IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELAWARE

In Re: Chapter 11
Case No. 09-10785 (KJC)
PACIFIC ENERGY RESOURCES LTD, et aI.,
(Jointly Administered)
Debtors. Objection Deadline: 12/7/09 at 4:00 pm
Hearing Date: To Be Scheduled only If Necessary
EIGHTH MONTHLY FEE APPLICATION FOR COMPENSATION AND
REIMBURSEMENT OF EXPENSES OF PEPPER HAMILTON LLP, AS DELAWARE
COUNSEL FOR THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS, FOR
THE PERIOD FROM OCTOBER 1 THROUGH OCTOBER 31, 2009
Name of Applicant: Pepper Hamilton LLP
Authorized to Provide
Professional Services to: The Official Committee Of Unsecured Creditors
Date of Retention: April 29, 2009 nunc pro tunc March 19,2009 -------
Period for which compensation
and/or reimbursement is sought: October 1-31, 2009'
This is a lmonthly interim final application.
The time expended for preparation of this Application is not reflected herein. (Total time and
expense of the preparation of this fee application will be reflected in subsequent fee
applications. )
Summary of Monthly Fee and Expense Invoice Statements for Compensation Period:
I The Applicant reserves the right to include any time expended in the time period indicated above, and any
expenses, in future application(s) if it is not included herein.
#10922359 v8
PRIOR FEE APPLICATIONS FILED
Requested Approved Approved
Date Filed Period Covered Requested Fees
Expenses Fees Expenses
I
$15,942.50 $0.00 5/22/09 3/19/09 3/31/09
6/23/09 4/1 /09 - 4/30/09 $35,383.50 $1,304.06
I
!
5/1/09 - 5/31/09 I $16,947.00 $657.68 7/6/09
i
i 8/11/09 6/1/09 6/30/09 $17,725.50 $2,288.35
9/9/09 7/1/09 -7/31/09 $16,609.50 $1,455.17
9/25/09 8/1/09 8/31/09 $7,906.50 $334.07
-
10/13/09 9/l/09 - 9/30/09 $6,087.00 $357.48
PROFESSIONALS
Name of
Professional Individual
I Francis J. Lawall
I
Position With the Applicant
and Number of Years
In That Position
. Partner (15 yrs)
I Hourly
i Billing Rate
I
(Including
Changes)
$595.00
Total
Billed
Hours
1.40
Total
Compensation
$ 833.00
! David Murphy Partner (20 yrs) $485.00 .30
$145.50 I
James C. Carignan Associate (7 yrs) $375.00 5.30 $ 1,987.50
I John H. Schanne, II Associate (l yr) $240.00 1.80 $
432.00 I
Jayme H. Cook Senior Paralegal $ 451.50 $215.00 2.10
Judith P. Matour Senior Paralegal $220.00 6.70 $ 1,474.00
I
Angeline Shields Bankruptcy Assistant $ 55.00 3:90 $
214.50 I
David Smith Document Clerk $ 50.00 2.10 $ 105.00
Cynthia M. Vernon ! Paralegal $150.00 2.50 $
375.00 I
i
Grand Total: $6,018.00
Total Hours: 26.10
Blended Rate: $265.00
-2
#10922359 v8
i
COMPENSATION BY CATEGORY
Project Categories Total Hours Total Fees
B11 0 Case Administration 7.10 $ 702.50
B 130 Asset Sales/Disposition 1.60 $ 732.00
BI55 Court Hearings 1.70 $ 408.00
B160 Fees 9.00 $ 1,958.50
B 175 Fee Applications - Others 2.50 $ 488.00
B 190 Contested Matters/Motions 4.20 $ 1,729.00
Total 26.10 $ 6,018.00
-3
ul0922359 v8
EXPENSE SUMMARY
Expense Summary
Service Provider
(if applicable)
Total Expenses
Duplicating $ 98.50
Messenger Service $ 15.00
Messenger Service - Overnight Courier $ 127.75
Notary Fes $ 8.00
Postage $ 95.22
Reference Service $ 170.40
Filing Service $ 30.00
Telephone $ 5.84
Total $ 550.71
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#10922359 v8
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELA WARE
In Re: Chapter 11
Case No. 09-10785 (KJC)
PACIFIC ENERGY RESOURCES LTD, et ai.,
(Jointly Administered)
Debtors. Objection Deadline: 1217 /09 at 4:00 pm
Hearing Date: To Be Scheduled only If Necessary
EIGHTH MONTHLY APPLICATION FOR COMPENSATION AND
REIMBURSEMENT OF EXPENSES OF PEPPER HAMILTON LLP,
DELAWARE COUNSEL FOR THE OFFICIAL COMMITTEE OF UNSECURED
CREDITORS
Pursuant to sections 330 and 331 of Title 11 of the United States Code (the
"Bankruptcy Code"), Rule 2016 ofthe Federal Rules of Bankruptcy Procedure (collectively, the
"Bankruptcy Rules"), and the Court's "Administrative Order under U.S.C. Sections 105(A) and
331 Establishing Procedures for Interim Compensation and Expense Reimbursement of
Professionals and Committee Members," signed on or about April 8, 2009 (the "Administrative
Order"), Pepper Hamilton LLP ("Pepper" or "Applicant"), Delaware counsel to the Official
Committee of Unsecured Creditors (the "Committee"), hereby submits it Eighth Monthly
Application for Compensation and Reimbursement of Expenses for the Period from October 1,
2009 through October 31, 2009 (the "Application").
By this Application, Pepper seeks a monthly interim allowance of compensation in
the amount of$6,018.00 and actual and necessary expenses in the amount of$550.71 for a total
allowance of$6,568.71 and payment of $4,814.40 (80% ofthe allowed fees) and reimbursement
of$550.71 (100% ofthe allowed expenses) for a total payment of$5,365.11 for the period
#10922474 v8
October 1, 2009 through October 31, 2009 (the "Interim Period"). In support of this Application,
Pepper respectfully represents as follows:
Background
1. On March 9, 2009 (the "Filing Date"), Pacific Energy Resources Ltd.,
Petrocal Acquisition Corp., Pacific Energy Alaska Holdings, LLC, Cameros Acquisition Corp.,
Pacific Energy Alaska Operating LLC, San Pedro Bay Pipeline Company, Cameros Energy, Inc.
and Gotland Oil, Inc. (collectively, the "Debtors") each filed a voluntary petition for relief
pursuant to Chapter 11 of the Bankruptcy Code. The Debtors have continued to manage their
businesses and properties as debtors-in-possession pursuant to Sections 11 07(a) and 1108 ofthe
Bankruptcy Code.
2. On March 19,2009 (the "Committee Formation Date"), the United States
Trustee appointed the Committee to represent the unsecured creditors of the Debtors pursuant to
11 U.S.C. 1102(a)(1).
3. Pursuant to Section 1103 of the Code, the Committee selected Pepper
Hamilton LLP to serve as Delaware counsel for the Committee. On April 14,2009, the
Committee filed an application with this Court for approval to employ Pepper Hamilton LLP.
4. On April 29, 2009, this Court entered an Order authorizing the Committee
to employ Pepper Hamilton LLP as Delaware counsel for the Committee, effective as of March
19,2009, a copy of which is attached hereto as Exhibit A.
5. On April 8,2009, the Administrative Order Establishing Procedures for
Allowance and Payment ofInterim Compensation and Reimbursement of Expenses to
Professionals was entered.
Summary of Services Rendered and Expenses Incurred
#10922474 v8
6. Applicant has rendered services from October 1, 2009 through October 3 1,
2009 in the amount of 26.1 hours.
7. Applicant maintains contemporaneous records of the time expended for the
professional services and expenses related thereto performed in connection with this Chapter 11
case and such records are maintained in the ordinary course of its business. These records
provide a detailed description of the services rendered and expenses incurred during the period
for which this Application is being made. A summary of Applicant's time records in the sum of
$6,018.00 is attached hereto as Exhibit B. This summary is broken down according to specific
task categories relating specifically to this Chapter 11 case. In some cases, Applicant found a
situation where the task of a professional may fit into two or more categories. In these cases,
Applicant has tried to categorize the time expended into the most appropriate category. If the
Court requires any further descriptions on these time entries, Applicant will provide additional
information.
8. Applicant believes that the post-petition services for the period October 1,
2009 through October 31,2009 are reasonably worth the sum of$6,018.00 as set forth in the
summary identified as Exhibit B. Applicant notes that these costs are customary charges made to
other firm clients in the ordinary course of its billing practice. To assist the Court in its review of
the fees sought by Applicant, Applicant has separated its time entries in Exhibit B into the
following categories:
(a) Case Administration (Total hours: 7.10, total fees $702.50) This
category includes time spent by Applicant attending to coordination and compliance activities in
connection with the performance ofits duties as Delaware counsel for the Official Committee of
Unsecured Creditors.
-3
#)0922474 v8
(b) Asset SaleslDisposition (Total hours: 1.60, total fees $732.00) This
category includes time spent by Applicant communicating with counsel re sale issues.
(c) Court Hearings (Total hours: 1.70, total fees $408.00) This category
includes time spent by Applicant attending October 6, 2009 hearing andpreparing summary re
same.
(d) Fees (Total hours: 9.00, total fees $1,958.50) This category includes
time spent by Applicant drafting andfiling 2
nd
interim fee application, drafting andfiling
certificate ofno objection re previous fee applications, drafting of i
h
monthly fee application and
related tasks.
(e) Fee Applications - Others (Total hours: 2.50, total fees $488.00)
This category includes time spent by Applicant preparing notices, certificates ofservice and
efiling 2nd interim fee application ofco-counsel and accountant, preparing notices, certificates of
service and efiling 7
th
monthlyfee application ofco-counsel; and drafting certificate ofno
objection re previous application.
(1) Contested MatterslMotions (Total hours: 4.20, total fees $1,729.00)
This category includes time spent by Applicant communicating with counsel re litigation issues
and drafting stipulation.
9. The attorneys who primarily worked on this case occasionally found it
necessary to consult with other attorneys in the firm on various aspects of the case. A brief
biography of each of the primary attorneys, along with a description of their areas of expertise,
are set forth in the summary identified as Exhibit C.
10. As outlined above, the attorneys who worked on this case from October 1,
2009 through October 31, 2009 have various levels of expertise. From time to time these
-4
#10922474 v8
attorneys consulted with each other and other attorneys on different aspects of the case. It is
submitted that this is a more efficient way to run a case than to expect a single attorney to be an
expert in all applicable areas of law. If a single attorney were to attempt to run a case such as
this, the attorney would have to learn through research what other attorneys know and can tell
him based on their years of knowledge and experience.
11. Applicant requires reimbursement of costs expended October 1, 2009
through October 31, 2009 in the sum of$550.71 as set forth in the summary identified as Exhibit
D. Applicant notes that these costs are customary charges made to other firm clients in the
ordinary course of its billing practice.
12. In accordance with the factors enumerated in section 330 of the
Bankruptcy Code, it is respectfully submitted that the amount requested is fair and reasonable
given (a) the complexity of the case, (b) the time expended, (c) the nature and the extent of the
services rendered, (d) the value of such services, and (e) the costs of comparable services other
than in a case under the Bankruptcy Code. Moreover, Applicant has reviewed the requirements
of Del. Bankr. LR 2016 and the Administrative Order and believes that this Application complies
with such Rule and Order.
WHEREFORE, your Applicant respectfully requests, for the period October 1,
2009 through October 31, 2009, an interim allowance be made for compensation in the amount of
$6,018.00 and actual and necessary expenses in the amount of$550.71 for a total allowance of
$6,568.71 and payment of$4,814.40 (80% of the allowed fees) and reimbursement of$550.71
(100% of the allowed expenses) be authorized for a total payment of$5,365.11 for such other and
further relief as this Court may deem just and proper.
-5
#10922474 v8
Respectfully submitted,
Dated: 2009 PEPPER HAMILTON LLP
/s/ Francis J. Lawall
Francis J. Lawall (PA No. 43932)
3000 Two Logan Square
Eighteenth and Arch Streets
Philadelphia, PA 19103-2799
Telephone: (215) 981-4000
Facsimile: (215) 981-4750
And
David B. Stratton, Esq. (DE No. 960)
James C. Carignan, Esq. (DE No. 4230)
Hercules Plaza, Suite 5100
1313 N. Market Street
P.O. Box 1709
Wilmington, Delaware 19899-1709
Tel: (302) 777-6500
Delaware Counsel for The Official
Committee of Unsecured Creditors
-6
#10922474 v8
AFFIDAVIT
COMMONWEAL TH OF PENNSYL VANIA
SS
COUNTY OF PHILADELPHIA
Francis J. Lawall, Esquire, being duly sworn according to law, deposes and says
that he is a Partner in the law firm of Pepper Hamilton LLP, Applicant herein; that he is
authorized to take this Affidavit on behalf of the law firm; that the facts set forth in the foregoing
Application are true and correct to the best of his knowledge, information and belief; that they
have no agreement, directly or indirectly, and that no understanding exists in any form or guise
with any person for a division ofthe fee or c o m ~ n herein requested.
FRANCIS J. LA WALL
Sworn to and subscribed
.=---.......e me this Io ~ day of November, 2009.
#10928534 vI
Exhibit A
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re: Chapterl1
Case No. 09-10785 (KJC)
PACIFIC ENERGY RESOURCES LTD., et al.
(Jointly Administered)
Debtors.
Related Docket No. 190
ORDER AUTHORIZING EMPLOYMENT AND RETENTION OF PEPPER
HAMILTON LLP AS DELA WARE COUNSEL TO THE OFFICIAL
COMMITTEE OF UNSECURED CREDITORS
NUNC PRO TUNC TO MARCH 19.2009

UPON THE APPLICATION of the Official Committee of Unsecured
Creditors (the "Official Committee") of the above captioned debtors and debtors-in
possession (the "DebtorsH) pursuant to Fed. R. Bankr. P. 2014(a) for an Order under
sections 328(a) and 1 1 03 (a) of Title 11 of the United States Code (the "Bankruptcy
Code") authorizing the employment and retention of Pepper Hamilton LLP ("Pepper
Hamilton") as Delaware counsel to the Official Committee !lI:!!! ru:Q tunc to March 19,
2009 (the "Application"); and upon the affidavit of David B. Stratton, a member of
Pepper, in support of the Application; and this Court possessing jurisdiction to consider
the Application; and venue being proper; and upon the Court finding that Pepper
represents no adverse interests in connection with this case and that it is a disinterested
person as that term is defined in Bankruptcy Code section 101(14), as modified by
Bankruptcy Code section 1l07(b); and upon further fmding that the employment of
Pepper Hamilton effective as of March 19, 2009 is necessary and is in the best interests
of the Official Committee; and notice of the Application having been proper; and the
relief requested in the Application being warranted, IT IS HEREBY ORDERED TIIAT:
M1D722830 vI

1. The Application is GRANTED.
2. In accordance with Bankruptcy Code sections 328(a) and 1J03(a),
the Official Committee is hereby authorized to employ Pepper Hamilton effective as of
March 19, 2009.
3. Pepper Hamilton shall be compensated in accordance with the
Application, the procedures set forth in Bankruptcy Code sections 330 and 331, such of
the Bankruptcy Rules as may be applicable from time to time. and such procedures as
may be fixed by the Court.
4. This Court shall retain jurisdiction over all matters pertaining to
this Order and the Application.

~ -
Dated: ~
Wilmington, DE 1)
#10711830 vi
2
Exhibit B
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10, 2009
Summary of Attorney Hours
Title
F. Lawall Partner
D. Murphy Partner
J. Carignan Associate
J.H. Schanne, II Associate
lH. Cook Paralegal
1 Matour Paralegal
A. Shields Bankruptcy Asst
D. Smith Document Clerk
C.M. Vernon Paralegal
Hours
1.40
0.30
5.30
1.80
2.10
6.70
3.90
2.10
2.50
26.10
Rate
595.00
485.00
375.00
240.00
215.00
220.00
55.00
50.00
150.00
Invoice: 10586500
Page 11
Fees
833.00
145.50
1,987.50
432.00
451.50
1,474.00
214.50
105.00
375.00
6,018.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10, 2009
Summary of Time by Task Code
Task
BIlO Case Administration
B130 Asset Sales/Disposition
B155 Court Hearings
B160 Fees
B175 Fee Applications and Invoices - Others
B190 Contested MatterslMotions
Total
Hours
7.10
1.60
1.70
9.00
2.50
4.20
26.10
Invoice: 10586500
Page 2
702.50
732.00
408.00
1,958.50
488.00
1,729.00
6,018.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10, 2009
Invoice: 10586500
Page 12
Summary of time by Task Code
TASK: B 110 Case Administration
Name
Murphy,D.
Cook, l.H.
Shields, A.
Smith, D.
Vemon,C.M.
Total B110
Partner
Paralegal
Bankruptcy Asst
Document Clerk
Document Clerk
Hours
0.30
0.20
2.80
2.10
1.70
7.10
Rate
485.00
215.00
55.00
50.00
150.00
Fees
145.50
43.00
154.00
105.00
255.00
702.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10, 2009
Time Detail by Task Code
TASK CODE: BllO Case Administration
Name Services
10/02/09 D. Murphy Call to J. Carignan re:
amendment issue.
10/02109 J.H. Cook Review court calendar and
update calendar and files re
same.
10/02109 D. Smith Review and pull documents
from pleadings file and print
documents from online
docketing system then
assemble agenda binder for
court processing per J. H.
Cook.
10102109 C.M. Vernon Search docket to locate
recent entities in order to run
a conflict report.
10106109 A. Shields Updated 2002 service list &
prepared for and service of
Notice of filing of 2nd
Interim Fee application
request of Pepper Hamilton
for 6/1109 to 8/31/09.
10/20109 D. Smith Review docket and organize
pleadings file.
10/27109 eM. Vernon Prepare and File Affidavit of
Service re Orders re Pro Hac
Vice Admission of Bonnie
M. Kistler, Esquire, and
Angelo A. Stio.
10128/09 D. Smith Review docket and organize
pleadings file.
Total B110 Case Administration
0.30
0.20
0.80
1.20
2.80
0.50
0.50
0.80
7.10
Invoice: 10586500
Page 3
485.00
215.00
50,00
Fees
145.50
43.00
40.00
150.00
55.00
180.00
154.00
50.00
150,00
25.00
75.00
50.00 40.00
702.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10, 2009
Invoice: 10586500
Page 13
TASK: B 130 Asset SaleslDisposition
Name
Lawall, F.
Carignan, J.
Total B130
Title
Partner
Associate
Hours
0.60
1.00
1.60
Rate
595.00
375.00
357.00
375.00
732.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
November 10,2009
TASK CODE: B130 Asset Sales/Disposition
Date Name
10102/09 J. Carignan File and serve certificate of
counsel re MCAT sale order.
10/07/09 J. Carignan Multiple e-mails re group 1
assets potential purchases.
10/13/09 J. Carignan Confer with client and co
counsel re Grays 1 Alaska
assets.
10115/09 F. Lawall Multiple e-mails re: Alaska
assets.
10/21109 F. Lawall Voice mail from Texas
counsel re: Alaska assets.
10/21109 F. Lawall Telephone call to J. Carignan
re: Alaska.
10/21109 F. Lawall Telephone call to Steptoe re:
options.
10/23/09 J. Carignan Multiple e-mails re Grays 1
assets sale and abandonment.
Total B130 Asset Sales/Disposition
Time
0.50
0.20
0.20
0.20
0.10
0.10
0.20
0.10
1.60
Rate
375.00
375.00
375.00
595.00
595.00
595.00
595.00
375.00
Invoice: 10586500
Page 4
Fees
187.50
75.00
75.00
119.00
59.50
59.50
119.00
37.50
,:;.
732.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10, 2009
Invoice: 10586500
Page 14
TASK: B 155 Court Hearings
II, l.H. Schanne,
Total B155
Title
Associate
Hours
1.70
1.70
Rate
240.00 408.00
408.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10, 2009
Invoice: 10586500
Page 5
TASK CODE: B155 Court Hearings
Services
10106109 J.H. Schanne, II Attend hearing. 1.40 240.00 336.00
10/06109 J.R. Schanne, II Email summarizing hearing. 0.30 240.00 72.00
Total B 15 5 Court Hearings 1.70 408.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10,2009
Invoice: 10586500
Page 15
TASK: B160 Fees
Lawall, F.
Carignan, J.
Cook, J.H.
Matour,1.
Shields, A.
Total B160
Title
Partner
Associate
Paralegal
Paralegal
Bankruptcy Asst
Hours
0.10
0.80
0.30
6.70
1.10
9.00
595.00
375.00
215.00
220.00
55.00
Fees
59.50
300.00
64.50
1,474.00
60.50
1,958.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10,2009
TASK CODE: B160 Fees
Date Services
10/01109 A. Shields Prepared for and service of
Certificate of No Objection
re: 5th Monthly Fee
application of Pepper
Hamilton for July 2009
10102109 J. Matour Draft 2nd interim fee
application and forward to J.
Carignan for review.
10/02/09 J. Matour Begin work on September
2009 monthly fee
application.
10/02/09 1. Matour File research re fees and
forward results to J.
Carignan.
10/03/09 1. Matour Arrange for efiling and
service of certificate of no
objection re PH 5th monthly
fee application.
10/03109 J. Matour Email filed copy of PH 5th
monthly fee application to
debtor.
10106/09 1. Carignan Review Pepper Hamilton
2nd interim fee application.
10/06/09 J. Matour Prepare PH 2nd interim fee
application for efiling.
10/06/09 J. Matour Respond to email of J.
Carignan re fee auditor
requirements.
10/06109 1. Matour Arrange for efiling and
service of PH 2nd interim
fee application.
10/07/09 1. Matour Email to fee auditor re
0040
Rate
55.00
0.80 220.00
0.30 220.00
0.30 220.00
0040 220.00
0.20 220.00
0040
0.30
0.10
375.00
220.00
220.00
0.30 220.00
0.20 220.00
Invoice: 10586500
Page 6
Fees
22.00
176.00
66.00
66.00
88.00
44.00
150.00
66.00
22.00
66.00
44.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number:
November 10,2009
10111109 J. Matour
10111109 J. Matour
10/12/09 F. Lawall
10/12/09 J. Carignan
10/13/09 J.H. Cook
10113/09 J. Matour
10/13/09 J. Matour
10113/09 A. Shields
10/19/09 J. Matour
10/20/09 J. Matour
10/20/09 A. Shields
136019.00002
review of information in
connection with 2nd interim
fee application request.
Draft PH 7th monthly fee
application and forward to J.
Carignan for review.
Prepare notice and certificate
of service re PH 7th monthly
fee application.
Review fee application.
Review and revise Pepper
Hamilton 7th monthly fee
application.
Review docket re approved
fees and fee hearings.
Arrange for efiling and
service of PH 7th interim fee
application.
Email spreadsheets to fee
auditor with time and
expense detail for September
2009.
Prepared for & service of
Pepper's 7th Monthly Fee
Application.
Draft certificate of no
objection re PH 6th monthly
fee application and forward
to F. lawall for review.
Arrange for efiling and
service of PH 6th monthly
fee application.
Prepare for & service of
Certificate of No Objection
re: 6th Monthly Fee
Application of Pepper
Hamilton for period August
1.20
0.30
0.10
0.40
0.30
0.90
0.30
0.40
0.40
0.40
0.30
Invoice: 10586500
Page 7
220.00 264.00
220.00 66.00
595.00 59.50
375.00 150.00
215.00 64.50
220.00 198.00
220.00 66.00
55.00 22.00
220.00 88.00
220.00 88.00
55.00 16.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10,2009
Invoice: 10586500
Page 8
10121109 J. Matour
Total B160 Fees
2009.
Receive and review filed
copy of certificate of no
objection re PH 6th monthly
fee application and forward
copy to debtor for payment.
0.30
9.00
220.00 66.00
1,958.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
November 10, 2009
Invoice: 10586500
Page 16
TASK: B175 Fee Applications and Invoices - Others
Name
II, J.H. Schanne,
Cook, J.H.
Vernon, C.M.
TotalB175
Title
Associate
Paralegal
Document Clerk
Hours
0.10
1.60
0.80
2.50
Rate
240.00
215.00
150.00
24.00
344.00
120.00
488.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10, 2009
Invoice: 10586500
Page 9
TASK CODE: B175 Applications and Invoices - Others
Date Services Rate Fees
10/15/09 J.H. Cook Filing coordination of
service re Steptoe 2nd
Quarterly Application.
0.20 215.00 43.00
10/20/09 C.M. Vernon Prepare and filing of
Certificate of No Objection
re Sixth Monthly Fee
Application of Steptoe &
Johnson LLP.
0.60 150.00 90.00
10/23/09 J.H. Schanne, II Review Deloitte fee
application for filing.
0.10 240.00 24.00
10/23/09 J.H. Cook Preparation of notice and
certification of service re
Steptoe 7th fee application
(0.3); filing and service of
same (0.3).
0.60 215.00 129.00
10/23/09 J.H. Cook Preparation of notices and
certificates of service re
Deloitte application (0.2);
filing of same (0.3).
0.50 215.00 107.50
10/27/09 J.H. Cook Filing and service of Deloitte
2nd quarterly application.
0.30 215.00 64.50
10/27/09 C.M. Vernon Prepare and file Affidavit of
Service Re Certificate of No
Objection re Six Monthly
Fee Application of Steptoe &
Johnson, LLP.
0.20 150.00 30.00
TotalB175 Fee Applications and Invoices - Others 2.50 488.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10, 2009
Invoice: 10586500
Page 17
TASK: B 190 Contested MatterslMotions
Name
Lawall, F.
Carignan, J.
Total B190
Title
Partner
Associate
Hours
0.70
3.50
4.20
595.00
375.00
Fees
416.50
1,312.50
1,729.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10,2009
Invoice: 10586500
Page 10
TASK CODE: B190 Contested MatterslMotions
Date Name Services Time Rate Fees
10/02109 F. Lawall Review litigation issues with
J. Carignan.
0.30 595.00 178.50
10/02109 1. Carignan Receipt and review proposed
stipulation re amendment of
Union complaint and confer
with F. Lawall and D.
Murphy re same; phone can
with debtors' counsel re
1.10 375.00 412.50
same.
10/05/09 J. Carignan Draft stipulation for
intervention in Chevron
adversary proceeding.
1.00 375.00 375.00
10/05/09 J. Carignan Confer with co-counsel re
hearing on abandonment
motion.
0.40 375.00 150.00
10/06/09 F. Lawall Telephone call to J. Carignan
re litigation issues.
0.30 595.00 178.50
10106/09 J. Carignan Confer with F. Lawall re
Chevron adversary.
0.20 375.00 75.00
10112/09 F. Lawall Telephone call to J. Carignan
re: litigation.
0.l0 595.00 59.50
10/12/09 J. Carignan Review amended Union
complaint (.3); phone call to
J. Sobin re same (.1); phone
call to M. Litvak re BET A
sale progress (.1).
0.50 375.00 187.50
10/23/09 J. Carignan E-mails re Union adversary. 0.20 375.00 75.00
10129/09 J. Carignan Email counsel for debtors
and lenders re Union
adversary proceeding.
0.10 375.00 37.50
Total B 190 Contested MatterslMotions 4.20 1,729.00
Exhibit C
BIOGRAPHIES
Francis J. Lawall- Francis 1. Lawall is a Partner in the Bankruptcy Practice Department in the
Philadelphia office of Pepper Hamilton LLP and has been practicing law since 1985. He
concentrates his practice in national bankruptcy and creditors' rights matters, including the
representation of major oil companies in bankruptcy proceedings throughout the United States.
He also has broad experience in the reorganization of companies plagued with massive toxic tort
liabilities, as well as companies in the textile, automotive, clothing, and construction materials
industries. He is a member of the Pennsylvania and New Jersey bars and is admitted to practice
before the U.S. District Court for the Eastern District of Pennsylvania, the U.S. District Court for
the District of New Jersey, the U.S. District Court for the Eastern and Southern Districts of New
York and the U.S. Court of Appeals for the Second and Third Circuits.
David B. Stratton - Mr. Stratton is a Partner in the Corporate Restructuring and Bankruptcy
Practice Group of Pepper Hamilton LLP and has been practicing law since 1978. He is co-chair
of the firm's Corporate Restructuring and Bankruptcy Practice Group. He is also a member of
the American Bar Association Business Law Section and a member of the Bankruptcy
Subcommittee of the Banking Committee. He is admitted to the bar of Delaware.
James C. Carignan - Mr. Carignan is an Associate with the Corporate Restructuring and
Bankruptcy Practice Group of Pepper Hamilton LLP and has been practicing law since 2002. He
is admitted to the bar of Delaware.
#10928595 vI (136019.2)
Exhibit D
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
November 10,2009
Summary of Expenses
Expenses
Duplicating
Messenger Service
Messenger Service - Overnight Courier
Notary Fees
Postage
Reference Service
Filing Service
Telephone
Total
Invoice: 10586500
Page 18
Value
98.50
15.00
127.75
8.00
95.22
170.40
30.00
5.84
550.71
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientiMatter Number: 136019.00002 Invoice: 10586500
November 10,2009 Page 19
Detail of Expenses
Date Code Description Units Cost Value
06/09/09 MES4 FedEx: IRA D KHARASCH, ESQ LOS 1 23.58 23.58
ANGELES
06/09/09 MES4 FedEx: JOSHUA TAYLOR 1 16.89 16.89
WASHINGTON
06/09/09 MES4 FedEx: JOSH TAYLOR WASHINGTON 1 19.26 19.26
06/09/09 MES4 FedEx: JOSH TAYLOR WASHINGTON 1 20.71 20.71
09/22/09 MES4 FedEx: MR JOSHUA R TAYLOR 1 6.90 6.90
WASHINGTON
10101/09 DUP DUP - Matour Judith P. - 10101/2009 8 0.10 0.80
10101/09 DUP DUP - Shields Angeline L. - 10/0112009 10 0.10 1.00
10/01/09 POS Postage 1 2.64 2.64
10102/09 TEL Long Distance Telephone - 1010212009 2 1.53 3.06
10106/09 DUP DUP - Shields Angeline L. - 10106/2009 372 0.10 37.20
10106/09 DUP DUP - Matour Judith P. - 10106/2009 22 0.10 2.20
10106/09 DUP DUP - Matour Judith P. - 10106/2009 1 0.10 0.10
10106/09 DUP DUP - Matour Judith P. - 10106/2009 2 0.10 0.20
10106/09 MES4 FedEx: WARREN H SMITH DALLAS 1 12.55 12.55
10106/09 MES4 FedEx: SCOTT WINN LONG BEACH 1 13.93 13.93
10106/09 MES4 FedEx: IRA KHARASCH, ESQ LOS 1 13.93 13.93
ANGELES
10106/09 POS Postage 1 3.10 3.10
10106/09 POS Postage 1 74.42 74.42
10/12/09 TEL Long Distance Telephone - 1011212009 1 1.39 1.39
10113/09 DUP Duplicating 41 0.10 4.10
10113/09 DUP Duplicating 229 0.10 22.90
10113/09 POS Postage 1 12.42 12.42
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientiMatter Number: 136019.00002 Invoice: 10586500
November 10,2009 Page 20
Date Code Units Cost
10114/09 REF3 SHIELDS PACER REFERENCE SERVICE
070109 - 093009
21.68 21.68
10/14/09 REF3 MATOUR PACER REFERENCE
SERVICE 070109 - 093009
1 10.40 10.40
10/19109 DUP DUP - Matour Judith P. - 10/19/2009 5 0.10 0.50
10120/09 DUP DUP - Matour Judith P. - 1012012009 19 0.10 1.90
10/20109 POS Postage 1 2.64 2.64
10/21109 SPD Filing Service - 10101/09 - LAW ALL
EFILED CNO DE-B
10.00 10.00
10/21109 SPD Filing Service - 10106/09 - CARIGNAN
EFILED FEE APP DE-B
10.00 10.00
10/21109 SPD Filing Service - 10/13/09 LA WALL
EFILED 7TH FEE APP IN DE-B #593
1 10.00 10.00
10123/09 DUP DUP -Buxbaum Rita T. -10/23/2009 186 0.10 18.60
10123/09 DUP Duplicating: P .E.R. 1032 90 0.10 9.00
10/28/09 MES Messenger Service - 10/23/09 15.00 15.00
10/28/09 REF3 PACER REFERENCE SERVICE - 070109
- 093009
138.32 138.32
10128/09 TEL Long Distance Telephone - 10/2812009 2 0.70 1.39
10/29/09 NTY FJL 090909 - Notary Fees 2.00 2.00
10129109 NTY JPM 090909 - Notary Fees 1 2.00 2.00
10/29109 NTY JM 092509 - Notary Fees 4.00 4.00
Total 550.71
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
InRe: Chapter 11
Case No. 09-10785 (KJC)
PACIFIC ENERGY RESOURCES LTD, et aI.,
(Jointly Administered)
Debtors. Objection Deadline: 1217109 at 4:00 pm
Hearing Date: To Be Scheduled only If Necessary
NOTICE OF FILING OF FEE APPLICATION
TO: (i) The Debtors; (ii) Counsel to the Debtors; (iii) The United States Trustee; (iv) Counsel
to the Official Committee of Unsecured Creditors (the "Notice Parties"):
Pepper Hamilton LLP, Delaware counsel to the Official Committee of Unsecured
Creditors in the above-captioned case (the "Applicant") has filed its Eighth Monthly Application
For Compensation and Reimbursement Of Expenses Of Pepper Hamilton LLP, as Delaware
Counsel to the Official Committee Of Unsecured Creditors For The Period October 1,2009
Through October 31,2009, seeking compensation for services in the amount of $6,018.00 and
reimbursement of costs incurred in the amount of $550.71 (the "Application").
PLEASE TAKE FURTHER NOTICE that objections, if any, to the Application,
must be made in accordance with the Administrative Order Under 11 U.S.C. Sections 105(a) and
331 Establishing Procedures for Interim Compensation and Reimbursement of Expenses for
Professionals and Committee Members [Docket No. 147] (the "Administrative Order") and must
be filed with the Clerk of the United States Bankruptcy Court for the District of Delaware, 824
Market Street, Wilmington, Delaware 19801 and received by no later than 4:00 p.m. (prevailing
Eastern Time) on December 7, 2009 (the "Objection Deadline").
#10921598 v8
Objections or other responses to the Application, if any, must be served so that
they are received not later than December 7, 2009 at 4:00 p.m. (prevailing Eastern Time), by:
(a) the Debtors, (1) Pacific Energy Resources, 111 W. Ocean Boulevard, Suite 1240, Long
Beach, CA 90802. Attn: Gerry Tywoniuk, Senior VP & CFO and (2) Zolfo Cooper, 1166 Sixth
Avenue, 24th Floor, New York, NY 10036, Attn: Scott W. Winn, Senior Managing Director; (b)
counsel to the Debtors, (1) Pachulski Stang Ziehl & Jones LLP, 919 North Market Street, 17th
Floor, Wilmington, DE 19899-8705, Attn: Laura Davis Jones, Esq.; Fax 302-652-4400, email:
ljones(@,pszjlaw.com; (2) Pachulski Stang Ziehl & Jones LLP, 10100 Santa Monica Boulevard,
11 th Floor, Los Angeles, CA 90067-4100, Attn: Ira D. Kharasch, Esq.; Fax: 310-201-0760, e
mail: ikharasch@pszjlaw.com (c) the Office of the United States Trustee, 1. Caleb Boggs
Federal Building, 844 N. King Street, Suite 2207, Lock Box 35, Wilmington, Delaware 19801,
Attn: Joseph McMahon, Esq. and (d) counsel to the Creditors' Committee (the "Committee"),
(1) Steptoe & Johnson LLP, 2121 Avenue of the Stars, 28
th
Floor, Los Angeles, CA 90067,
Attn: Katherine C. Piper, Esq., Fax 310-734-3173, e-mail: kpiper@steptoe.com and (2) Pepper
Hamilton LLP, Hercules Plaza, Suite 5100, 1313 Market Street, Wilmington, DE 19801, Attn:
James C. Carignan, Esq.; Fax: 302-421-8390, e-mail: carignaj@pepperlaw.com, (the "Notice
Parties").
PLEASE TAKE FURTHER NOTICE if any responses or objections to the
Application are timely filed, served and received, a hearing on the Application will be held at the
convenience of the Bankruptcy Court. Only those objections made in writing and timely filed
and received in accordance with the Administrative Order and the procedures described herein
will be considered by the Bankruptcy Court at such hearing.
-2
#10921598 vB
PLEASE TAKE FURTHER NOTICE that, pursuant to the Administrative Order,
if no objection to the Application is timely filed, served and received by the Objection Deadline,
the Applicant be paid an amount equal to the lesser of (i) 80 percent of the fees and 100 percent
of the expenses requested in the Application or (ii) 80 percent ofthe fees and 100 percent of the
expenses not subject to an objection without the need for further order of the Bankruptcy Court.
Dated: November 16,2009
#10921598 vB
PEPPER HAMILTON LLP
/s/ Francis J. Lawall
Francis J. Lawall (P A No. 43932)
3000 Two Logan Square
Eighteenth and Arch Streets
Philadelphia, P A 19103-2799
Telephone: (215) 981-4000
Facsimile: (215) 981-4750
And
David B. Stratton, Esq. (DE No. 960)
James C. Carignan, Esq. (DE No. 4230)
Hercules Plaza, Suite 5100
1313 N. Market Street
P.O. Box 1709
Wilmington, Delaware 19899-1709
Tel: (302) 777-6500
Delaware Counsel for The Official
Committee of Unsecured Creditors
-3
#10921598 vB
____ _
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
InRe: Chapter 11
Case No. 09-10785 (KJC)
PACIFIC ENERGY RESOURCES LTD, et ai.,
(Jointly Administered)
Debtors. Objection Deadline: 1217109 at 4:00 pm
Hearing Date: To Be Scheduled only If Necessary
AFFIDAVIT OF SERVICE
COMMONWEALTH OF PENNSYLVANIA )
) ss:
COUNTY OF PHILADELPHIA )
Judith P. Matour, being duly sworn according to law, deposes and says that she is
employed by the law firm of Pepper Hamilton LLP, Delaware counsel for the Official
Committee of Unsecured Creditors in the above-captioned action, and that on the 16th day of
November, 2009 she caused a copy ofthe following document(s) to be served upon the parties
on the attached service list via first class mail, postage prepaid:
Eighth Monthly Fee Application ofPepper Hamilton LLPfor October 1-31,2009
Notary Public
Commission Exp ..
COMMONWEALTH OF PENNSYLVANIA
NOTARIAL SEAL
PATRICK WAGNER, Notary Public
City of Philadelphia,
. .
Phila. Cou
My.C "
# 10928572 vB
Pacific Energy Resources LTD
c/o Scott Winn, CRO
111 W. Ocean Boulevard
Suite 1240
Long Beach, CA 90802
Pacific Energy Resources, LTD
c/o Ira Kharasch, Esquire
Pachulski Stang Ziehl & Jones, LLP
10100 Santa Monica Boulevard
11 th Floor
Los Angeles, CA 90067-4100
Official Committee of Unsecured Creditors
c/o Katherine C. Piper, Esquire
Steptoe & Johnson, LLP
2121 Avenue of the Stars
28
th
Floor
Los Angeles, CA 90067
#10858072 vI
Pacific Energy Resources LTD
c/o Laura Davis Jones, Esquire
Pachulski Stang Ziehl & Jones, LLP
919 North Market Street
lih Floor
PO Box 8705
Wilmington, DE 19899
Joseph McMahon
Office of the U. S. Trustee
1. Caleb Boggs Federal Building
Room 2207
844 N. King Street
Wilmington, DE 19801
Warren H. Smith
Warren H. Smith & Associates, P.c.
Republic Center
325 N. St Paul, Ste 1250
Dallas, TX 75201