Ground's second request to centralize a series of cases in which FedEx Ground drivers claimed to be employees, rather than the independent contractors their employment contracts announced. The Panel reasoned that economies were to be gained because all drivers were governed by the same contract. The MDL process proved cumbersome. Even if the wording of each contract was the same, each state's agency law varied, and differences in operation from one terminal to the next had the potential of affecting the decision.

The number of cases in the MDL docket eventually grew to 40. I appointed attorneys from three law firms to serve as co-lead counsel: Lockridge Grindal Nauen P.L.L.P. of Minneapolis, Harwood Feffer LLP of New York City, and Leonard Carder LLP of Oakland. I also appointed attorneys from three other firms - Cureton Caplan, P.C. of Delran, NJ; Siegel, Brill, Greupner, Duffy & Foster, P.A. of Minneapolis; and Zimmerman Reed P.L.L.P. of Minneapolis - to complete the plaintiffs' steering committee.

The stakes were enormous. Not only did the plaintiffs' co-lead counsel seek to represent upwards of 10,000 arguably under-compensated drivers, but the attack on drivers' independent contractor status threatened FedEx Ground's entire business model.

Consistent with those stakes, discovery was more than extensive. Although damages discovery was deferred, merits discovery and class discovery were conducted simultaneously. Some 3.2 million documents were produced and analyzed; seventeen sets of interrogatories were answered; 215 named plaintiffs answered fifteen requests for admission and sat for depositions; 105 FedEx Ground personnel sat for daylong depositions; 20 expert witnesses produced reports and sat for daylong depositions; Daubert motions were filed and defended. The class representatives were heavily involved in tracking down records and documents, as well as in preparing for, and giving, their own depositions.

The plaintiffs filed class certification motions in each of the cases; FedEx Ground opposed each motion. The plaintiffs filed an omnibus fact memorandum supported by 65 bankers' boxes of documents. In 2007 and 2008, I certified classes in 26 of the then-40 cases, and in all of the 20 on limited remand from the court of appeals. FedEx Ground sought interlocutory appellate review of the certification grants, and the plaintiffs successfully opposed that effort. Class notifications were hampered by spotty databases.

Sixty summary judgment motions and briefing followed. The drivers filed a 75-page statement of undisputed material facts with citations to 12 volumes. In 2010 and 2011, I denied a few of FedEx Ground's summary judgment motions but granted most, and granted all in the 20 cases now on limited remand. With respect to some of the cases, I suggested remand and the Panel sent the cases back to the transferor courts. Co-lead counsel appealed the summary judgment grants in these 20 cases to the United States Court of Appeals for the Seventh Circuit; in most of those cases, FedEx Ground cross-appealed the class certifications.

In both this court and the court of appeals, the parties recommended that the Kansas Craig case be addressed first, as something of a quasi-bellwether case. After briefing and argument, the court of appeals certified the employee/independent contractor case to the Kansas Supreme Court, which devised a new 18-part test and answered the certified question in the drivers' favor. Craig v. FedEx Ground Package Sys., Inc., 335 P.3d 66 (Kan. 2014). The court of appeals ultimately reversed my grant of summary judgment to FedEx Ground in Craig, and remanded the case. In re FedEx Ground Package Sys., Inc. Emp't Practices Litig., 792 F.3d 818 (7th Cir. 2015). In addition to the reversal in the Kansas case, rulings in other courts were trending toward findings of employee status, see Alexander v. FedEx Ground Package Sys., Inc., 765 F.3d 981 (9th Cir. 2014) (California law); Slayman v. FedEx Ground Package Sys., Inc., 765 F.3d 1033 (9th Cir. 2015) (Oregon law), or at least toward fact issues for trial. See Gray v. FedEx Ground Package Sys., Inc., 799 F.3d 995 (8th Cir. 2015) (Missouri law); Carlson v. FedEx Ground Package Sys., Inc., 787 F.3d 1313 (11th Cir. 2015) (Florida law).

The parties didn't immediately ask me to find for the Kansas drivers on liability and suggest remand to the United States District Court for the District of Kansas. Instead, the parties had chosen a mediator in an effort to resolve all of the cases remaining in the Seventh Circuit.

Each case was mediated separately, with some cases requiring several sessions. Each case was mediated with an eye on the governing law, which varied from case to case. The mediation spanned four weeks. The drivers and FedEx Ground exchanged experts' views as to the maximum recovery for each case if the drivers prevailed across the board. Settlements were reached in each case, and the court granted preliminary approval of each of the settlements. The plaintiffs then retained Rust Consulting to administer the settlements.

I conducted fairness hearings on March 13 and 14, 2017, and on March 15 and 16, I notified the court of appeals of my inclination to enter final approval of the class settlements. The court of appeals entered a second limited remand order on March 22 to allow me to do so.

II. FAIRNESS OF THE SETTLEMENT

Parties can't settle class actions without the court finding that the proposed settlement is "fair, reasonable, and adequate." Fed. R. Civ. P. 23(e); Synfuel Technologies, Inc. v. DHL Express (USA), Inc., 463 F.3d 646, 652 (7th Cir. 2006); see also EEOC v. Hiram Walker & Sons, Inc., 768 F.2d 884, 889 (7th Cir. 1985) ("The district court may not deny approval of a consent decree unless it is unfair, unreasonable, or inadequate."). In that effort, we in this circuit consider several circumstantial factors:

(1) the strength of the case for plaintiffs on the merits, balanced against the extent of settlement offer; (2) the complexity, length, and expense of further litigation; (3) the amount of opposition to the settlement; (4) the reaction of members of the class to the settlement; (5) the opinion of competent counsel; and (6) stage of the proceedings and the amount of discovery completed.

Wong v. Accretive Health, Inc., 773 F.3d 859, 863 (7th Cir. 2014) (quoting Gautreaux v. Pierce, 690 F.2d 616, 631 (7th Cir. 1982)). Of those, the first is the most important. Martin v. Reid, 818 F.3d 302, 306 (7th Cir. 2016).

The Larson case was filed in July 2005 in the Eastern District of Wisconsin, and was centralized in this court under 28 U.S.C. § 1407 in September 2005. I granted the plaintiffs' motion for certification of a 682-member class in March 2008, and granted summary judgment to FedEx Ground in December 2010, finding that the plaintiffs were independent contractors under Wisconsin law. The class appealed.

In June 2016, the parties reached a proposed settlement. FedEx Ground would pay $5.5 million to the plaintiffs. For each workweek of 35 or more hours during the class period, each class member would receive $18.22; for each workweek of 16-35 hours, each class member would receive $6.38. No class member would receive less than a $250 lump sum. The average recovery per class member would be $6,126, with the highest share being $21,842. No plaintiff would be required to fill out, or collect the information needed for, a claim form. No part of the settlement fund would revert to FedEx Ground if anything were left over.

The proposed settlement resulted from arms-length negotiations with a private mediator. Each side took stock of potential liability and damages under Wisconsin law. The class consulted an expert in accounting and damages, who concluded that the maximum recovery the plaintiffs could achieve would be $12,320,000 with interest. FedEx Ground assessed the claims' value at less than 10 percent of that. The proposed settlement amounts to more than 100 percent of the maximum recovery on the statutory cargo claims and nearly 45 percent of a perfect outcome under their unjust enrichment theory.

A perfect outcome would be a long way off. At this point, my ruling that these drivers are independent contractors under Wisconsin law is the only judicial determination. The class would need for the court of appeals to find my ruling to have been in error; such an appellate ruling might consist only of a determination that Wisconsin drivers might be employees, but a trial is needed. Such a ruling would be followed by a likely FedEx Ground motion to decertify the class, a remand to the district court in Wisconsin, and a need to overcome defenses FedEx Ground didn't need to raise at the summary judgment stage. They faced some potentially unfavorable law concerning business entities as employees, delay in seeking rescission and potential set-offs. If the plaintiffs prevailed at trial, FedEx Ground would likely appeal. Before the settlement, then, the class needed to string together victories in many skirmishes, beginning with a reversal in the court of appeals. The position of an appellant is not one of strength. And receipt of any money by any plaintiffs would be a long time off, well beyond the eleven years already invested in this litigation.

The plan for giving notice of the proposed settlement, and the third party administrator's execution of the plan, are detailed thoroughly in the papers supporting the plaintiffs' motions, and comply with the preliminary approval order, Federal Rule of Civil Procedure 23(e), and 28 U.S.C. § 1715.

No class member has objected to the proposed settlement.

Every settlement is a compromise, but this settlement achieves a remarkably good percentage of what the plaintiffs might have won had the case ever reached trial. In the absence of settlement, the best case scenario for the class is probably complex, would very likely take many more years, and is certain to be expensive - perhaps more than what has been incurred to get to this point. There is no opposition or objection. There is no indication or suggestion of collusion. Based on all of this, I find that the proposed settlement is fair, reasonable and adequate.

III. ATTORNEY FEES

Plaintiffs' co-lead counsel seek an award of attorney fees of $1,650,000 from the settlement amount. Our court of appeals favors the percentage-of-the-fund fee in common fund cases because it provides the best hope of estimating what a willing seller and a willing buyer seeking the largest recovery in the shortest time would have agreed to ex ante. See In re Synthroid Marketing Litig., 325 F.3d 974, 979-980 (7th Cir. 2003). As co-lead counsel calculate, that would be 30 percent of the $5.5 million settlement fund. As I understand the law of this circuit, I must take another step or two before I can determine attorney fees.

In Redman v. RadioShack Corp., 768 F.3d 622, 630 (7th Cir. 2014), the court of appeals explained that if we simply divide the gross settlement figure by the attorney fee request, we saddle the class members with the costs of administration, which benefit the attorneys as well as the class members. Accordingly, the court explained, "[t]he ratio that is relevant to assessing the reasonableness of the attorneys' fee that the parties agreed to is the ratio of (1) the fee to (2) the fee plus what the class members received." Id.

In their memorandum in support of the motion for final approval, co-lead counsel indicate that they expect the $5,500,000 class settlement fund to be allocated and distributed this way: about $3,700,000 to the class; $1,650,000 (if I award what counsel seek) for attorney's fees and costs; $50,000 to the third-party administrator for settlement administration; $15,000 (if I award what counsel seek) in service fees for each of the 3 named class representatives who sat for depositions in this action; and about $55,000 (1 percent of the settlement) for a reserve fund for later payments to any self-identified class members.

The affidavit of the third-party administrator's representative in support of the plaintiffs' motion for final approval estimates that about $58,950 is needed for settlement administration [Doc. No. 2932]. The exhibit attached to the settlement agreement itself estimates about $50,265 for settlement administration [Doc. No. 2686-8]. I will base the amount withheld for administrative costs on the third-party administrator's estimates, and will authorize payment up to $75,000 for the cost of settlement administration, to provide an adequate buffer for any additional costs that may be incurred.

The service fees and the reserve fund would go to class members, so the total going to class members plus the requested attorney fees (and costs) would be $5,425,000. A 30 percent fee, as calculated in accordance with Redman v. RadioShack, would be $1,627,500.

The objectors in the New Jersey case filed a motion to treat all of the settlements as an aggregate "megafund," and award much lower percentages for attorney fees across the board. At the fairness hearing, counsel for the New Jersey objectors didn't persuade me that the New Jersey objectors have standing to object to proposed settlements in cases to which they aren't parties. I am denying their requests to treat these cases as a single "megafund," but the ruling and its reasoning are to be found only in the opinion and order in the New Jersey case - the case in which the objectors have standing.

The Manual for Complex Litigation reports that in deciding an award of attorney fees, courts should consider the size of the fund to be shared by the attorneys and class members; the number of class members who will share; any understandings on attorney compensation methods actually reached at the outset of the attorney-client relationship; any side agreements class counsel might have made; any objections by class members; the attorneys' skill and efficiency; the litigation's complexity and duration; the risks of nonrecovery and nonpayment; the amount of time reasonably devoted to the case by counsel (a factor not favored in our circuit); and awards in similar cases. Manual for Complex Litigation (Fourth) § 14.121 (2004). Guides to determining a prevailing market rate include comparable contracts, data from large common-pool cases where fees were privately negotiated, and information on class-counsel auctions. In re Synthroid Marketing Litig., 264 F.3d 712, 719-722 (7th Cir. 2001). I must bear in mind that the greater the fee award, the lower the recovery by each class member. Redman v. RadioShack, 768 F.3d at 629. In evaluating these factors, I have relied on the convincing affidavit of Professor Brian T. Fitzpatrick, as well as the rest of the record in this case.

There have been no objections to the fee request, I have no information that any side agreements are involved, and the attorneys involved as co-lead counsel are very capable and experienced in wage and hour litigation (and they faced very capable and experienced attorneys that FedEx Ground hired). The size of the common fund is $5,425,000 after the third party administrator is paid, and up to 604 class members will share in the recovery.

The duration of the litigation has been far greater than usual - this case is almost 12 years old. In part, that duration reflects this case's having been co-mingled with the other cases in the MDL docket - it would have taken a judge in the Eastern District of Wisconsin far less time to resolve class certification issues and summary judgment motions under Wisconsin law than it took me to decide such things under the laws of 40 or so states - but it also reflects the complexity and risk involved. This class attacked FedEx Ground's business model, which was firmly grounded on the principle of using independent contractors rather than employees. The class members had a lot at stake, as shown by the damages expert's opinion that the class might recover over $12 million, if everything broke for the plaintiffs. This was no nuisance suit or likely coupon settlement. A hard battle was predictable from day one.

The attorneys handled this case on a pure contingent fee basis. Whatever investment they made in discovery and briefing of class certification and summary judgment motion was made largely between 2006 and 2008 - ten years ago, give or take a year. That's much longer than average for contingent fee attorneys in class actions, according to Professor Fitzpatrick.

The plaintiffs wielded novel statutory and common law theories to establish their employee status. They faced (and overcame) a challenge in obtaining certification of a statewide class that included drivers with single routes, drivers with multiple routes, drivers who hired others to handle a route, drivers who signed employment contracts and those who signed as corporate entities. So while the plaintiffs' bar generally views wage and hour cases as undesirable, Mr. Larson and his fellow drivers presented challenges that went well beyond the normal wage and hour case. The risk of non-liability and no compensation was great; these plaintiffs were in the court of appeals trying to reverse a finding of no-liability.

With all of that in their way, class counsel - armed primarily by a new direction in Kansas law and a few federal court of appeals decisions in cases the Panel remanded to transferor courts - achieved an astonishing result. FedEx Ground agreed to pay $5.5 million, reflecting more than 100 percent on the statutory claim and nearly 50 percent of what the plaintiffs thought they could recover if they ran the table.

Professor Fitzpatrick's analysis of recent cases from our circuit - which seems to have a greater preference than other circuits for the percentage-of-the-fund method of valuation - supports a fee award of 30 percent of the fund to be shared by counsel and class members. He reports that the average and median findings of market rate in contingent fee awards in labor and employment cases were 34.3 percent and 33.3 percent. He also noted that the awards he studied addressed only attorney fees and not expenses; co-lead counsel have included expenses within their requests. Plaintiffs' counsel report that expenses incurred in the MDL docket (not just in the Wisconsin case) exceeded $7,713,000.

In some settings, the prevailing market rate for class counsel depends in part on the expected size of the payout at the end of the litigation. Professor Fitzpatrick concedes that his sample of awards in labor and employment class actions didn't include recoveries in large amounts. In the setting of a securities class action, the court of appeals said "[d]ata show that 27.5% is well above the norm for cases in which $100 million or more changes hands. Eisenberg and Miller find that the mean award from settlements in the $100 to $250 million range is 12% and the median 10.2%." Silverman v. Motorola Solutions, Inc., 739 F.3d 956, 958 (7th Cir. 2013).

The size of this class action settlement is much smaller than the $200 million involved in Silverman v. Motorola Solutions. But it blinks reality to ignore that while this case was settled individually, it's one of 20 that remain on the MDL docket, and the aggregate proposed settlements total more than $200 million, and far more when counting cases that have already been remanded. The remanded California case settled for $226.5 million on its own. See Alexander v. FedEx Ground Package Sys., Inc., No. 05-cv-38, 2016 WL 3351017 (N.D. Cal. June 15, 2016). There's no doubt that much of the discovery behind these cases overlapped, and that co-lead counsel applied a concerted strategy in moving them to settlement. On the other hand, class counsel applied laws specific to Wisconsin and conducted case-specific discovery. The settlement I am considering at this point only involves the Wisconsin plaintiffs and fees.

Silverman v. Motorola Solutions doesn't present an apples-to-apples analysis. First, Professor Fitzpatrick points out that securities cases like Silverman v. Motorola Solutions differ from wage and hour litigation in many ways, not least of which that class certification in securities cases is nearly automatic under today's laws. In Larson v. FedEx Ground, as with all the other cases in this MDL docket, class counsel fought hard to get large classes certified, and (at the time of the settlements) would have seen those certifications revisited in every case in which they prevailed at the court of appeals.

Second, it's not clear that the Silverman v. Motorola Solutions analysis applies, or applies fully, to our case. As already noted, the settlement amount in this case - the Larson v. FedEx Ground case - isn't even in the ballpark of what was involved in Silverman v. Motorola Solutions; I have to look at many other cases even to reach the $50 million amount the Silverman court also mentioned.

It's also not clear whether I am expected, or even allowed, to consider the nature of the plaintiffs involved in a case. The plaintiffs in Silverman v. Motorola Solutions were investors in Motorola; the class representatives were institutional investors. Silverman v. Motorola, Inc., No. 07-C-4507, 2012 WL 1597388 at *4 (N.D. Ill. May 7, 2012). Institutional investors are likely to be more sophisticated in the market for legal services than the individual drivers in this case, and so likelier to agree at the outset to a tapered fee arrangement rather than a simple percentage-of-the-recovery arrangement.

Third, if I am to consider the other settlements in this MDL docket, it seems appropriate to consider as well that many of the named plaintiffs in the MDL-1700 cases agreed at the outset to pay the attorney 33 percent of any recovery, without limitation as to how much the recovery might be. None of the class representatives in the 20 cases remanded to me have fee agreements for any percentage less than 30 percent.

A lodestar cross-check - inquiring into billable hours and billing rates - isn't encouraged in this circuit, see Williams v. Rohm and Haas Pension Plan, 658 F.3d 629, 638 (7th Cir. 2011); Cook v. Niedert, 142 F.3d 1004, 1013 (7th Cir. 1998), and I'm not undertaking such a cross-check. A very complex examination of time sheets, hourly rates in various markets, and records would be needed to arrive at a true lodestar figure for this case alone. Co-lead counsel report, just in case, that across this litigation (not just this case), co-lead counsel and their firms have devoted more than 149,393 hours, producing an unadjusted collective lodestar fee of $74,540,341 had they billed by the hour. It would take only a modest 1.3 multiplier, co-lead counsel tell me, for the lodestar calculation to match the percentage-of-the-fund calculation across the litigation.

Even identifying the precise amount attributable to work on the cases remaining in the MDL would be difficult. In Alexander v. FedEx Ground, for example, Judge Chen attributed about $12.4 million in lodestar work on the MDL to Alexander. See Alexander v. FedEx Ground, No. 05-cv-38, 2016 WL 3351017, at *3 (N.D. Cal. June 15, 2016). This would need to be subtracted out of co-lead counsel's estimated lodestar figure for the MDL, but the fee award in that case is on appeal and might be adjusted. The fee award is unpaid. Fee awards in other remanded cases total $6,304,893, and I would need to deduct the amount of fees expected to be paid in those that can be attributed to work on cases still in the MDL. I don't have an accurate way to calculate the denominator from which I can then derive a multiplier.

It seems inescapable that there is a significant spillover between the 20 cases remaining in MDL-1700. For example, the appeal/certification/re-argument in the Craig v. FedEx Ground case from Kansas clearly benefitted all of the classes; it was part of the trend in the law that seemed to be shifting away from FedEx Ground's legal position. The depositions co-lead counsel took of FedEx Ground's national officers produced information that applied to all of the cases. But the spillover might be less than it appears at first blush. Substantial discovery surrounded local dispatch terminals, and the lion's share of the briefs on class certification and summary judgment were devoted to the specific laws of the various states.

For me to count up, or assign weight to, the various points I have discussed (effectively transforming them into "factors") would be inconsistent with the law of our circuit. It would be what our court of appeals has called "chopped salad". In Re Synthroid Marketing Litig., 264 F.3d 712, 719 (7th Cir. 2001). But these are the reasons I conclude that the requested 30 percent (after accounting for the costs of administration) produces a reasonable attorney fee:

1. At the outset of the attorney-client relationship, it would have been plain to the clients and attorneys that this litigation would be hard fought and would take years. FedEx Ground's very business model was at stake, and, if the class was defined broadly, the drivers would have hundreds of thousands - maybe millions - at stake. The history of this case - what would have been the future at the outset of the relationship - was even worse, with the case being centralized in a multidistrict

litigation docket, the extensive discovery already discussed, and a decade of litigation, and no end in sight that would benefit the plaintiffs.

2. Because of the anticipated duration of the case, it also would have been plain to all that the attorneys would have to turn away prospective clients and tie up their own funds for the life of the case.

3. Counsel produced exceptional results in the face of long odds. Wisconsin law provided no assurance of success, and these plaintiffs were appellants at the time of the settlement. See Redman v. RadioShack, 768 F.3d at 633 ("the central consideration is what class counsel achieved for the members of the class rather than how much effort class counsel invested in the litigation.").

4. The amount of recovery would have been a fraction of what this settlement proposal contains had counsel not persuaded me to certify a class that included drivers with a single work area, drivers with multiple work areas, drivers who contracted with FedEx Ground under a corporate identity, and drivers who simply hired others to cover some of their assigned routes.

5. Of the 20 fee contracts in the cases that remain in MDL-1700, none set a percentage of the recovery less than 30 percent, and some set the percentage at one-third or even 40 percent of any recovery.

6. There is nothing from which I can infer that unsophisticated (in the market for legal services) clients - when compared with institutional plaintiffs - would request a tapered-fee arrangement.

7. The fee request, unlike those to which it might be compared, includes expenses rather than seeking them separately. While I can't say how much is attributable to the Wisconsin case as opposed to the others co-lead counsel was handling, the overall total of expenses was $7.7 million.

8. Nobody has objected to co-lead counsel's fee request.

For all of these reasons, I approve, in large part, the proposed settlement agreement's proposed award of attorneys' fees and expenses in the total amount of $1,627,500 (30 percent of the gross settlement amount, less the cost of administration).

IV. SERVICE AWARDS TO CLASS REPRESENTATIVE

Class counsel request service awards of $15,000 to each of the 3 class representatives. They explain that (in addition to the extraordinary duration of their service) each class representative did far more than the average class representative. Reams of records had to be collected, the class representatives (like each class representative in the companion cases) sat for grueling day-long depositions. Class counsel notes that the requested awards are in line with several that have been approved in cases from within this circuit, citing Cook v. Niedert, 142 F.3d at 1016 ($25,000); In re Southwest Airlines Voucher Litig., No. 11 C 8176, 2013 WL 4510197, at *11 (N.D. Ill., Aug. 26, 2013) ($15,000 to 2 plaintiffs); Heekin v. Anthem, Inc., No. 05-cv-1908, 2012 WL 5878032 at *1 (S.D. Ind. Nov. 20, 2012) ($25,000); Am. Int'l Grp., Inc. v. ACE INA Holdings, Inc., No. 07 C 2898, 2012 WL 651727, at *17 (N.D. Ill. Feb. 28, 2012); ($25,000 to each of 7 plaintiffs); Will v. Gen. Dynamics Corp., Civ. No. 06-698, 2010 WL 4818174, at *4 (S.D. Ill. Nov. 22, 2010) ($25,000 to 3 plaintiffs). No objections were directed to this request.

The request for $15,000 service awards for each of the 3 class representatives is just, fair and reasonable.

V. CONCLUSION

Based on the foregoing, the court:

(1) GRANTS the plaintiffs' unopposed motion for final approval of the Wisconsin class action settlement calling for payment of $5,500,000 to the plaintiffs [Doc. No.2891].

(2) GRANTS IN PART the plaintiffs' motion for attorney's fees and costs [Doc. No. 2839]; AWARDS class representatives Gary Lee Larson, Dominic R. Lupo, and Darren Zabrocki $15,000 each for their services in this case; DIRECTS payment of that amount from the class settlement fund to them, in accordance with the terms of the settlement agreement; AWARDS plaintiffs' counsel $1,627,500, for their services and expenses on this case; and DIRECTS payment of that amount from the class settlement fund to them.

(3) ORDERS that:

A. The parties shall perform, or cause to be performed, the remaining terms of the settlement as set forth in the settlement agreement. The court authorizes the payment by the settlement administrator of the settlement funds in accordance with the terms of the settlement agreement.

B. Prior timely opt-outs on the list maintained by the claims administrator are not included in, or bound by, this order and final judgment. Those timely opt-outs are not entitled to any recovery from the settlement proceeds obtained through this settlement.

C. The court hereby DISMISSES with prejudice this action, specifically including the Released Claims, with each party to bear its own costs and attorney's fees, except as provided below. The court incorporates the Class Action Settlement Agreement [Doc. No.2686-1] into this order.

As set forth in the Settlement Agreement, "Released Claims" means all claims, actions, causes of action, administrative claims, demands, debts, damages, penalties, costs, interest, attorneys' fees, obligations, judgments, expenses, or liabilities, in law or in equity, whether now known or unknown, contingent or absolute, which: (i) are owned or held by the plaintiffs and class members and/or by their affiliated business entities (if any), or any of them, as against Releasees, or any of them; (ii) arise under any statutory or common law claim which was asserted in this lawsuit or, whether or not asserted, could have been brought arising out of or related to the allegations of misclassification of plaintiffs and class members as independent contractors set forth in the operative complaint; and (iii) pertain to any time in the Release Period. The Released Claims include any known or unknown claims for damages and injunctive relief. The Released Claims include but are not limited to claims under Wis. Stat. §§ 103.13, 103.14, 103.455, 104.02 and 111.31-11.395; the Declaratory Judgment Act, 28 U.S.C. § 2201; and common law claims for fraud, breach of contract, rescission, or declaratory judgment. The release excludes claims arising under the Employee Retirement Income Security Act of 1974, 29 U.S.C. §§ 1001 et seq. Further definitions of "Released Claims" can be found in Sec. I, para. S of the Settlement Agreement [Doc. No. 2686-1].

"Releasees" means: "(a) [FedEx Ground], and its consolidated subsidiaries, successors, predecessors, assigns, affiliates, parent companies, shareholders, officers, directors, agents, insurers, attorneys, and employees; and (b) [FedEx Ground's] past, present, and future shareholders, officers, directors, agents, employees, attorneys, and insurers." (Settlement Agreement, Sec I, para. T). "Release Period" refers to the time period from August 18, 1999 through April 30, 2016. (Settlement Agreement, Sec. I, para. U). [Doc. No. 2686-1].

D. Upon the entry of this order, the plaintiffs and all class members shall be deemed to have fully, finally, and forever released, relinquished, and discharged all Released Claims against all Releasees. "Class members" include "All persons who: 1) entered into an FedEx Ground or FedEx Home Delivery Form Operating Agreement (now known as OP-149 and Form OP-149-RES); 2) drove a vehicle on a full-time basis (meaning exclusive of time off for commonly excused employment absences) from August 18, 1999 through October 15, 2007 to provide package pick-up and delivery services pursuant to the Operating Agreement; and 3) were dispatched out of a terminal in the state of Wisconsin." [Doc. No. 2686-1]. A list of the class members is attached to this order as Exhibit A. To the extent additional individuals are identified who qualify as class members under the terms of the settlement agreement, they will be bound by this order.

E. Upon the entry of this final approval order, the plaintiffs and all class members are barred and enjoined from asserting, filing, maintaining, or prosecuting, or in any way participating in the assertion, filing, maintenance or prosecution, of any action asserting any Released Claim against any of the Releasees, as set forth in and in accordance with the terms of the settlement agreement. Nothing in this order shall in any way impair or restrict the right of the parties to enforce the terms of the settlement.

F. The Parties' agreed upon procedure for disbursement of the $55,000 reserve fund provided for in the Settlement Agreement and the Plaintiffs' Motion for Final Approval [Doc. No. 2891], with such claims to be paid approximately 220 days after checks are issued to pay the claims of persons who fit the class definition but who were not previously identified as members of the plaintiff class according to the settlement formula described in the Settlement Agreement, is APPROVED. FedEx Ground will submit a list containing the names of such persons within 220 days of this order; this list will supplement the class member list attached as Exhibit A and such persons will be bound by this order.

G. The parties' request for appointment of Legal Action of Wisconsin, Inc., Administrative Offices, 230 W. Wells Street, Room 800, Milwaukee, WI 53203to be the cy pres beneficiary is APPROVED.

H. Neither the settlement, nor any act performed or document executed pursuant to or in furtherance of the settlement, is or may be deemed to be or may be used as: (a) an admission of, or evidence of, the validity of any Released Claim or any wrongdoing or liability of any Releasee; (b) an admission or concession by the plaintiff or any class member of any infirmity in the claims asserted in the operative complaint filed in this action; (c) an admission of, or evidence of, any fault or omission of any of the Releasees in any civil, criminal, or administrative proceeding in any court, administrative agency, or other tribunal.

I. The third-party administrator, Rust Consulting, Inc., may retain up to $75,000 as compensation for settlement administration.

J. Without affecting the finality of this judgment in any way, the court retains continuing jurisdiction over: (1) the enforcement of this order and final judgment; (2) the enforcement of the settlement agreement; (3) the distribution of the settlement proceeds to the class members and the cy pres beneficiary; and (4) class counsel's proposed allocation of attorney's fees to plaintiffs' counsel to be submitted to the court.

The clerk of this court is directed to enter judgment accordingly.

SO ORDERED.

ENTERED: May 1, 2017

/s/ Robert L. Miller, Jr.

Judge

United States District Court

Exhibit A: WI Class List

Count	RustID	Contractor Name	Company Name 1	Company Name 2	Company Name 3	Company Name 4
1	19000015	CUNNINGHAM, AARON JOHN	A J LOGISTICS INC
2	19000022	BERGIN, ADAM	AHA, INC
3	19000039	JONES, JIM	AFAB OR TWO INC
4	19000046	WOLF, AL	TRIPLE A, M & W TRANSPORT INC
5	19000053	LASSILA, ALAN PATRICK	PROTECTIVE FINANCIAL SERVICES LLC	PROTECTIVE FINANCIAL SERVICES INC
6	19000060	GIFFORD, ALLEN
7	19000077	ALTENBURG, GREG	ALTY ENTERPRISES, INC
8	19000084	GASIK, ANDRZEJ
9	19000091	ANGLEMYER, SHAWN	ANGLEMYER ENTERPRISES	SMA TRANSFER, INC
10	19000107	CURTIS, ANTHONY
11	19000114	PEACOCK, ANTHONY	T R PEACOCK, INC
12	19000121	PERRY, ANTONIO L
13	19000138	FROEMKE, ARTHUR	ARF, LLC
14	19000145	MOELLENBERNDT, BRADLEY E
15	19000152	KUBE, BRIAN F	B KUBE TRUCKING INC
16	19000169	KEAYS, BRIAN THOMAS	FIVE STAR INDUSTRIAL SALES LLC	FENWAY CORPORATION
17	19000176	BUCKMASTER, JEFFERY A	BUCKMASTER SERVICES INC
18	19000183	SCHOSSOW, BYRON C
19	19000190	LITZER, CABOT L
20	19000206	BERA, CARRIE
21	19000213	FROST, CHAD
22	19000220	TEMPERLY, CHAD
23	19000237	MAYFIELD, CHRIS
24	19000244	LOCHER, CHRISTOPHER CHARLES	CHRIS CO INC
25	19000251	JANZ, CHARLES
26	19000268	WEBB, CRAIG	CNTZ INC
27	19000275	ANDERSON, CONSTANCE O
28	19000282	BRADASERIC, CORY M
29	19000299	THOMAS, CRAIG
30	19000305	WENZEL, CURTIS DEAN	CURT WENZEL DELIVERY LLC
31	19000312	BORNEMANN, CYNDI	CYNDI'S EXPRESS
32	19000329	DEWITT, DANIEL KEITH
33	19000336	MELLITO, DARREN
34	19000343	SUNDELL, DARWYN
35	19000350	JAEGER, DARYL	ADAKA SERVICES INC
36	19000367	CORNER, DAVID NELSON
37	19000374	DAWICKI, MICHAEL	DAWICKI INC
38	19000381	JANOWICZ, DEAN
39	19000398	PAPROCKI, DEAN	DEANPAP INC
40	19000404	VIETH, DENNIS L
41	19000411	BOEKHOLDER, JEFFREY	DMC DELIVERY INC
42	19000428	BROOKS, DONALD
43	19000435	MATTHIS, DONALD
44	19000442	PFEIFFER, DONALD
45	19000459	NAGEL, DOUG D
46	19000466	GEMEINHARDT, KEITH	DRIVEWAY DELIVERY SERVICE LLC
47	19000473	BROWN, DEAN WILLIAM	DWB ENTERPRISE LLC
48	19000480	HAFENSTEIN, EDWIN A
49	19000497	ELWOOD, CURTIS LEONARD	ELWOOD EXPRESS LLC	ELWOOD XPRESS INC
50	19000503	KAITALA, ERIK
51	19000510	EVERY, JEFF	EVERY TIME DELIVERY INC
52	19000527	RUMMEL, KEN M	FOREGROUND LLC
53	19000534	FORTIS, CARLOS	FORTIS TRANSPORTATION INC
54	19000541	HAEBIG, STEVEN	FULL DRAW INC
55	19000558	REAU, GARY L
56	19000565	LAWRENCE, GARY	LAWRENCE PACKAGE SERVICE INC
57	19000572	BILLER, GLENN A
58	19000589	GRADY, WILLIAM C	GRADY DELIVERY INC
59	19000596	EVANS JR , GRANT WAYNE

Exhibit A: WI Class List

Count	RustID	Contractor Name	Company Name 1	Company Name 2	Company Name 3	Company Name 4
60	19000602	HANZEL, RANDY G	HANZEL PACKAGE, INC
61	19000619	PARK, THOMAS CHARLES	AAA LAKESHORE TRANSPORT SYSTEMS INC
62	19000626	STACHURSKI, KEITH SCOTT	INTEGRITY TOOLS INC
63	19000633	LEBLANC, JOSEPH	JAL ENTERPRISES INC
64	19000640	WALLS, JAMES ARTHUR	JAMES A WALLS LLC
65	19000657	ANDERSON, JAMES J
66	19000664	MULROY, BARRY JAMES	BJM EXPRESS, INC
67	19000671	BLOCK, BRIAN
68	19000688	ERICKSON, GERALD LEE	ERICKSON SERVICES INC
69	19000695	BALK, JAMES	JAMES BALK INC
70	19000701	FLEMING, JAMES
71	19000718	HART, JAMES	JAMES A HART INC
72	19000725	JOHNSON, AARON
73	19000732	EVANS, ANTHONY
74	19000749	MATAJAC, ANTHONY J
75	19000756	GUNDERSON, CHRIS	BACT TRANSPORT LLC
76	19000763	SCHENK, BARBARA
77	19000770	THAO, BEE
78	19000787	GORNY, BENJAMIN
79	19000794	HOUSTON, ROBERT	BEST FRIENDS DELIVERS LLC
80	19000800	BREY, RANDALL D	BREY EXPRESS INC
81	19000817	FISCHER, BRIAN A
82	19000824	BARNES, BRIAN K
83	19000831	PETERSON, BRIAN
84	19000848	PUNG, BRUCE T
85	19000855	HIPP, BRYAN	HIPP ENTERPRISES INC
86	19000862	CEDAR HILL
87	19000879	TREJO, CESAR M
88	19000886	GREENE, HAROLD A	CHALLENGE ENTERPRISES OF DEPERE
89	19000893	HOPFENSPERGER, CHARLES WAYNE
90	19000909	GANS, CHRISTOPHER T
91	19000916	GEISSLER, CLAYANN M
92	19000923	KOMOROWSKI, CHRISTOPHER MICHAEL	CMK DELIVERY LLC	KOMOROWSKI DELIVERY INC
93	19000930	YOUNG, COSBY
94	19000947	CHIRAFISI, DAVID A	DAC EXPRESS INC
95	19000954	WINKLER, DAYN A
96	19000961	DEAN, PETER
97	19000978	PRONSCHINSKE, DEAN ROBERT	RIVER COUNTRY ENTERPRISES LLC	RIVER COUNTRY ENTERPRISES, INC
98	19000985	HARDY, DENNIS
99	19000992	CARROTHERS JR , WILLIAM ROLLIN	DIAMOND MCQUADE COURIER IN
100	19001005	VOIGTS, DONALD WILLIAM	DONCIN TRUCKING, INC
101	19001012	DUNN, MARK	DUNN ENTERPRISES INC
102	19001029	KEGEL, ERIC ALLAN
103	19001036	BLOCK, ERIC	BLOCK TRANSIT INC
104	19001043	FOSTER, MATTHEW EDWARD	FOSTER DISTRIBUTING INC
105	19001050	FURRU, DAVID L	GAINING GROUND LLC
106	19001067	GOOTEE, LAWRENCE MARTIN	GOOTEE'S INC
107	19001074	GOSS, JOHNATHAN RICHARD	GOSSAMER INC
108	19001081	HARDIN JR , JAMES TYRONE	HEAT LLC
109	19001098	HESS, JOHN ANTON	HESS TRANSPORTATION LLC	HESS TRANSPORTATION, INC
110	19001104	JEELANI, ILYAS	JEELANI ENTERPRISES, INC
111	19001111	KOEHN, JAMES
112	19001128	MCCULLOCH, JAMES
113	19001135	KOST, JAMES W
114	19001142	LANSER, JASON R
115	19001159	MARIANNA, JASON WAYNE
116	19001166	GILPIN, JAY
117	19001173	STECHER, JEAN
118	19001180	RUBBELKE, JEFF

Exhibit A: WI Class List

Count	RustID	Contractor Name	Company Name 1	Company Name 2	Company Name 3	Company Name 4
119	19001197	WEAVER, JEFF	JEFF WEAVER TRUCKING INC
120	19001203	FRIEVALT, JEFFREY G
121	19001210	KACZKOWSKI, JEFFREY ALAN	J KAZ, INC
122	19001227	WIMMER, JEFF	WIMMER DELIVERY, INC
123	19001234	ANDERSON, JEROD
124	19001241	DURHAM SR , JERRY
125	19001258	LEQUE, JERRY
126	19001265	MOZEIKA, JEVGENIJUS
127	19001272	CHARNIAK, JIM
128	19001289	RAMSEIER, JODY L
129	19001296	CHAPMAN, JOHN
130	19001302	GRABOWSKI, JOHN
131	19001319	GUMTOW, JOHN
132	19001326	HARRI, JON
133	19001333	RIVERA, JOSE DAVID
134	19001340	SANDOR, JOSEPH A
135	19001357	BROWN, JOSEPH	HARDCORE DELIVERY INC
136	19001364	HUGHES, JOSHUA C
137	19001371	MICKELSONN, JUSTIN
138	19001388	HETZEL, KEVIN	K & R HETZEL INC
139	19001395	NELSON, KEN
140	19001401	OSTROWSKI, KENNETH
141	19001418	GAHAN, KEVIN
142	19001425	WOODRUFF, KEVIN
143	19001432	KOMOROWSKI, TIM PETER	KOMOROWSKI SERVICES LLC
144	19001449	CASPER, TOM	K-TOWN TRUST	T DOUBLE C	ROUTE RUNNERS INC
145	19001456	LASSILA, JOSHUA ALAN	L J ENDEAVORS LLC	LJ ENDEAVORS LLC	L J ENDEAVORS INC	LJ ENDEAVORS INC
146	19001463	JACKSON, LARRY LOVELL	NO TOP TRUCKING CORP
147	19001470	NONNENMACHER, LARRY
148	19001487	HAWLEY, LAURA
149	19001494	FRAHM, LEE ALAN
150	19001500	YANG, LEE
151	19001517	BLAND, LEON KENNETH
152	19001524	KING, KARLTON D	LOCOMOTION SPECIALTIES GROUP
153	19001531	KRESKY, LOREN ADAM
154	19001548	GOCHEE, LORI ANN
155	19001555	WISNICKY, LORI
156	19001562	LUCAS, JUSTIN	LUCAS LOGISTICS
157	19001579	LAO, LUE
158	19001586	STIELOW, GARY D	M&G EXPRESS INC
159	19001593	MCKIBBIN, MICHAEL	MAC ENTERPRISES INC	MAC ENTERPRISES, INC
160	19001609	ALBRECHT, MARK C
161	19001616	FISCHER, MARK
162	19001623	GENERAL, MAX
163	19001630	MCCARTHY, GEORGE	MCCARTHY MOTORSPORTS INC
164	19001647	MCKENNA, GERALD DENNIS	MCKENNA COURIER SERVICE INC
165	19001654	MCCORISON, STEVEN GEORGE	MEADOW RIDGE EXPRESS INC
166	19001661	BRAUN, MICHAEL
167	19001678	BECK, MICHAEL DAVID
168	19001685	SHOEDER, MICHAEL DAVID
169	19001692	FIKES, MICHAEL
170	19001708	LEMIEUX, MICHEL
171	19001715	LESHOK, MICHAEL S	M S L DELIVERY OF WISCONSIN, INC
172	19001722	WAKSMONSKI, MICHAEL	MIKE SKI DELIVERY INC
173	19001739	WELLS, MICHAEL
174	19001746	WRIGHT, RUSSEL	MIRACLE TRANSPORT SYSTEMS INC
175	19001753	BRITTON, MITCHELL ALAN
176	19001760	KITKOWSKI, MIKE	KITKOWSKI ENTERPRISES LLC	MJK DELIVERY INC
177	19001777	SOLL, MICHAEL LEE	MLS SERVICES INC

Exhibit A: WI Class List

Count	RustID	Contractor Name	Company Name 1	Company Name 2	Company Name 3	Company Name 4
178	19001784	FANNIN, MARTIN	MP FANNIN INC
179	19001791	KRAUS, JOHN DOUGLAS	MTS TRANSPORT LLC	MTS TRANSPORT, LLC
180	19001807	MURPHY, JOHN A	MURPHY PACKAGE SYSTEMS INC
181	19001814	NYEN, DAWN MARIE	MYLOTTIS INC
182	19001821	NAEF, KENNETH	NAEF ENTERPRISES INC
183	19001838	MALINOWSKI, RICHARD	NORTH COAST LTD
184	19001845	YANG, XOUA	HMONG TRANSPORT INC
185	19001852	COSIC, IGOR	PAJA & JARE INC
186	19001869	MANIKOWSKI, PAT
187	19001876	BISSETTE, PATRICE
188	19001883	BAARS, PATRICK
189	19001890	KENNEDY, PATRICK
190	19001906	ALBRECHT, PAUL	P & L ALBRECHT, INC
191	19001913	DAENTL, PAUL
192	19001920	ORR, PAUL I
193	19001937	RICCHIO, PAUL J	PJRICCHIO INC
194	19001944	HANSEN, PEDER	HANSEN DELIVERY INC
195	19001951	MIREAU, MARK C	PENMARK LOGISTICS INC
196	19001968	SOMMERS, PATRICK	PHAT PAT LLC
197	19001975	KASUBASKI, PHILLIP ANTHONY
198	19001982	FARRELLY, PHYLLIS ANN	P M FARRELLY'S INC
199	19001999	PRODELL, THOMAS	QUAD ENTERPRISES LLC
200	19002002	MUNGER, RANDOLF
201	19002019	WERCHEK, RANDY	RJW INC
202	19002026	KILEY, CHRIS	RAPITRANZ LLC
203	19002033	HALVORSEN, RICHARD ALLEN
204	19002040	FENRICK, RICHARD
205	19002057	ISHMAEL, RICHARD
206	19002064	STAEVEN, RICKY JOHN	STUFF HAULER INC
207	19002071	LANDOWSKI, ROGER	R L DELIVERY INC
208	19002088	SWITZER, ROBERT H
209	19002095	OBERMEIER, ROBERT
210	19002101	POKRZYWINSKI, ROBERT
211	19002118	SCHMIDT, ROBERT	TURNBERRY, INC
212	19002125	ANGLE, ROBERT THOMAS
213	19002132	LINDBERG, RODNEY ALLEN
214	19002149	BERG, ROGER R
215	19002156	PETERSEN, RONALD EDWARD	RIPPLE ROUTES INC
216	19002163	REINHARDT, RONALD
217	19002170	GUSTAVSSON, ROY EDWARD
218	19002187	RUEDEN, MARK GEORGE	RUDYS GROUND TRANSPORT LLC	RUEDEN ENTERPRISES INC
219	19002194	RUSSELL, JOHN	RUSSELL DISTRIBUTING INC
220	19002200	TILOT, RUSSELL L	RLT & SGT, INC
221	19002217	MATTSON, SHAWN	SA INC
222	19002224	RUDEBECK, SALLY
223	19002231	DUERST, SAMMY JEROME	LUGNUTS INC
224	19002248	KUEHL, DAVID PATRICK	SAVING FORE VEGAS LLC	FOREWARD DELIVERY INC
225	19002255	SCHAMS, ERIC	SCHAMS DELIVERY CO INC
226	19002262	HANSON, BRUCE	SCHMENGE INC
227	19002279	RASMUSSEN, SHANE	SHANE'S P&D INC
228	19002286	GRINDLE, SHARON
229	19002293	PAGELS, SHARON
230	19002309	KLUBERTANZ, SHAWN RONALD	KLUBERTANZ DELIVERY INC
231	19002316	HASTINGS, SHAYNE GORDON
232	19002323	KOSLO, STEVE	KOZ MOTORS
233	19002330	BROOKS, STUART B
234	19002347	MYERS, TALON
235	19002354	NOOYEN, THERESA ANN	TNC DELIVERY LLC	TNC DELIVERY SERVICES, INC
236	19002361	PALLASKE, THOMAS

Exhibit A: WI Class List

Count	RustID	Contractor Name	Company Name 1	Company Name 2	Company Name 3	Company Name 4
237	19002378	POGGIONE, THOMAS WILLIAM
238	19002385	YANG, THOMAS
239	19002392	FRANK, TIM B
240	19002408	ORCHOLSKI, TIM
241	19002415	BOUVINE, TIMOTHY
242	19002422	SHELTON, TIMOTHY DONALD	SHELTON EXPRESS INC
243	19002439	MCTIER, TIMOTHY JOESPH
244	19002446	KETTERHAGEN, TIM S
245	19002453	TRAVIS, TIMOTHY M	TLT EXPRESS INC
246	19002460	WILLIAMS, THOMAS L	TJJ INC
247	19002477	PETERSON, TODD ALLEN	PETERSONS DELIVERY LLC	T & N DELIVERY INC
248	19002484	BEATTY, TODD
249	19002491	MIELKE, TODD	MIELKE EXPRESS INC
250	19002507	STAEGE, TODD
251	19002514	TARRAS, TODD
252	19002521	BAKER, TONI
253	19002538	TRIMBELL, WAYNE MATTHEW	TRIMBELL TRANSPORTATION LLC
254	19002545	SZYMANSKI, THOMAS	T S M DELIVERY INC
255	19002552	OLSON, KEITH	TYRION INC
256	19002569	BODNIKEVICH, VADIM
257	19002576	RICCHIO, WILLIAM
258	19002583	WINGER, LAVONNE L	WINGIN IT DELIVERY LLC
259	19002590	BARNES, WILLIAM FORREST	BARNES TRANSFER LLC	BROWNTOWN BULLDOG DELIVERY INC
260	19002606	CHRISTENSEN, BRIAN
261	19002613	WILSON, BRIAN	WILSON EXPRESS INCORPORATED
262	19002620	SCHULZ, COREY ALAN	CNA DELIVERY INC
263	19002637	BAKER, DALE LEE	STOP DROP AND ROLL LLC
264	19002644	ENDRES, DEAN A
265	19002651	SEBERO, ERICK S	SEBERO TRUCKING, INC
266	19002668	FREDERICKSON, GUY	G&K DELIVERY SERVICES INC
267	19002675	KLESMITH, GARY J	GK EXPRESS INC
268	19002682	REITH, GARY
269	19002699	HENRIKSEN, GREG
270	19002705	KURT, JOHN	I CAN TRUCKING LLC
271	19002712	FRENCH, IAN
272	19002729	ELKINS, JAMES
273	19002736	BEINING, JEREMY
274	19002743	BEAUDETTE, M	K T SERVICE
275	19002750	KEMPF, RORY	KEMPF GROUP INC
276	19002767	BRUSHABER, KEVIN	PLETHORA OF SYNERGY, INC
277	19002774	CONNOR, LESTER L	LST WOLF EXPRESS INC
278	19002781	BRUNNER, DONALD	M&D EXPRESS INC
279	19002798	HABLEWITZ, MATTHEW JOSEPH	HAULIN IT INC
280	19002804	ZAPPA, MATTHEW MICHAEL
281	19002811	TORRANCE III, JAMES WILSON	NORTHERN COURIER SERVICE INC
282	19002828	OTT, JERRY D	OTT TRUCKING INC
283	19002835	CARLSON, DALE ROBERT	PIONEER DELIVERY INC
284	19002842	SPANIOL, ROBERT D
285	19002859	WIZA, ROBERT M
286	19002866	KARABA, RODNEY J
287	19002873	MAURER, RON
288	19002880	HEUPEL, RONALD
289	19002897	HILL, RONALD
290	19002903	ADAMS, RONALD LEE
291	19002910	LUUKKONEN, DARYN ROY	ROY & LILA INC
292	19002927	NIGL, RUDOLPH STEPHEN
293	19002934	RINDFLIESCH, DAVID L	RUNNYS TRUCKING LLC
294	19002941	FREY, CHRIS	SACY TRUCKING INC
295	19002958	DAWSON, SCOTT ALLEN	SCOTT A DAWSON INC

Exhibit A: WI Class List

Count	RustID	Contractor Name	Company Name 1	Company Name 2	Company Name 3	Company Name 4
296	19002965	KLUGE, SCOTT ALAN
297	19002972	QUAMME, STANLEY MERLIN
298	19002989	VERDEYEN, ANTHONY	STARGATE SERVICES INC
299	19002996	ALBERTI, TERRY
300	19003009	HAGGERTY, TERRY
301	19003016	THOMPSON, THOMAS J
302	19003023	JONES, TODD
303	19003030	HILLSTEAD, TROY
304	19003047	VANDYKE, WILLIAM	VAN DYKE PD, INC
305	19003054	GARSKE, WILLIAM H
306	19003061	NELSON, WILLIAM J
307	19003078	SMITH, WARREN L	WST INC
308	19003085	PERRY, AARON
309	19003092	RADKE, BART
310	19003108	BATES, DENNIS	BATES SERVICES INC
311	19003115	JOWETT, BING
312	19003122	HAMILTON, RICHARD	BITTERMAN TRUCKING INC
313	19003139	YANG, BLONG	YZ'S DELIVERY SERVICES INC
314	19003146	VANDENAVOND, ROBERT J	BVA TRUCKING INC
315	19003153	RENNINGER, BRAD
316	19003160	KIELPIKOWSKI, BRIAN
317	19003177	BLACKBURN, BRUCE
318	19003184	FETZER, CLARK
319	19003191	JOSKI, DANIEL	DANIEL T JOSKI INC
320	19003207	DAHLMANN, DAVID E
321	19003214	STADT, DAVID M
322	19003221	OLSON, DAVID
323	19003238	PATCHEN, DAVID N
324	19003245	RADTKE, DAVID
325	19003252	HERSTAD, DEBRA LEE	DEB INDUSTRIES LLC
326	19003269	COPPAGE, DEBRA KAY
327	19003276	WATERMAN, DENISE
328	19003283	USELMANN, DENNIS
329	19003290	DENNIS WILLIAMS	WILLIAMS TRUCKING INC
330	19003306	STRASSER, TERRY MICHAEL	DIVERSIFIED INSTALLATION SERVICE, INC
331	19003313	LUPO, DOMINIC
332	19003320	NELSON, DONALD R
333	19003337	FRITZ, DONALD W
334	19003344	JORGENSON, DORAN L
335	19003351	SHINKER, DOUGLAS G	DGS HD, INC
336	19003368	MILLER, DWAYNE
337	19003375	PASTOREK, EDWARD
338	19003382	JUSTESEN, ERIK M
339	19003399	BAKER, JAMES PATRICK	FIGURE 8 DELIVERIES LLC	JPB DELIVERIES INC
340	19003405	SCHUR, GABRIEL LEE
341	19003412	ROTHER, GARY R
342	19003429	KEESEN, MARGE	GATOR INC
343	19003436	JENQUIN, RICHARD D	GODSPEED LLC
344	19003443	KIRBY, GREGORY
345	19003450	HOEKSTRA, GARY	H & H CARTAGE LTD
346	19003467	BEHMKE, PAUL	HARTLAND PACKAGE INC
347	19003474	BECKER, JAMES	JB DELIVERY INC
348	19003481	REUTER, JAMES C	PAKMULE INC
349	19003498	MLSNA, JAMES J
350	19003504	MEOMARTINO, JAMES	MEOMARTINO INC
351	19003511	REUTER, JASON	JREUTER TRUCKING, INC
352	19003528	LARSON, JEFF
353	19003535	KIMMES, JEFFREY
354	19003542	TULLY, JENA A

Exhibit A: WI Class List

Count	RustID	Contractor Name	Company Name 1	Company Name 2	Company Name 3	Company Name 4
355	19003559	DENNEE, JEREMY
356	19003566	HANAN, JOHN M
357	19003573	DOUGALL, JON D	DOUGALL TRUCKING INC
358	19003580	ENGEN, JOSEPH
359	19003597	LOPEZ, JOSEPH
360	19003603	MCCLAREY, KEVIN	KEVIN MCCLAREY TRANS LTD	KEVIN MCCLAREY TRANS LTD
361	19003610	PETERSON, KEVIN
362	19003627	FLOCK, KIM
363	19003634	BASHAW, LANE ROBERT
364	19003641	MELCHER, JOHN PATRICK	LOST JOHNNY ENTERPRISES INC
365	19003658	DIETER, LYNN C
366	19003665	MCMILLEN, MICHAEL	M MCMILLEN INC
367	19003672	BIRKETT, MARK E	M&N BIRKETT INC
368	19003689	BERGNER, MARK	E & M DELIVERY, INC
369	19003696	SAWYER, MARK	SAWYER TRUCKING INC
370	19003702	KRUEGER, MARK THIENE
371	19003719	WYNGAARD, MARK VANDEN
372	19003726	MCALLISTER, KENNETH M
373	19003733	TETNER, MICHAEL D
374	19003740	HERMAN, MICHAEL	MICHAEL HERMAN INCORPORATED
375	19003757	PRZLOMSKI, MICHAEL	PRZLOMSKI'S P & D SERVICES, INC
376	19003764	MITROVIC, MILAN	MITROVIC, INC
377	19003771	PLANTZ, JEFFREY J	MOBY SERVICES LLC	MOBY SERVICES INC
378	19003788	SHERRY, MYRON	MYRON SHERRY INC
379	19003795	MCCULLEN, TERRENCE D	NEVADA NEXT DAY DELIVERY INC
380	19003801	NICKEL, BENJAMIN	NICKEL TRUCKING INC
381	19003818	HOPPE, PAUL
382	19003825	LOVELAND, PETER JAMES	PETE LOVELAND INC
383	19003832	MASTILOVIC, PREDRAG	MASTILOVIC TRUCKING INCORPORATED
384	19003849	STUBBE, MICHAEL	PRIDE VALLEY TRANSPORT LTD
385	19003856	GRAY, QUENTIN L
386	19003863	PJESCIC, RADA	MINIC MKR, INC
387	19003870	REDEPENNING, JEFF ALAN	RED ROCKET DELIVERY	RED ROCKET TRANSPORT INC
388	19003887	LAND, RICHARD EARNEST
389	19003894	PIWON, RICHARD	RNR SERVICES LLC
390	19003900	STENBERG, ROBERT JAMES	KENGENELK DELIVERY SERVICE INC
391	19003917	LAST, ANDREW	ROCKET DELIVERY
392	19003924	DAHM, ROGER J
393	19003931	CARRIER, RON
394	19003948	KLOSS, ROXANNE
395	19003955	ODEGAARD, SCOTT
396	19003962	LEVY, SHACKAR DANIEL	FREIGHT ON THE GO INC
397	19003979	GRADINE, ROGER LEE	SILVER FOX COURIER INC
398	19003986	DERIKONJA, SINISA
399	19003993	REDMANN, STEPHAN R	STEFNROO ENTERPRISE, INC
400	19004006	VANBEEK, TIMOTHY J	TIM'S DELIVERY INC
401	19004013	MIHALKO, THOMAS	T L C DELIVERY, INC
402	19004020	OTIS, TODD	TO TRUCKING INC
403	19004037	YANG, TOUYA TOBI	TTY DELIVERY LLC
404	19004044	DUPUIS, TONYA
405	19004051	XIONG, TOU
406	19004068	WANTA, WESLEY O	WANTA INC
407	19004075	ZABROCKI, DARREN	Z & A DELIVERY INC
408	19004082	ZIGICH, JUDITH	ZIGICH EXPRESS INC
409	19004099	BIGELOW, DON	1ST FREIGHT EXPRESS
410	19004105	VANDENBUSCH, AARON MICHAEL	KUSTOMS LLC	KUSTOMS SERVICE INC
411	19004112	GBUREK, ALAN	ANG TRANSPORT INC
412	19004129	VANBROCKLIN, AMY	AMBECK TRANSPORT INC
413	19004136	AMUNDSON, KENNETH	AMUNDSON INC

Exhibit A: WI Class List

CROTTY, JAMES

Count	RustID	Contractor Name	Company Name 1	Company Name 2	Company Name 3	Company Name 4
414	19004143	ELIASON, AMY
415	19004150	READY, ANDREW JOSEPH
416	19004167	HICKLING, ANDREW PAUL MACBETH
417	19004174	CLINE, FRANK PATRICK	ARVIA INC
418	19004181	MUHAMMAD, DARRYL L	ASCENSION ENTERPRISE LLC
419	19004198	CLEARY, DOUGLAS J	BADGERLAND TRANSPORT LLC	CARTEL CARTAGE INC
420	19004204	REINEKE, BEN	TEAM REINEKE, INC
421	19004211	ZIVKOV, BOBAN
422	19004228	GUGGENBUEHL, ROBERT
423	19004235	BOHN, ERIC M	BOHN ENTERPRISES INC
424	19004242	WIRSING, BRENT K
425	19004259	PLOECKELMANN, BRET
426	19004266	BROOKS, JIM	BROOKS EXPRESS INC
427	19004273	DECLEENE, DAVID	BUGSPLAT INC
428	19004280	BYRD, MARCUS	BYRD DYRECT
429	19004297	LINDBERG, CHAD ALLEN
430	19004303	RENNIE, CHAD J	RENNIE-GADE EXPRESS, INC
431	19004310	MCINTYRE, CHAD
432	19004327	THOMPSON, CHRIS
433	19004334	GRITT, CHRISTOPHER J	TRUE GRITT DELIVERY, INC
434	19004341	FAETH, CHRISTOPHER N
435	19004358	CLARK, MICHAEL EUGENE	CLARK EXPRESS INC
436	19004365	BURDICK, CLARK THOMAS
437	19004372	HEYROTH, CLINT MARTIN
438	19004389	BOWMAN, JAMES	CREEKLAND LLC	RANGE VIEW INC
439	19004396	KIRST, KEVIN HAROLD	CRN TRANSPORT LLC	CRN EXPRESS INC
440	19004402	FLYNN, DENNIS	D FLYNN INC
441	19004419	CHORONZY, DALE RICHARD
442	19004426	DORSCHNER, DALE STEVEN	SONIC DELIVERY, INC
443	19004433	BROWN, DANIEL ELIJAH
444	19004440	DAWSON, DANIEL J	DANIEL J DAWSON LLC	DANIEL DAWSON, INC
445	19004457	BACKES, DANIEL L
446	19004464	MEINHARDT, DANIEL LOUIS	DANIKKI DELIVERY INC
447	19004471	MOKER, DANIEL
448	19004488	CONNOR, DANIELLE SUE
449	19004495	TOKARSKI, DARRELL
450	19004501	STELLMACHER, DARWIN C
451	19004518	GEIL JR , DONALD
452	19004525	JACKSON, DOUGLES ALLEN	DOUG JACKSON ENTERPRISES
453	19004532	BYSTEDT, DOUGLAS
454	19004549	LARSON, GARY	DROP N RUN INC
455	19004556	BARNES, GARY
456	19004563	SWENSON, GARY
457	19004570	MEISSNER, EDWARD	G-DIMENSIONAL INC
458	19004587	TOUREK JR , GEORGE
459	19004594	DONLEY, GERALD
460	19004600	ROBINSON, GERARD
461	19004617	YANG, GEROMY
462	19004624	FOX, GREGORY D	FOXYS DELIVERY SERVICE
463	19004631	BRANDT, JAMES A	MARANATHA DELIVERIES INC
464	19004648	PFIEFFER, JASON	J PFEIFFER INC
465	19004655
466	19004662	LEMKE, JEFF	J LEMKE INC
467	19004679	RETZAK, JEFF
468	19004686	SIGETICH, JEFF
469	19004693	STEFONEK, JEFFREY
470	19004709	MCKEE, JAMES	JFM CONTRACTOR LLC
471	19004716	FOLLETT, JOHN M	J M F SPECIAL SERVICES INC	J M F SPECIAL SERVICES
472	19004723	BLOOM, JOEY LYNN

Exhibit A: WI Class List

CRAWLEY, DOUGLAS

Count	RustID	Contractor Name	Company Name 1	Company Name 2	Company Name 3	Company Name 4
473	19004730	FELIX, JOSE
474	19004747	NENNIG JR , JOSEPH CHARLES
475	19004754	KAMIN, JOSHUA JAE
476	19004761	RUBENZER, KIP	JRT LOGISTICS LLC
477	19004778	MCCOY, KELLY
478	19004785	SCHROEDER, KELLY
479	19004792	CHECKALSKI, KELLY L	KLC ENTERPRISES, LLC
480	19004808	DOLAN, LAUREL
481	19004815	DOERING, LORNA
482	19004822	MCCAIN, MARCUS WILLIAM
483	19004839	MAXAM, MIKE	MAXAM LTD
484	19004846	KORZENKO, PAUL ANDREW	MEANINGLESS DELIVERY CORP
485	19004853	PETERSON, MICHAEL JOHN
486	19004860	HOFF, D DEAN	MIXTURE TRANSPORT, LLC
487	19004877	RANA II, HARINDER	NATIONAL TRUCKING CO
488	19004884	JACOBSON, MICHELE	K-TOWN TRUST	PACKAGE PRINCESS INC
489	19004891	MCGIVERN, PAUL
490	19004907	MILLER, PAUL S
491	19004914	STRYCKER, PAUL	PAUL'S PARCELS CORPORATION
492	19004921	HOFFMAN, PETER
493	19004938	CHILDS, RONALD	R & 3 J'S INC
494	19004945	HAASE, RYAN JOSHUA	R HAASE DELIVERY LLC	R HAASE DELIVERY, INC
495	19004952	RABUCK, ED	RABUCK'S DELIVERY SERVICE INC
496	19004969	MCMAHON, JAMES	RAMRAJ LOGISTICS INC
497	19004976	WELLS, ROMAN A	RAW P&D SERVICE INC
498	19004983	REDMAN, CHRISTOPHER	REDEX INC
499	19004990	ROBERTSON, RICHARD J
500	19005003	KUJAK, RICHARD J
501	19005010	WEST, RICKEY EUGENE
502	19005027	KATZKE, ROGER	RJ KATZKE TRUCKING, INC
503	19005034	WABISZEWSKI, ROGER	ROGER WABISZEWSKI INC
504	19005041	RUD, AARON	RUD'S PICKUP & DELIVERY INC	RUD'S PICKUP AND DELIVERY, INC
505	19005058	HAVICE, SCOTT E
506	19005065	LEITZKE, SCOTT
507	19005072	SEMROW, DAVID R	SEMROW TRANSPORT LLC
508	19005089	TORRES JR , SONNY
509	19005096	ALSTON, STEVE
510	19005102	COLEMAN, JEANNINE M	STOP DROP AND ROLL LLC
511	19005119	SCHWARTZ, MIKE	THE FLORAL CONNECTION
512	19005126	GIESE, THOMAS JOHN	NORTHERN DOOR TRUCKING INC
513	19005133	HOUSE, TONI
514	19005140	KRNETA, VEDRAN
515	19005157	SYKES, VIRGIL
516	19005164	XIONG, VONG
517	19005171	KLEMZ, WILLIAM
518	19005188	WOODS, WILLIAM
519	19005195	WRIGHT, SCOTT DOUGLASS	WRIGHT ONE LLC	S WRIGHT INC
520	19005201	YANG, XIOUNG
521	19005218	VANG, YA
522	19005225	FREY, CHRIS	SACY TRUCKING INC
523	19005232	CRAWLEY INC	CRAWLEY INC
524	19005249	BRIDGES, DAN	D K ASSOCIATES INC	D&S DISTRIBUTION INC
525	19005256	BAKER, DALE LEE	STOP DROP AND ROLL LLC
526	19005263	RUNDE, DANIEL	DTR VENTURES INC
527	19005270	DAHL, DANIEL	TONKA XPRESS INC
528	19005287	DOYLE, DANIEL T	GMR INC
529	19005294	ADAMS, DAVE
530	19005300	JOECKS, DEAN	DEAN JOECKS, INC
531	19005317	KOLKA, KYLE C

Exhibit A: WI Class List

Count	RustID	Contractor Name	Company Name 1	Company Name 2	Company Name 3	Company Name 4
532	19005324	WOMACK, DIONNE	WOMART EXPRESS INC
533	19005331	LARSON, GARY	DROP N RUN INC
534	19005348	MCKERNAN, ERIC A	E&K EXPRESS INC
535	19005355	MARKS, JIM E	ELEMBE TRUCKING INC
536	19005362	JORSTAD, MATTHEW	FELBER INC	FELBER, INC
537	19005379	SAUER, STEPHEN WILLIAM	FLASH MCGEE INC
538	19005386	SCHOENBORN, JAY JAMES	FOUR SEASONS EXPRESS INC	FOUR SEASON EXPRESS INC	NORTHERN TRAIL EXPRESS INC	NORTHERN TRAIL EXPRESS INC
539	19005393	VAUBEL, GARY	VAUBEL INC
540	19005409	NYMAN, GARY	THIRD W INC
541	19005416	SCULLY, GEARY T	ARTIO INC
542	19005423	GIESE, TED	GIESE TRUCKING LLC	GIESE TRUCKING OF GREEN BAY INC
543	19005430	GILBERT, GORDON JAMES	GILBERT INC
544	19005447	GROVER, THOMAS	GROVER, THOMAS D	GROVER TRUCKING INC
545	19005454	HOEPPNER, KARL K	HOEPPNER TRUCKING, INC
546	19005461	HOUSTON, JAMES R	HOUSTON TRUCKING INC
547	19005478	BENSON, RICHARD A	RICHARD BENSON, INC
548	19005485	PARRIS, PAUL T	PAUL PARRIS INC
549	19005492	GOFF, JAMES D
550	19005508	PLANTZ, JEFFREY J	MOBY SERVICES LLC	MOBY SERVICES INC
551	19005515	SCHROEDER, JERRY K	MJHK INC
552	19005522	SAFER, GARY S	BAGGS INC
553	19005539	CARLSON, JOHN W	JWC INC
554	19005546	STARR, JOSHUA D
555	19005553	MILLER, KENT D	MOLZHON ENTERPRISES INC	K D ENTERPRISES INC
556	19005560	KITKOWSKI, MIKE	KITKOWSKI ENTERPRISES LLC	MJK DELIVERY INC
557	19005577	HARRIS, LAWRENCE	LAR-REE TRUCKING
558	19005584	BAYARD, JAMES	BLACK RIVER CARRIERS
559	19005591	WHITE, LINWOOD
560	19005607	VANDESTREEK, MARCIA	LM WOLFRUN, INC
561	19005614	BEEMAN, DANIEL	BEEMAN DELIVERY INC
562	19005621	MCKIBBIN, MICHAEL	MAC ENTERPRISES INC	MAC ENTERPRISES, INC
563	19005638	MCKIBBIN, SANDRA
564	19005645	FENLASON, MARK	MILK AND HONEY INC
565	19005652	GRONEWOLD, MARSHALL M	MARSHALL EXPRESS , INC
566	19005669	MCMAHON, BERNARD JAMES	BERJER INC	BROOKS JAY TRANSPORTATION INC
567	19005676	STOLTZ, MICHAEL K
568	19005683	GILLIS, MICHAEL	RMG LOGISTICS INC
569	19005690	KUGEL, WILLIAM	KUGLER INC
570	19005706	NEST, SCOTT A	NST INCORPORATED
571	19005713	CHRISTIE, PAUL T	P T C INC
572	19005720	CPIN JR , PETER
573	19005737	GLYNN, PETER PATRICK	ITILDO INC
574	19005744	GAREY, BRYAN DUANE	BMG LOGISTICS LLC	B A D ENTERPRISE INC
575	19005751	HARTLE, RANDALL L	RANDAN SERVICES INC
576	19005768	YOCUM, RANDY SCOTT	YOCUM ENTERPRISES INC	RANDY'S TRUCKING LLC
577	19005775	YOCUM, RANDY SCOTT	YOCUM ENTERPRISES INC	RANDY'S TRUCKING LLC
578	19005782	BIECHLER JR , ROBERT FRANK	R F BIECHLER TRANSPORT INC
579	19005799	BOARDMAN, MATT	BOARDMAN INC
580	19005805	KARN, RICK C	KARN TRUCKING INC
581	19005812	HILL, RODNEY	RODNEY'S TRUCKING INC
582	19005829	GUGGENBUEHL, BOB	BOBBY G'S DELIVERY INC	BOBBY G'S DELIVERY
583	19005836	OLSON, SCOTT
584	19005843	JANIKOWSKI, PAUL	BOOHAN ENTERPRISES INC
585	19005850	PLOWMAN, BRIAN	BP TRUCKING INC
586	19005867	SCHROEDER, THOMAS D	SUNSHINE TRANSPORTATION LLC	SUNSHINE TRANSPORTATION INC
587	19005874	GREUEL, TODD EDWARD	T G TRUCKING INC
588	19005881	BAUER, THOMAS	TOM BAUER TRUCKING LLC
589	19005898	WEILAND, BRADLEY JAY	WEILAND DELIVERY	WEILAND TRANSPORT INC
590	19005904	HAYS, BRIAN	WHITETAIL EXPRESS DELIVERY

Exhibit A: WI Class List

Count	RustID	Contractor Name	Company Name 1	Company Name 2	Company Name 3	Company Name 4
591	19005911	PETERS, LEE	BRN DERBY INC
592	19005928	BROOKS, JIM	BROOKS EXPRESS INC
593	19005935	KURSZEWSKI, BRUCE	BMK TRUCKING, INC
594	19005942	FLEMING, CALVIN	FLAME LLC
595	19005959	HENNING, BRUCE	HENNING TRUCKING INC
596	19005966	GRANT, KEVIN PATRICK	CK GRANT INC	FAIRWAY DELIVERY, INC
597	19005973	WING, JEREMY JOHN
598	19005980	SIMIC, DRAGAN
599	19005997	BROWN, BRIAN
600	19006000	MASSMAN, TIM
601	19006017	PALUBICKI, TODD A
602	19006024	BORACA, TODD	PURPLE CAT CONTRACTORS, INC
603	19006031	CASPER, TOM	K-TOWN TRUST	T DOUBLE C	ROUTE RUNNERS INC
604	19006048	GRANT, KEVIN PATRICK	CK GRANT INC	FAIRWAY DELIVERY, INC