IN THE UNITED STATES DISTRICT COURT FOR EASTERN DISTRICT OF WISCONSIN HARLEY-DAVIDSON, INC., Plaintiff, v.

HARTFORD ACCIDENT AND INDEMNITY COMPANY, THE TRAVELERS INDEMNITY COMPANY, LIBERTY MUTUAL INSURANCE COMPANY, THE EMPLOYERS LIABILITY ASSURANCE CORPORATION, LTD. (n/k/a ONEBEACON AMERICA INSURANCE COMPANY), AFFILIATED FM INSURANCE COMPANY, NORTHBROOK INSURANCE COMPANY (n/k/a ALLSTATE INSURANCE COMPANY), MANHATTAN FIRE & MARINE INSURANCE COMPANY (n/k/a WESTPORT INSURANCE COMPANY), MOTOR VEHICLE CASUALTY COMPANY (n/k/a ACE PROPERTY & CASUALTY INSURANCE COMPANY), and FIRST STATE INSURANCE COMPANY Defendants. NOTICE OF REMOVAL
2:12-cv-00691

Defendant The Travelers Indemnity Company (Travelers), by and through its undersigned attorneys and pursuant to 28 U.S.C. 1446, hereby removes to this Court the state court action described below, and further states: INTRODUCTION 1. There is complete diversity as to all named parties to this case, and the amount in

controversy far exceeds the sum of $75,000, exclusive of interest and costs. Accordingly, this Court has jurisdiction over this action pursuant to 28 U.S.C. 1332 and it is properly removed pursuant to 28 U.S.C. 1446. 2. This is an insurance coverage action in which Plaintiff claims that certain of its

actual and/or alleged primary and excess insurers breached alleged insurance policies. Plaintiff

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also seeks a declaratory judgment that certain of its actual and/or alleged primary and excess insurers are obligated to defend and indemnify Plaintiff with respect to numerous asbestosrelated claims and suits (the Asbestos Claims). 3. On June 6, 2012, Plaintiff Harley-Davidson, Inc. (Plaintiff) commenced this

action by filing a complaint in the Circuit Court of Milwaukee County, Wisconsin. Pursuant to 28 U.S.C. 1446(b), a copy of the Complaint (which is the only pleading in the state court file) is attached hereto as Exhibit 1. 4. Plaintiff served Travelers with a copy of its complaint on June 8, 2012.

Accordingly, this Notice of Removal is being filed within 30 days of the date of service in compliance with 28 U.S.C. 1446(b). 5. Undersigned counsel has spoken to counsel for all non-removing Defendants, and

has been informed that those Defendants unanimously consent to this removal and have given authority to represent such unanimous consent to this Court. 6. Notice of the filing of this Notice of Removal has been given to Plaintiff by

service of a copy of this Notice of Removal upon its attorneys as required by 28 U.S.C. 1446(d). A true and correct copy of this Notice of Removal will be filed with the Clerk of the Circuit Court of Milwaukee County, Wisconsin in accordance with the provisions of 28 U.S.C. 1446(d), along with a Notice of that filing. Complete Diversity Exists As To All Parties 7. Plaintiff is a corporation incorporated under the laws of Wisconsin with its

principal place of business in Wisconsin. (See Exhibit 1 at 1). 8. Travelers is a corporation incorporated under the laws of Connecticut with its

principal place of business in Connecticut. (See Exhibit 1 at 3).

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9.

Defendant Hartford Accident and Indemnity Company is a corporation

incorporated under the laws of Connecticut with its principal place of business in Connecticut. (See Exhibit 1 at 2). 10. Defendant Liberty Mutual Insurance Company is a corporation incorporated

under the laws of Massachusetts with its principal place of business in Massachusetts. (See Exhibit 1 at 4). 11. Defendant The Employers Liability Assurance Corporation, Ltd. (n/k/a

OneBeacon America Insurance Company) is a corporation incorporated under the laws of Massachusetts with its principal place of business in Massachusetts. (See Exhibit 1 at 5). 12. Defendant Affiliated FM Insurance Company is a corporation incorporated under

the laws of Rhode Island with its principal place of business in Rhode Island. (See Exhibit 1 at 6). 13. Defendant Northbrook Insurance Company (n/k/a Allstate Insurance Company) is

a corporation incorporated under the laws of Illinois with its principal place of business in Illinois. (See Exhibit 1 at 7). 14. Defendant Manhattan Fire & Marine Insurance Company (n/k/a Westport

Insurance Corporation) is a corporation incorporated under the laws of Missouri with its principal place of business in Kansas. (See Exhibit 1 at 8). 15. Defendant Motor Vehicle Casualty Company (n/k/a ACE Property & Casualty

Insurance Company) is a corporation incorporated under the laws of Pennsylvania with its principal place of business in Pennsylvania. (See Exhibit 1 at 9). 16. Defendant First State Insurance Company is a corporation incorporated under the

laws of Connecticut with its principal place of business in Massachusetts. (See Exhibit 1 at 10).

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17.

Accordingly, there is complete diversity between Plaintiff and all Defendants.

See, e.g., Market Street Assoc. Ltd. Partership v. Frey, 941 F.2d 588, 589 (7th Cir. 1991) (no party on one side of the case may be a citizen of the same state as any party on the other side). The Amount In Controversy Exceeds $75,000 18. Plaintiff seeks insurance coverage under actual and/or alleged primary and excess

policies allegedly issued over the course of five decades. (See Exhibit 1 at 11-22). Plaintiff claims to have expended significant amounts to investigate, defend, and when appropriate, settle the Asbestos Claims; Plaintiff alleges that it will continue to be required to expend significant amounts to investigate, defend and settle the Asbestos Claims; and Plaintiff contends that a $150,000 payment it received from one of the Defendants was insufficient to cover costs that it has incurred in defending, investigating and settling the Asbestos Claims. (See Exhibit 1 at 30, 31). Further, Plaintiff seeks [d]amages in an amount necessary to reimburse [it] for all defense costs incurred by [it] in the underlying Asbestos Claims, which costs include but are not limited to defense counsel fees, expert consultant fees, and other costs associated with litigating the Asbestos Claims, as well as amounts paid by [it] for settlement or on any judgment involving such claims and [its] actual costs incurred in this litigation. (See Exhibit 1 at p. 1011). 19. Accordingly, the amount in controversy exceeds $75,000 for diversity jurisdiction

purposes. See, e.g., Countrywide Home Loans, Inc. v. Stewart Title Guar. Co., No. 06-CV-1254, 2007 WL 906154, at *4 (E.D. Wis. Mar. 23, 2007) (There is no reason to believe on the day the case was removed that it was legally impossible for [plaintiff] to recover more than $75,000 from [defendant]).

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WHEREFORE, Defendant The Travelers Indemnity Company respectfully requests that this Court assume full jurisdiction over this case. Dated: July 6, 2012 Respectfully submitted, SNR DENTON US LLP

/s/ Tiffany L. Amlot Donna J. Vobornik # 1011887 Daniel E. Feinberg # 1062658 Tiffany L. Amlot # 1052321 233 South Wacker Drive Suite 7800 Chicago, Illinois 60606 (312) 876-8000 Fax: (312) 875-7934

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CERTIFICATE OF SERVICE I, Tiffany L. Amlot, an attorney, hereby certify that on July 6, 2012, I electronically filed NOTICE OF REMOVAL with the Clerk of Court using the CM/ECF system. I caused a copy of the NOTICE OF REMOVAL to be sent via E-Mail and U.S. Mail to the following: Jeffrey Davis Natalie Maciolek Brandon Gutschow Quarles & Brady LLP 411 East Wisconsin Ave., Suite 2350 Milwaukee, WI 53202-4426 Jeffrey.Davis@quarles.com Counsel for Plaintiff Harley-Davidson Kate Tamarro Mike Morrison Tressler LLP 744 Broad Street, Suite 1510 Newark, New Jersey 07102 ktammaro@tresslerllp.com Counsel for Northbrook Insurance Company Maria G. Enriquez Bates Carey Nicolaides LLP 191 N. Wacker Drive, Suite 2400 Chicago, IL 60606 menriquez@bcnlaw.com Counsel for Affiliated FM Insurance Company Adam Fleischer Cathy Crisham Bates Carey Nicolaides 191 N. Wacker Dr., Suite 2400 Chicago, IL 60606 afleischer@bcnlaw.com Counsel for Manhattan Fire & Marine Insurance Co. James Martin Cohn Baughman & Martin 333 West Wacker Drive, Suite 900 Chicago, IL 60606 James.martin@mclolaw.com Counsel for Motor Vehicle Casualty Company

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Bob Hoegle Tim Fitzgibbon Nelson Mullins 101 Constitution Avenue, NW Suite 900 Washington D.C. 20001 Tim.fitzgibbon@nelsonmullins.com Counsel for Liberty Mutual Insurance Company Edward Parks, II Shipman & Goodwin LLP 1133 Connecticut Avenue NW Washington, DC 20036-4305 EParks@goodwin.com Counsel for Hartford Accident and Indemnity Company Counsel for First State Insurance Company Colleen Walsh Resolute Management Inc. 1000 Washington Street, 4th Floor Boston, MA 02118 CWalsh@resolute-ne.com The Employers Liability Assurance Corporation, Ltd.

/s/ Tiffany L. Amlot

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