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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: PACIFIC ENERGY RESOURCES LTD., et al.

, Debtors. ) ) ) ) ) Chapter 11 Case No. 09-10785 (KJC) (Jointly Administered)

Objection Deadline: June 30, 2010 at 4:00 p.m. Hearing Date: Only If Objections Are Timely Filed

FOURTEENTH MONTHLY APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF PACHULSKI STANG ZIEHL & JONES LLP, AS COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR THE PERIOD FROM APRIL 1, 2010 THROUGH APRIL 30, 2010 Name of Applicant: Authorized to Provide Professional Services to: Date of Retention: Pachuiski Stang Ziehi & Jones LLP Debtors and Debtors in Possession

Nunc Pro Tunc to March 9, 2009 by order entered on or about April 9, 2009

Period for which Compensation and April 1, 2010 through April 30, 20102 Reimbursement is Sought: Amount of Compensation Sought as Actual, $127,266.00 Reasonable and Necessary: Amount of Expense Reimbursement Sought as $ 7,664.48 Actual, Reasonable and Necessary: I This is a: . monthly - interim - final application.

The total time expended for fee application preparation is approximately 3.0 hours and the corresponding compensation requested is approximately $1,500.00.

The Debtors in these cases, along with the last four digits of each of the Debtors federal tax identification number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska Holdings, LLC (tax I.D. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (7021); San Pedro Bay Pipeline Company (1234); Cameros Energy, Inc. (9487); and Gotland Oil, Inc. (5463). The mailing address for all of the Debtors is Ill W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802. 2 This Application may include time expended before the time period indicated above that has not been included in any prior application. The applicant reserves the right to include any time expended in the time period indicated above in future application(s) if it is not included herein.

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PRIOR APPLICATIONS FILED Date Filed 05/01/09 05/29/09 06/30/09 07/31/09 08/20/09 09/29/09 11/03/09 12/02/09 01/04/10 01/28/10 03/18/10 04/01/10 04/26/10 Period Covered 03/09/09 - 03/31/09 04/01/09 - 04/30/09 05/01/09-05/31/09 06/01/09-06/30/09 07/01/09-07/31/09 08/01/09 - 08/31/09 09/01/09 - 09/30/09 10/01/09-10/31/09 11/01/09-11/30/09 12/01/09-12/31/09 01/01/10-01/31/10 02/01/10 - 02/28/10 03/01/10-03/31/10 Requested Fees $234,144.00 $365,058.00 $297,320.50 $350,713.25 $424,811.50 $453,736.50 $249,390.50 $200,491.00 $197,345.50 $184,044.50 $ 61,467.00 $ 99,733.00 $188,375.50 Requested Expenses $18,780.98 $26,269.46 $14,711.11 $13,267.86 $89,233.51 $48,870.41 $25,996.88 $19,661.77 $19,289.90 $10,295.19 $15,047.86 $ 8,694.41 $15,791.77 Approved Fees $234,144.00 $365,058.00 $297,320.50 $350,713.25 $424,811.50 $453,736.50 $199,512.40 $160,392.80 $157,876.40 $147,235.60 $ 49,173.60 $ 79,786.40 $150,700.40 Approved Expenses $18,780.98 $26,269.46 $14,711.11 $ 6,019.74 $89,233.51 $48,870.41 $25,996.88 $19,661.77 $19,289.90 $10,295.19 $15,047.86 $ 8,694.41 $15,791.77

PSZ&J PROFESSIONALS Name of Professional Individual Position of the Applicant, Number of Years in that Position, Prior Relevant Experience, Year of Obtaining License to Practice, Area of Expertise Partner 1987; Member of CA Bar since 1982 Partner 2001; Member of CA Bar since 1981 Of Counsel 1988; Member of CA Bar since 1976 Partner 2004; Member of TX Bar since 1997; Member of CA Bar since 2001 Partner 2005; Member of PA Bar since 1985; Member of DE Bar since 2001 Hourly Billing Rate (including Changes) $750.00 $650.00 $650.00 $550.00 $275.00 $535.00 Total Hours Billed Total Compensation

Ira D. Kharasch Kenneth H. Brown James K.T. Hunter Maxim B. Litvak

23.20 0.30 7.80 19.70 12.00 11.70

$17,400.00
$

195.00

$ 5,070.00

$10,835.00 $ 3,300.00
$ 6,259.50

James E. ONeill

In the Courts Order approving quarterly fee applications for the Second Period, the Court approved $144,123.66 for expenses which reflects a reduction of $7,248.12. For the purposes of this application, we have noted the reduction in the first month of that period.

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Name of Professional Individual

Scotia E. McFarland

Robert M. Saunders

William L. Ramseyer Kathleen P. Makowski

Leslie F. Forrester Kathe F. Finlayson Shawn A. Quinlivan KarinaK.Yee Cheryl A. Knotts Dina K. Whaley Beatrice M. Koveleski Charles J. Bouzoukis Andrea R. Paul

Position of the Applicant, Number of Years in that Position, Prior Relevant Experience, Year of Obtaining License to Practice, Area of Expertise Of Counsel 2000; Member of CA Bar since 1993; Member of DE Bar since 2002 Of Counsel 2001; Member of NY Bar since 1984; Member of FL Bar since 1995 Of Counsel 1989; Member of CA Bar since 1980 Of Counsel 2008; Member of PA Bar since 1996; Member of DE Bar since 1997 Law Library Director Paralegal 2000 Paralegal 2008 Paralegal 2000 Paralegal 2000 Case Management Assistant 2010 Case Management Assistant 2009 Case Management Assistant 2001 Case Management Assistant 2001

Hourly Billing Rate (including Changes) $525.00

Total Hours Billed

Total Compensation

20.70

$10,867.50

$495.00

116.00

$57,420.00

$475.00 $395.00

3.20 0.70

$ 1,520.00 $

276.50

$250.00 $225.00 $225.00 $215.00 $205.00 $150.00 $125.00 $115.00 $115.00

3.80 27.20 4.10 16.50 2.60 0.80 0.90 4.30 11.50

950.00 $ $ 6,120.00 922.50 $ $ 3,547.50 533.00 $ 120.00 $ 112.50 $ 494.50 $ $ 1,322.50

Grand Total: $ 127,266.00 Total Hours: 287.00 Blended Rate: $ 443.44

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COMPENSATION BY CATEGORY Project Categories Bankruptcy Litigation Case Administration Claims AdminlObjections Compensation of Professional Compensation of Prof./Others Disposition of Collateral Financial Filings General Business Advice General Creditors Comm. Hearing Plan & Disclosure Statement Retention of Prof./Others Stay Litigation Travel Total Hours 21.70 21.70 78.00 11.30 12.50 99.40 0.90 5.20 1.80 17.40 1.00 2.50 1.60 12.00 Total Fees $ 8,673.00 $ 2,973.50 $40,351.50 $ 4,026.50 $ 3,422.50 $48,349.50 $ 321.50 $ 3,900.00 $ 1,350.00 $ 7,861.50 $ 378.00 $ 1,211.00 $ 1,147.50 $ 3,300.00

EXPENSE SUMMARY Expense Category Working Meals Conference Call Delivery/Courier Service Express Mail First Legal Atty/Messenger Fax Transmittal Outside Reproduction Expense Court Research Postage Reproduction Expense Reproduction/Scan Copy Transcript Legal Research Service Provider (if applicable) Johnnie s Pizza AT&T Conferenc eCall Tristate DHL and Federal Express OCSC-Santa Ana Digital Legal Services Pacer US Mail Total Expenses 17.84 $ $ 33.41 $ 880.25 $ 176.25 $ 93.00 $ 994.00 $ 545.28 $ 437.12 $ 688.13 $2,492.10 $ 121.30 $ 503.85 $ 681.95

Wilcox & Fetzer Westlaw

PSZ&J may use one or more service providers. The service providers identified herein below are the primary service providers for the categories described.

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: PACIFIC ENERGY RESOURCES LTD., et al., Debtors. )
)

Chapter 11 Case No. 09-10785 (KJC) (Jointly Administered)

) )
)

Objection Deadline: June 30, 2010 at 4:00 p.m. Hearing Date: Only If Objections Are Timely Filed

FOURTEENTH MONTHLY APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF PACHULSKI STANG ZIEHL & JONES LLP, AS COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR THE PERIOD FROM APRIL 1, 2010 THROUGH APRIL 30, 2010 Pursuant to sections 330 and 331 of Title 11 of the United States Code (the "Bankruptcy Code"), Rule 2016 of the Federal Rules of Bankruptcy Procedure (collectively, the "Bankruptcy Rules"), and the Courts "Administrative Order Under 11 U.S.C. 105(A) and 331 Establishing Procedures for Interim Compensation and Expense Reimbursement of Professionals and Committee Members," entered on or about April 8, 2009 (the "Administrative Order"), Pachulski Stang Ziehl & Jones LLP ("PSZ&J" or the "Firm"), counsel to the Debtors and Debtors in Possession ("Debtors"), hereby submits its Fourteenth Monthly Application for Compensation and for Reimbursement of Expenses for the Period from April 1, 2010 through April 30, 2010 (the "Application").

The Debtors in these cases, along with the last four digits of each of the Debtors federal tax identification number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska Holdings, LLC (tax I.D. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (7021); San Pedro Bay Pipeline Company (1234); Cameros Energy, Inc. (9487); and Gotland Oil, Inc. (5463). The mailing address for all of the Debtors is 111 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

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By this Application PSZ&J seeks a monthly interim allowance of compensation in the amount of $127,266.00 and actual and necessary expenses in the amount of $7,664.48 for a total allowance of $134,930.48 and payment of $101,812.80 (80% of the allowed fees) and reimbursement of $7,664.48 (100% of the allowed expenses) for a total payment of $109,477.28 for the period April 1, 2010 through April 30, 2010 (the "Interim Period"). In support of this Application, PSZ&J respectfully represents as follows: Background 1. On March 9, 2009 (the "Petition Date"), the Debtors filed voluntary

petitions for relief under chapter 11 of the Bankruptcy Code. The Debtors continue in possession of their properties and continues to operate and manage their business as debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. A Committee of Unsecured Creditors ("Committee") was appointed on or about March 19, 2009. No trustee or examiner has been appointed in the Debtors chapter 11 cases. 2. The Court has jurisdiction over this matter pursuant to 28 U.S.C. 157

and 1334. This is a core proceeding pursuant to 28 U.S.C. 157(b)(2). 3. On or about April 8, 2009, the Court entered the Administrative Order,

authorizing certain professionals ("Professionals") to submit monthly applications for interim compensation and reimbursement for expenses, pursuant to the procedures specified therein. The Administrative Order provides, among other things, that a Professional may submit monthly fee applications. If no objections are made within twenty (20) days after service of the monthly fee application the Debtors are authorized to pay the Professional eighty percent (80%) of the requested fees and one hundred percent (100%) of the requested expenses. Beginning with the

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period ending May 31, 2009, at three-month intervals, each Professional shall file and serve an interim application for allowance of the amounts sought in its monthly fee applications for that period. All fees and expenses paid are on an interim basis until final allowance by the Court. 4. The retention of PSZ&J, as co-counsel to the Debtors, was approved

effective as of the Petition Date by this Courts "Order Under Section 327(a) of the Bankruptcy Code and Rule 2014 of the Federal Rules of Bankruptcy Procedure and Local Rule 2014-1 Authorizing the Employment and Retention of Pachulski Stang Ziehi & Jones as Counsel for the Debtors and Debtors in Possession Nunc Pro Tunc to the Petition Date," entered on or about April 9, 2009 (the "Retention Order"). The Retention Order authorized PSZ&J to be compensated on an hourly basis and to be reimbursed for actual and necessary out-of-pocket expenses. PSZ&Js APPLICATION FOR COMPENSATION AND FOR REIMBURSEMENT OF EXPENSES Compensation Paid and Its Source 5. All services for which PSZ&J requests compensation were performed for

or on behalf of the Debtors. 6. PSZ&J has received no payment and no promises for payment from any

source other than the Debtors for services rendered or to be rendered in any capacity whatsoever in connection with the matters covered by this Application. There is no agreement or understanding between PSZ&J and any other person other than the partners of PSZ&J for the sharing of compensation to be received for services rendered in this case. PSZ&J has received payments from the Debtors during the year prior to the Petition Date in the amount of

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$692,220.42, including the Debtors aggregate filing fees for these cases, in connection with the preparation of initial documents and its prepetition representation of the Debtors. PSZ&J was current as of the Petition Date. Upon final reconciliation of the amount actually expended prepetition, any balance remaining from the prepetition payments to PSZ&J was credited to the Debtors and utilized as PSZ&Js retainer to apply to postpetition fees and expenses pursuant to the compensation procedures approved by this Court and the Bankruptcy Code. Fee Statements 7. The fee statements for the Interim Period are attached hereto as Exhibit A.

These statements contain daily time logs describing the time spent by each attorney and paraprofessional during the Interim Period. To the best of PSZ&Js knowledge, this Application complies with sections 330 and 331 of the Bankruptcy Code, the Bankruptcy Rules and the Administrative Order. PSZ&Js time reports are initially handwritten by the attorney or paralegal performing the described services. The time reports are organized on a daily basis. PSZ&J is particularly sensitive to issues of "lumping" and, unless time was spent in one time frame on a variety of different matters for a particular client, separate time entries are set forth in the time reports. PSZ&Js charges for its professional services are based upon the time, nature, extent and value of such services and the cost of comparable services other than in a case under the Bankruptcy Code. PSZ&J has reduced its charges related to any non-working "travel time" to fifty percent (50%) of PSZ&Js standard hourly rate. To the extent it is feasible, PSZ&J professionals attempt to work during travel.

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Actual and Necessary Expenses 8. A summary of actual and necessary expenses incurred by PSZ&J for the

Interim Period is attached hereto as part of Exhibit A. PSZ&J customarily charges $0.10 per page for photocopying expenses related to cases, such as this one, arising in Delaware. PSZ&Js photocopying machines automatically record the number of copies made when the person that is doing the copying enters the clients account number into a device attached to the photocopier. PSZ&J summarizes each clients photocopying charges on a daily basis. 9. PSZ&J charges $1.00 per page for out-going facsimile transmissions.

There is no additional charge for long distance telephone calls on faxes. The charge for outgoing facsimile transmissions reflects PSZ&Js calculation of the actual costs incurred by PSZ&J for the machines, supplies and extra labor expenses associated with sending telecopies and is reasonable in relation to the amount charged by outside vendors who provide similar services. PSZ&J does not charge the Debtors for the receipt of faxes in this case. 10. With respect to providers of on-line legal research services (.g 2., LEXIS

and WESTLAW), PSZ&J charges the standard usage rates these providers charge for computerized legal research. PSZ&J bills its clients the actual amounts charged by such services, with no premium. Any volume discount received by PSZ&J is passed on to the client. 11. PSZ&J believes the foregoing rates are the market rates that the majority

of law firms charge clients for such services. In addition, PSZ&J believes that such charges are in accordance with the American Bar Associations ("ABA") guidelines, as set forth in the ABAs Statement of Principles, dated January 12, 1995, regarding billing for disbursements and other charges.

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Summary of Services Rendered 12. The names of the partners and associates of PSZ&J who have rendered

professional services in these cases during the Interim Period, and the paralegals and case management assistants of PSZ&J who provided services to these attorneys during the Interim Period, are set forth in the attached Exhibit A. 13. PSZ&J, by and through such persons, has prepared and assisted in the

preparation of various motions and orders submitted to the Court for consideration, advised the Debtors on a regular basis with respect to various matters in connection with the Debtors bankruptcy cases, and performed all necessary professional services which are described and narrated in detail below. PSZ&Js efforts have been extensive due to the size and complexity of the Debtors bankruptcy cases. Summary of Services by Pro lect 14. The services rendered by PSZ&J during the Interim Period can be grouped

into the categories set forth below. PSZ&J attempted to place the services provided in the category that best relates to such services. However, because certain services may relate to one or more categories, services pertaining to one category may in fact be included in another category. These services performed, by categories, are generally described below, with a more detailed identification of the actual services provided set forth on the attached Exhibit A. Exhibit A identifies the attorneys and paraprofessionals who rendered services relating to each category, along with the number of hours for each individual and the total compensation sought for each category.

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A.

Bankruptcy Litigation 15. During the Interim Period, the Firm, among other things: (1) attended to

scheduling issues; (2) performed work regarding Agenda Notices and Hearing Binders; (3) performed work regarding the Forest matter; (4) performed research; (5) attended to tolling issues; (6) performed work regarding the Union matter; (7) prepared for and attended an Omnibus hearing on April 19, 2010; (8) performed work regarding the recovery of preferential transfers; and (9) corresponded and conferred regarding bankruptcy litigation matters. Fees: $8,673.00; B. Case Administration 16. During the Interim Period, the Firm, among other things: (1) reviewed Hours: 21.70

documents and pleadings and forwarded them to the appropriate persons; (2) maintained document control; (3) prepared Hearing Notebooks; and (4) maintained a memorandum of Critical Dates. Fees: $2,973.50; C. Hours: 21.70

Claims Administration and Objections 17. During the Interim Period, the Firm, among other things: (1) performed

work regarding the Third, Fourth and Fifth Omnibus claims objections; (2) performed work regarding a Second motion to deem claims paid; (3) performed work regarding claims of the State of Alaska; (4) attended to issues regarding claims filed against the wrong Debtor;

(5) performed work regarding orders; (6) attended to scheduling issues; (7) attended to issues
regarding administrative claims; (8) performed work regarding the ExxonMobil, Medema, CIRI and Salamatof claims; (9) reviewed and analyzed claims and claim-related documents;

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(10) attended to tax issues; (11) monitored claim and claim objection status; (12) reviewed and analyzed a list of unresolved claims; (13) performed work regarding a settlement agreement in the Medema matter; (14) performed work regarding the Marathon matter; (15) attended to claim withdrawal issues; (16) reviewed and analyzed responses to claim objections; (17) performed work regarding the Rosecrans Energy matter; (18) performed work regarding a Third motion to deem claims paid; (19) performed research; (20) attended to royalty escrow issues; and (21) conferred and corresponded regarding claim issues. Fees: $40,351.50; D. Hours: 78.00

Compensation of Professionals 18. This category includes work related to the fee applications of the Firm.

During the Interim Period, the Firm, among other things: (1) drafted the Firms March 2010 monthly fee application; (2) performed work regarding the Firms January and February 2010 monthly and Third and Fourth quarterly fee applications; (3) performed work regarding fee auditor issues; and (4) monitored the status and timing of fee applications. Fees: $4,026.50; E. Hours: 11.30

Compensation of Professionals--Others 19. This category includes work related to the fee applications of

professionals, other than the Firm. During the Interim Period, the Firm, among other things: (1) attended to fee auditor issues; and (2) performed work regarding the Schully, Zolfo and Rutan matters. Fees: $3,422.50; Hours: 12.50

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F.

Disposition of Collateral 20. During the Interim Period, the Firm, among other things: (1) attended to

issues regarding the distribution of proceeds; (2) attended to issues regarding an insurance premium refund; (3) attended to lender collateral issues; (4) performed work regarding a lender payment motion; (5) performed work regarding orders; (6) performed research; (7) attended to stock issues; (8) reviewed and analyzed documents; (9) attended to issues relating to Union and NAE; (10) attended to deposit issues; (11) attended to royalties issues; (12) performed work regarding a motion to abandon CIPL stock; (13) performed work regarding exhibits; (14) responded to Committee questions regarding the lender payment motion; and (15) corresponded and conferred regarding disposition of collateral issues. Fees: $48,349.50; Hours: 99.40

G.

Financial Filings 21. This category includes work related to compliance with reporting

requirements. During the Interim Period, the Firm, among other things, performed work regarding Monthly Operating Reports. Fees: $321.50; H. General Business Advice 22. This category includes work related to general business issues. During the Hours: 0.90

Interim Period, the Firm, among other things: (1) attended to budget issues; (2) attended to tax

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issues; (3) attended to bond issues; (4) prepared for and attended a Board of Directors call; and (5) corresponded and conferred regarding general business issues. Fees: $3,900.00; I. Hours: 5.20

General Creditors Committee 23. This category includes work related to Committee issues. During the

Interim Period, the Firm, among other things: (1) attended to budget and case status issues; (2) attended to CEO transition and compensation issues; and (3) corresponded and conferred with Committee professionals regarding case issues. Fees: $1,350.00; Hours: 1.80

J.

Hearing 24. This category includes work related to hearings. During the Interim

Period, the Firm, among other things: (1) performed work regarding Agenda Notices and Hearing Binders; (2) prepared for and attended hearings; and (3) corresponded and conferred regarding hearing issues. Fees: $7,861.50; K. Hours: 17.40

Plan and Disclosure Statement 25. This category includes work related to Plan of Reorganization and

Disclosure Statement issues. During the Interim Period, the Firm, among other things, performed work regarding a motion to extend the exclusivity periods, and attended to timing issues. Fees: $378.00; Hours: 1.00

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L.

Retention of Professionals--Other 26. This category includes work related to the retention of professionals, other

than the Firm. During the Interim Period, the Firm, among other things, attended to issues regarding supplemental disclosures by Schully and Rutan. Fees: $1,211.00; M. Stay Litigation 27. This category includes work related to the automatic stay and relief from Hours: 2.50

stay issues. During the Interim Period, the Firm, among other things, performed work regarding the automatic stay and litigation in California and in Cypress. Fees: $1,147.50; N. Travel 28. During the Interim Period, the Firm incurred non-working time while Hours: 1.60

traveling on case matters. Such time is billed at one-half the normal rate. Fees: $3,300.00; Hours: 12.00

Valuation of Services 29. Attorneys and paraprofessionals of PSZ&J expended a total 287.00 hours

in connection with their representation of the Debtors during the Interim Period, as follows 2 :

Although the Firm raised its billing rates as of July 1, 2009, in this case the Firm has kept its billing rates at the pre-July 1, 2009 rates in order to be consistent with the budget projections that have been incorporated into the DIP financing.

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Name of Professional Individual

Ira D. Kharasch Kenneth H. Brown James K.T. Hunter Maxim B. Litvak

James E. ONeill

Scotta E. McFarland

Robert M. Saunders

William L. Ramseyer Kathleen P. Makowski

Leslie F. Forrester Kathe F. Finlayson Shawn A. Quinlivan KarinaK.Yee Cheryl A. Knotts Di n a K. Whaley Beatrice M. Koveleski Charles J. Bouzoukis Andrea R. Paul

Position of the Applicant, Number of Years in that Position, Prior Relevant Experience, Year of Obtaining License to Practice, Area of Expertise Partner 1987; Member of CA Bar since 1982 Partner 2001; Member of CA Bar since 1981 Of Counsel 1988; Member of CA Bar since 1976 Partner 2004; Member of TX Bar since 1997; Member of CA Bar since 2001 Partner 2005; Member of PA Bar since 1985; Member of DE Bar since 2001 Of Counsel 2000; Member of CA Bar since 1993; Member of DE Bar since 2002 Of Counsel 2001; Member of NY Bar since 1984; Member of FL Bar since 1995 Of Counsel 1989; Member of CA Bar since 1980 Of Counsel 2008; Member of PA Bar since 1996; Member of DE Bar since 1997 Law Library Director Paralegal 2000 Paralegal 2008 Paralegal 2000 Paralegal 2000 Case Management Assistant 2010 Case Management Assistant 2009 Case Management Assistant 2001 Case Management Assistant 2001

Hourly Billing Rate (including Changes) $750.00 $650.00 $650.00 $550.00 $275.00 $535.00 $525.00

Total Hours Billed

Total Compensation

23.20 0.30 7.80 19.70 12.00 11.70

$17,400.00
$

195.00

$ 5,070.00
$10,835.00 $ 3,300.00

$ 6,259.50
$10,867.50

20.70

$495.00

116.00

$57,420.00

$475.00 $395.00

3.20 0.70

$ 1,520.00 $

276.50

$250.00 $225.00 $225.00 $215.00 $205.00 $150.00 $125.00 $115.00 $115.00

3.80 1 27.20 4.10 16.50 2.60 0.80 0.90 4.30 11.50

950.00 $ $ 6,120.00

$
$ $

$ $ $
$

922.50 3,547.50 533.00 120.00 112.50 494.50 1,322.50

Grand Total: $ 127,266.00 Total Hours: 287.00 443.44 Blended Rate: $

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12

30.

The nature of work performed by these persons is fully set forth in

Exhibit A attached hereto. These are PSZ&Js normal hourly rates for work of this character. The reasonable value of the services rendered by PSZ&J for the Debtors during the Interim Period is $127,266.00. 31. In accordance with the factors enumerated in section 330 of the

Bankruptcy Code, it is respectfully submitted that the amount requested by PSZ&J is fair and reasonable given (a) the complexity of the case, (b) the time expended, (c) the nature and extent of the services rendered, (d) the value of such services, and (e) the costs of comparable services other than in a case under the Bankruptcy Code. Moreover, PSZ&J has reviewed the requirements of Del. Bankr. LR 2016-2 and the Administrative Order and believes that this Application complies with such Rule and Order. WHEREFORE, PSZ&J respectfully requests that, for the period April 1, 2010 through April 30, 2010, an interim allowance be made to PSZ&J for compensation in the amount of $127,266.00 and actual and necessary expenses in the amount of $7,664.48 for a total allowance of $134,930.48 and payment of $101,812.80 (80% of the allowed fees) and

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13

reimbursement of $7,664.48 (100% of the allowed expenses) be authorized for a total payment of $109,477.28 and for such other and further relief as this Court may deem just and proper. Dated: May , 2010 PAC)4tTLSKI SG ZIEHL & JONES LLP

J4tira Davi9& (DE Bar No. 2436) Ira D. Kharasch (CA Bar No. 109084) Scotta E. McFarland (DE Bar No. 4184, CA Bar No. 16539 1) Robert M. Saunders (CA Bar No. 226172) James E. ONeill (DE Bar No. 4042) Kathleen P. Makowski (DE Bar No. 3648) 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705 Telephone: 302/652-4100 Facsimile: 310/652-4400 Counsel for Debtors and Debtors in Possession

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14

VERIFICATION

STATE OF DELAWARE COUNTY OF NEW CASTLE Laura Davis Jones, after being duly sworn according to law, deposes and says: a) I am a partner of the applicant law firm Pachulski Stang Ziehl & Jones

LLP, and have been admitted to appear before this Court. b) I am familiar with the work performed on behalf of the Debtors by the

lawyers and paraprofessionals of PSZ&J.


C)

I have reviewed the foregoing Application and the facts set forth therein

are true and correct to the best of my knowledge, information and belief. Moreover, I have reviewed Del. Bankr. LR 2016-2 and the Administrative Order entered on or about April 8, 2009, and submit that the Application substantially complies with such Rule and Order.

Davis Johes SWORN AND before me this),

2010. NOTARY MPIC STATE OF DAWARE


18. 2O1

Notary Public My Commission

sj)4i

2c4/

68773-002DOCS_DE: 160105.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: PACIFIC ENERGY RESOURCES LTD., et al., Debtors )
)

Chapter 11 Case No. 09-10785(KJC) (Jointly Administered)

) )
)

) Objections Deadline: June 30, 2010 at 4:00 p.m.

NOTICE OF FILING OF FEE APPLICATION TO: (i) the Debtors; (ii) counsel to the Debtors; (iii) the United States Trustee, and (iv) counsel to the Official Committee of Unsecured Creditors (the "Notice Parties") Pachuiski Stang Ziehi & Jones LLP ("PSZJ"), counsel to the debtors and debtors in possession in the above-captioned case (the "Debtors"), has filed its Monthly Application for Compensation and Reimbursement of Expenses of Pachulski Stang Ziehi & Jones LLP as Counsel to the Debtors and Debtors in Possession, for the Period from April 1, 2010 through April 30, 2010, seeking compensation for services in the amount of $127,266.00 and reimbursement of costs incurred in the amount of $7,664.48 (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. 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. (Eastern Time) on June 30, 2010 (the "Objection Deadline").

The Debtors in these cases, along with the last four digits of each of the Debtors federal tax identification number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska Holdings, LLC (tax I.D. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (7021); Cameros Energy, Inc. (9487); and Gotland Oil. Inc. (5463). The mailing address for all of the Debtors is Ill W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

Objections or other responses to the Application, if any, must also be served so that they are received not later than June 30, 2010 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) Pachuiski Stang Ziehi & Jones LLP, 919 North Market Street, 17th Floor, Wilmington, DE 19899-8705, Attn: James E. ONeill, Esq.; Fax: 302-652-4400, e-mail: ioneill(pszj1aw.com and (2) Pachuiski Stang Ziehi & Jones LLP, 10100 Santa Monica Blvd., 1 1th Floor, Los Angeles, CA 90067-4100; Attn: Ira D. Kharasch, Esq; Fax: 310-201-0760, e-mail: ikharash@pszjlaw.com (c) the Office of the United States Trustee, J. Caleb Boggs Federal Building, 844 N. King Street, Suite 2207, Lock Box 35, Wilmington, Delaware 19801, Attn: Joseph McMahon, Esq. and (d) counsel for the Official Committee of Unsecured Creditors (the "Committee"), (1) Steptoe & Johnson LLP, 2121 Avenue of the Stars, 28th Floor, Los Angeles, CA 90067; Attn: Katherine C. Piper, Esq., Fax: (310) 734-3173, e-mail: kpiper@steptoe.com and (2) Pepper Hamilton LLP, Herules Plaza, Ste 5100, 1313 N. Market Street, Wilmington, DE 19801; Attn: James C. Carignan, Esq., Fax: (302) 421-8390, e-mail: icarignan@pepperlaw.com (the "Notice Parties")

PLEASE TAKE FURTHER NOTICE that 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. 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 may be paid an amount equal to the lesser of (1) 80 percent of the fees and 100 percent of expenses requested in the Application or (ii) 80 percent of the fees and 100 percent of the expenses not subject to an objection without the need for further order of the Bankruptcy Court. Dated: June 10, 2010 PACHULSKI STANG ZIEHL & JONES LLP

J4jj

/2tIJd (CA Bar No. 109084) Kharasch


E. McFarland (DE Bar No. 4184, CA Bar No. 165391) Vert M. Saunders (CA Bar No. 226172) James E. ONeill (DE Bar No. 4042) Kathleen P. Makowski (DE Bar No. 3648) 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705 Telephone: 302/652-4100 Facsimile: 310/652-4400 Email: ikharasch(pszj law. com smcfarland@pszjlaw.com rsaunders@pszjlaw.com joneill@pszjlaw.com kmakowski@pszjlaw.com Counsel for Debtors and Debtors in Possession.
68773-002\D005DE: 160883.1

EXHIBIT A

PACHULSKI STANG ZIEHL & JONES LLP


10100 Santa Monica Boulevard 11th Floor Los Angeles, CA 90067

April 30, 2010 Invoice Number 89087 68773 00002 IDK

Gerry Tywoniuk 111 W. Ocean Blvd. Ste. 1240 Long Beach, CA 90802
Balance forward as of last invoice, dated: March 31, 2010 Payments received since last invoice, last payment received-- May 10, 2010 Net balance forward Re: Post Petition
Statement of Professional Services Rendered Through

$491,142.38 $88,480.81 $402,661.57

04130/2010 Hours Rate Amount

Bankruptcy Litigation [L4301 KFF KFF KFF JEO KFF IDK JKH KFF RMS KFF IDK RMS IDK Revise agenda notice and documents for March 24 hearing Draft agenda for April 19 hearing Draft and e-file Notice of Change of April hearing date Review notice of rescheduled hearing Draft agenda for April 19, including organizing documents for hearing binders Review briefly numerous emails redraft of agenda for extensive 4/19 hearing, and status of various items. Review, emails regarding draft agenda regarding 4/19 hearing. Revise draft agenda and circulate re April 19 hearing Review of next hearings proposed agenda and related email exchange with M Litvak Revise agenda for April 19 hearing Emails with Amber re status of statue of limitation analysis re claims vs Forest. Email exchange with K Finlayson regarding 5/19/10 hearing (possible telephonic appearance) Emails with G. Amber re status of research memo on statute of limitations re various fraud actions and other actions re Forest (.2); Review and consider memo re same, and potential additions needed (3); Email with Amber re same (.1) Draft service documents for April 19 hearing Review status of matters for omnibus hearing 0.60 0.80 0.50 0.40 2.80 0.20 0.10 0.80 0.20 0.90 0.20 0.10 0.60 225.00 225.00 225.00 535.00 225.00 750.00 650.00 225.00 495.00 225.00 750.00 495.00 750.00 $135.00 $180.00 $112.50 $214.00 $630.00 $150.00 $65.00 $180.00 $99.00 $202.50 $150.00 $49.50 $450.00

02/23/10 04/02/10 04/02/10 04/02/10 04/03/10 04/05/10 04/05/10 04/05/10 04/05/10 04/06/10 04/07/10 04/07/10 04/08/10

04/08/10 04/08/10

KFF JEO

1.10 0.50

225.00 535.00

$247.50 $267.50

Invoice number 89087


04/08/10 04/12/10 04/12/10 04/12/10 04/12/10 04/12/10 04/13/10 04/13/10 RMS KFF SEM RMS RMS RMS KFF KFF

68773

00002 495.00 225.00 525.00 495.00 495.00 495.00 225.00 225.00

Page 2
0.20 1.00 0.10 0.10 0.10 0.10 0.60 0.60 $99.00 $225.00 $52.50 $49.50 $49.50 $49.50 $135.00 $135.00

Email exchange with S McFarland regarding notice of bankruptcy in slip and fall lawsuit Draft two certifications of no objection re: exclusivity and settlement of NAE adversary Review critical dates memo and email to Kathe Finlayson re same Revision of tolling memorandum Email exchange with I Kharasch regarding tolling memorandum Email draft tolling memorandum (as revised) to G Amber Revise agenda for April 19 hearing Serve order approving stipulation with Sotel Rives LLP, including drafting affidavit of service for e-filing with Court File (.1) and prepare for filing (.1) certification of no objection re NAE settlement motion Review reply filed by Union and forward to PSZ&J team Review status of all matters up for hearing on April 19, 2010 Work on April 19, 2010 agenda Email exchange with J ONeill regarding surety bond Finalize agenda for April 19, 2010 hearing Email Union response to C Tywoniuk Work on amended agenda for April 19, 2010 hearing Review and finalize amending agenda for April 19, 2010 hearing Prepare for and attend omnibus hearing Email exchange with M Litvak before and after hearing Email ECF notice in adversary proceeding to J Hunter Draft email to James E. ONeill and others regarding press inquiry Review service of order for April 19, 2010 hearing Email exchange with Jim Carignan re conference call on preference actions Review critical dates memo and email to Karma Yee re same Email exchange with F Harrison regarding employee handbooks Email exchange with F Harrison regarding dental and vision insurance for employees Telephone conference with Jim Carignan re ORRJ preference actions Review and finalize motion to authorize

04/14/10 04/14/10 04/14/10 04/14/10 04/14/10 04/15/10 04115110 04/16/10 04/19/10 04/19/10 04/19/10 04/19/10 04/19/10 04/20/10 04/21/10 04/22/10 04/26/10 04/26/10 04/27/10 04/27/10

KKY JEO JEO JEO RMS JEO RMS JEO JEO JEO RMS RMS KPM JEO SEM SEM RMS RMS SEM JEO

0.20 0.30 0.60 0.60 0.20 0.40 0.10 0.50 0.60 3.50 0.30 0.10 0.10 0.40 0.10 0.10 0.20 0.10 0.30 0.40 21.70

215.00 535.00 535.00 535.00 495.00 535.00 495.00 535.00 535.00 535.00 495.00 495.00 395.00 535.00 525.00 525.00 495.00 495.00 525.00 535.00

$43.00 $160.50 $321.00 $321.00 $99.00 $214.00 $49.50 $267.50 $321.00 $1,872.50 $148.50 $49.50 $39.50 $214.00 $52.50 $52.50 $99.00 $49.50 $157.50 $214.00 $8,673.00

Task Code Total

Case Administration IBIIOI

Invoice number 89087


04/01/10 04/05/10 04/06/10 04/06/10 04/07/10 04/08/10 04/08/10 04/11/10 04/12/10 04/13/10 04/13/10 04/14/10 04/14/10 04/15/10 04/15/10 04/15/10 04/16/10 04/16/10 04/16/10 04/19/10 04/19/10 04/19/10 04/20/10 04/20/10 04/22/10 04/22/10 04/22/10 04/23/10 04/26/10 04/26/10 04/27/10 CJB KFF KFF ARP CAK ARP DKW KFF CJB ARP DKW ARP DKW ARP BMK DKW CAK CJB BMK ARP BMK DKW BMK DKW KKY BMK DKW BMK BMK DKW CAK

68773 00002

Page 3
0.50 1.10 0.60 3.00 0.10 1.00 0.10 0.70 0.40 2.00 0.10 2.50 0.10 2.00 0.10 0.10 0.10 0.90 0.10 1.00 0.10 0.10 0.10 0.10 1.50 0.10 0.10 0.10 0.10 0.10 0.10 115.00 225.00 225.00 115.00 205.00 115.00 150.00 225.00 115.00 115.00 150.00 115.00 150.00 115.00 125.00 150.00 205.00 115.00 125.00 115.00 125.00 150.00 125.00 150.00 215.00 125.00 150.00 125.00 125.00 150.00 205.00 $57.50 $247.50 $135.00 $345.00 $20.50 $115.00 $15.00 $157.50 $46.00 $230.00 $15.00 $287.50 $15.00 $230.00 $12.50 $15.00 $20.50 $103.50 $12.50 $115.00 $12.50 $15.00 $12.50 $15.00 $322.50 $12.50 $15.00 $12.50 $12.50 $15.00 $20.50

Maintain document control. Review updated docket and recently filed documents and draft critical dates Revise critical dates to include additional pleadings filed Prepare hearing notebook for hearing on 04/19/2010. Review filed document and organize to file. Prepare hearing notebook for hearing on 04/19/2010. Coordinate and distribute pending pleadings to clients and legal team. Review updated docket and recently filed documents and draft critical dates memo Maintain document control. Prepare hearing notebook for hearing on 04/19/20 10. Coordinate and distribute pending pleadings to clients and legal team. Prepare hearing notebook for hearing on 04/19/20 10. Coordinate and distribute pending pleadings to clients and legal team. Prepare hearing notebook for hearing on 04/19/2010. Prepared daily memo narrative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and legal team. Review filed documents and organize to file. Maintain document control. Prepared daily memo narrative and coordinated client distribution. Prepare hearing notebook for hearing on 04/19/2010. Prepared daily memo narrative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and legal team. Prepared daily memo narrative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and legal team. Review and revise critical dates Prepared daily memo narrative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and legal team. Prepared daily memo narrative and coordinated client distribution. Prepared daily memo narrative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and legal team. Review document and organize to file.

Invoice number 89087


04/27/10 BMK 04/29/10 BMK 04/30/10 CJB

68773 00002 0.10 0.10 2.50 21.70 125.00 125.00 115.00

Page 4
$12.50 $12.50 $287.50 $2,973.50

Prepared daily memo narrative and coordinated client distribution. Prepared daily memo narrative and coordinated client distribution. Maintain document control.

Task Code Total

Claims Admin/ObjectionslB3101 02/23/10 04/01/10 04/01/10 04/01/10 04/01/10 04/01/10 04/01/10 04/01/10 04/01/10 04/01/10 KFF RJvIS SEM SEM SEM SEM SEM SEM SEM SEM Serve Third Omnibus Objection to Claims, including drafting affidavit of service fore-filing with Court Review of outstanding tasks related to claims objections Draftring 2nd motion to deem claims paid Dealing with service issues related to the 2nd Motion to Deem Claims Paid Email exchange with Max Litvak regarding continuance of Alaska Expense Claim Email exchange with Shawn Quinlivan regarding the exhibits for the 2nd Motion to Deem Claims Paid Finalize exhibits for 2nd Motion to Deem Claims Paid Responding to requests from Marathon counsel regarding the wrong debtor claim objection Dealing with the service of the order on the 3rd Omnibus Objectrion to Claims Email communications with Myra Kulick, Shawn Quinlivan, and Nova George regarding the service of the 2nd Motion to Deem Claims Paid(.6);Conference with Shawn Quinlivan re same(.2) Email exchange with De office regarding the filing and service of the 2nd Motion to Deem Claims Paid Email to clients re service of the 2nd Motion to Deem Claims Paid Follow up reclaims issues. Email exchange with U Tywoniuk regarding Medema Emails with Committee counsel and M. Litvak re Committee need for call on specific claim objections and 4/19 hearing strategy and coordinate. Draft Notice of change of hearing date for 4th & 5th omnibus objections to claims Email exchange with Jamie ONeill regarding continuing the 4th and 5th Omnibus Objections Email exchange with Max Litvak regarding response to admin claims Review emails from counsel for Noble Energy regarding request to delay Motion to Deem Claims paid until Aera is also included and email to counsel regarding a further delay Review critical dates and email communications with 0.50 0.80 0.60 0.30 0.10 0.10 0.40 0.10 0.40 0.80 225.00 495.00 525.00 525.00 525.00 525.00 525.00 525.00 525.00 525.00 $112.50 $396.00 $315.00 $157.50 $52.50 $52.50 $210.00 $52.50 $210.00 $420.00

04/01/10 04/01/10 04/01/10 04/01/10 04/05/10

SEM SEM MBL RMS IDK

0.30 0.10 0.40 0.20 0.40

525.00 525.00 550.00 495.00 750.00

$157.50 $52.50 $220.00 $99.00 $300.00

04/05/10 04/05/10 04/05/10 04/05/10

KFF SEM SEM SEM

1.20 0.10 0.10 0.20

225.00 525.00 525.00 525.00

$270.00 $52.50 $52.50 $105.00

04/05/10

SEM

0.10

525.00

$52.50

Invoice number 89087

68773 00002

Page 5

Kathe Finlayson re same 04/05/10 04/05/10 04/05/10 04/05/10 JEO RMS RMS RJvIS Email to Scotta E. McFarland regarding Digital Data claim Telephone conference with G Tywoniuk regarding ExxonMobil administrative claims Review of ExxonMobil, Medema, CIRI and Salamatof administrative claims and related materials Drafted email to M Litvak regarding status of ExxonMobil, Medema, CIRI and Salamatof claims objections/settlements Email exchange with G Tywoniuk regarding ExxonMobil administrative claims Further review of ExxonMobil administrative claims Email exchange with M Litvak regarding ExxonMobil administrative claims Further review of Medema claims Emails with Committee counsel and M. Litvak re upcoming conference call on claims and strategy (2); Review emails re status of items on April and May omnibus and CIRI motion (.1). E-file and serve re-notices of 4th & 5th omnibus objections to claims, including drafting affidavit of service Email exchange with Nova George regarding the COS for the 2nd Motion to Deem Claims Paid Review Notice of adj hearing regarding claim objection Email exchange with Salamatof counsel John Smith regarding continuation of hearing Email exchange with CIRI counsel Mike Mills regarding continuation of hearing Email exchange with ExxonMobil inhouse counsel Mark Harrison regarding continuation of hearing Review of outstanding unobjected to claims in case Review of agenda for next hearing and related materials Review of Salamatof claims Review of past CIRJ email correspondence Review of past ExxonMobil email correspondence Review of past Salamatof email correspondence Review of past Medema email correspondence Emails with Committee re coordination of todays call on claims and 4/19 hearing, and strategy re same on significant administrative claims and unsecured claims on decommissioning and Union Jibs (2); Attend conference call re same (1.0); Review of numerous emails re coordination of various matters on April and May omnibus and CIRI issues (2); Review and consider emails with client and M. Litvak re my questions on claims of CIRI against estate and basis of same, including client response re tariffs (.3). Serve revised order on 3rd omnibus objection to claims, including drafting affidavit of service for e-filing with Court Update telephone call with Committee reclaims disputes; 0.40 0.20 1.00 0.20 535.00 495.00 495.00 495.00 $214.00 $99.00 $495.00 $99.00

04/05/10 04/05/10 04/05/10 04/05/10 04/06/10

RMS RMS RMS RMS IDK

0.20 0.90 0.20 0.20 0.30

495.00 495.00 495.00 495.00 750.00

$99.00 $445.50 $99.00 $99.00 $225.00

04/06/10 04/06/10 04/06/10 04/06/10 04/06/10 04/06/10 04/06/10 04/06/10 04/06/10 04/06/10 04/06/10 04/06/10 04/06/10 04/07/10

KFF SEM JEO RMS RMS RMS RMS RMS RMS RMS RMS RMS RMS IDK

0.60 0.10 0.40 0.20 0,20 0.20 0.90 0.40 0.10 0.10 0.10 0.10 0.10 1.70

225.00 525.00 535.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 750.00

$135.00 $52.50 $214.00 $99.00 $99.00 $99.00 $445.50 $198.00 $49.50 $49.50 $49.50 $49.50 $49.50 $1,275.00

04/07/10

KFF

0.50

225.00

$112.50

04/07/10

MBL

1.00

550.00

$550.00

Invoice number 89087

68773

00002

Page 6

follow up with client re same. 04/07/10 04/07/10 04/07/10 04/07/10 04/07/10 04/07/10 04/07/10 04/07/10 04/07/10 RMS RMS RMS RMS RMS RMS RMS RMS RMS Telephone conference with G Tywoniuk regarding scheduling claims call Telephone conference with G Tywoniuk regarding ExxonMobil administrative claim Email exchange with G Tywoniuk regarding CIRI and review of related materials Review of email from CIRIs counsel regarding continuing hearing on administrative claim Email to M Litvak regarding CIRI continuing hearing on administrative claim Review of email from ExxonMobils inhouse counsel regarding continuing hearing on administrative claim Email to M Litvak regarding ExxonMobil continuing hearing on administrative claim Follow up email to Salamatofs counsel regarding continuing hearing on administrative claim Review of email from M Litvak regarding including CIRI and Salamatof administrative claims in motion to deem paid Email G Tywoniuk regarding M Litvaks suggestion to include CIRI and Salamatof administrative claims in motion to deem paid Email exchange with Salamatofs counsel regarding continuing hearing on administrative claim, and forwarding emails to G Tywoniuk and Delaware office (for reflection in agenda) Email exchange with ExxonMobils inhouse attorney regarding potential settlement of administrative claim and review of related materials and forwarding emails to Tywoniuk and M Litvak to keep them updated on developments Email exchange with G Tywoniuk regarding status of claims Email to M Litvak regarding G Tywoniuks update regarding status of claims Email exchange with M Litvak regarding hearing continuances received from CIRJ, Salamatof, ExxonMobil and Medema Emails with Committee and M. Litvak re Committee follow up questions on claims strategy and database (.2); Review briefly emails re communications with AK counsel, others re AK claim objection and CIRI and others (.1). Email exchange with Max Litvak regarding claims status Getting an updated list of the status of the claims to share with the Committee Follow up re Alaska tax issues. Telephone conference with M Harrison, inhouse counsel of ExxonMobil, regarding administrative claims Call to G Tywoniuk regarding administrative claims 0.10 0.20 0.30 0.10 0.10 0.10 0.10 0.10 0.10 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 $49.50 $99.00 $148.50 $49.50 $49.50 $49.50 $49.50 $49.50 $49.50

04/07/10

RMS

0.10

495.00

$49.50

04/07/10

RMS

0.20

495.00

$99.00

04/07/10

RMS

0.50

495.00

$247.50

04/07/10 04/07/10 04/08/10

RMS RMS RMS

0.20 0.10 0.20

495.00 495.00 495.00

$99.00 $49.50 $99.00

04/08/10

IDK

0.30

750.00

$225.00

04/08/10 04/08/10 04/08/10 04/08/10 04/08/10

SEM SEM MBL R.MS RMS

0.10 0.10 0.30 0.20 0.10

525.00 525.00 550.00 495.00 495.00

$52.50 $52.50 $165.00 $99.00 $49.50

Invoice number 89087


04/08/10 04/08/10 04/08/10 04/08/10 04/08/10 04/09/10 04/09/10 04/10/10 04/12/10 04/12/10 RJvIS RIvIS RMS RJvIS RMS KFF SEM SEM IDK SEM

68773

00002

Page 7
0.50 0.20 0.50 0.20 0.40 0.50 0.10 0.20 0.20 0.60 495.00 495.00 495.00 495.00 495.00 225.00 525.00 525.00 750.00 525.00 $247.50 $99.00 $247.50 $99.00 $198.00 $112.50 $52.50 $105.00 $150.00 $315.00

Telephone conference with G Tywoniuk regarding unobjected to claims and slip and fall lawsuit Telephone conference with S McFarland regarding unobjected to claims (after call with G Tywoniuk) Drafted detailed email to G Tywoniuk regarding unobjected to claims Email exchange with K Knownes of Omni regarding ExxonMobils claims Review of service lists received from K Nownes of Omni and Schedules, etc. regarding service on ExxonMobil Draft Notice of Submission of Claims for 5th omnibus objection to claims Email communications with Nova George re the updated list of claims and the status of each Attn to getting up to date charts of the status of claims Emails with client, R. Saunders re Madema settlement agreement language (.2). Review list of claims noted as not having been objected to and identify for OMNI the ones to which the Debtor Agrees Review the comprehensive list of claims and their status Review list of claims received from OMNI re their status and email to Myra Kulick regarding printing same Email communications with Katie Knownes regarding chart of claims showing their status Email communicaiton with Katie Knownes regarding the agreed to claims and noting the agreement on the claims register Email communications with Katherine Piper regarding the agenda and the chart re the status of claims Email exchange with Katie Knownes regarding timing of the reports Review of proposed settlement stipulation with Medema and revision for comments Drafting order for Medema settlement including review of example of order entered in case Email revised Medema settlement stipulation and draft order to G Tywoniuk and J Kuritz for their review Consider issues and admin claims by CIPL vs PEAO (.2); Email to client and M. Litvak re same (.2); Emails with attorneys re communications from Marathon re possible withdrawal of its admin claims and other issues (.1). Telephone conference with client and Rob Saunders regarding the remaining open claims items Responding to Marathons counsel regarding the questions on the Wrong Debtor motion Email exchange with Katie Knownes regarding the status of the claims chart Email transmitting the claims chart to Jennifer Kuritz and Gerry Tywoniuk

04/12/10 04/12/10 04/12/10 04/12/10

SEM SEM SEM SEM

0.20 0.20 0.10 0.30

525.00 525.00 525.00 525.00

$105.00 $105.00 $52.50 $157.50

04/12/10 04/12/10 04/12/10 04/12/10 04/12/10 04/13/10

SEM SEM RMS RMS RMS IDK

0.10 0.10 1.40 0.40 0.10 0.50

525.00 525.00 495.00 495.00 495.00 750.00

$52.50 $52.50 $693.00 $198.00 $49.50 $375.00

04/13/10 04/13/10 04/13/10 04/13/10

SEM SEM SEM SEM

0.80 0.10 0.10 0.10

525.00 525.00 525.00 525.00

$420.00 $52.50 $52.50 $52.50

Invoice number 89087


04/13/10 04/13/10 04/13/10 04/13/10 04/13/10 SEM SEM SEM SEM SEM

68773 00002 0.10 0.10 0.10 0.10 0.30 525.00 525.00 525.00 525.00 525.00

Page 8
$52.50 $52.50 $52.50 $52.50 $157.50

Email communications with Rob Saunders regarding the claims chart Email communications with OMNI regarding the list of claims remaining unresolved Email communications with claim team re list of unresolved and unobjected to claims Email Exchange with Katie Nownes regarding the status of Claim no. 74 Continued review of list of status of claims and email communications with Katie Nownes regarding issues with same Email communications wth Max Litvak regarding Marathons claim issues Review changes to scheudles(. I );Email to Max Litvak re same(. 1) Email exchange with G Tywoniuk regarding Medema stipulation Emails to J Seimers regarding Medema stipulation and order Email exchange with S McFarland regarding Marathon and other claims Conference call with G Tywoniuk, J Kuritz and S McFarland regarding preparation of objections to remaining claims Review of claims (Rosecrans, General Petroleum, ExxonMobil, CIRI, Salamatof, Kreielsheimer and Marathon fuel gas setoff) in preparation for client conference call Revision of draft stipulation with Medema Review emails briefly from Marathon, others re Marathon withdrawal of admin claims (.2); Emails with client, M. Litvak re answers to my issues re admin claim of CIPL (.2); Telephone conference with M. Litvak re Marathon withdrawal of admin claim, Union Oil status, how oral argument will proceed (.2); Emails with Committee attorneys and M. Litvak re todays call with Committee (.2). Emails Max B. Litvak, telephone conference and email Mangan regarding Marathon claim withdrawal. Email comminications with Katie Nownes regarding claim no. 74 Email exchange with James ONeill re due date of replies Email exchange with Max Litvak and James Hunter ere Marathons non-admin claims Responding to Rob Saunders request re 3rd Omni and Medema Responding to Kevin Mangans request for a draft of the order on the 3rd omnibus Review chart of unresolved claims and email to client and Katherine Piper re same Review order on 2nd Motion to Deem Claims Paid and email communicaitons with James ONeill re same

04/13/10 04/13/10 04/13/10 04/13/10 04/13/10 04/13/10

SEM SEM RMS RMS RMS RMS

0.10 0.20 0.10 0.30 0.20 0.80

525.00 525.00 495.00 495.00 495.00 495.00

$52.50 $105.00 $49.50 $148.50 $99.00 $396.00

04/13/10

RMS

1.70

495.00

$841.50

04/13/10 04/14/10

RMS IDK

0.10 0.80

495.00 750.00

$49.50 $600.00

04/14/10 04/14/10 04/14/10 04/14/10 04/14/10 04/14/10 04/14/10 04/14/10

JKH SEM SEM SEM SEM SEM SEM SEM

0.40 0.10 0.10 0.10 0.20 0.10 0.20 0.10

650.00 525.00 525.00 525.00 525.00 525.00 525.00 525.00

$260.00 $52.50 $52.50 $52.50 $105.00 $52.50 $105.00 $52.50

Invoice number 89087


04/14/10 04/14/10 04/14/10 04/14/10 04/14/10 MBL MBL MBL JEO RMS

68773 00002 0.30 0.50 0.20 0.40 3.10 550.00 550.00 550.00 535.00 495.00

Page 9
$165.00 $275.00 $110.00 $214.00 $1,534.50

Review CIPL reply. Review Union reply. Telephone call with Committee counsel re claims issues. Review status of claim objections and email exchange with Scotta McFarland regarding same Review and analysis of Union response to Debtors objection to administrative claim, including review of Debtors objection and case law cited by Union Email exchange with John Siemers regarding continuation of hearing on Medemas administrative claim Emails to client and others at firm regarding Medema Telephone conference with Rob Saunders re Rosecrans Energy claims(. ]);Review Rosecrans Energy Claims in prep for call with Gerry Tywoniuk(.2) Email to Max Litvak regarding the 3rd Motion to Deem Claims Paid Telephone conference with attorney for Marathon re Marathon claim Email exchange with Rob Saunders re stip with Medema Email exchange with M Litvak regarding preparation for hearing on objection to Union administrative claim and Unions filed response Review of outstanding claims Research on Westlaw for chart regarding Union response to objection to administrative claims Email exchange with G Tywoniuk regarding unobjected claims Email exchange with S McFarland and G Tywoniuk regarding Rosecrans Email exchange with ExxonMobil inhouse counsel Mark Harrison Review of voice mail and sent email to John Siemers, Medemas counsel, regarding stipulation Email exchange with K Nownes of Omni regarding ExxonMobil Telephone conference with S McFarland regarding Rosecrans Telephone conference with J Hunter regarding Union response Review of voice mail from J Seimers regarding Medema stipulation Drafting memorandum to M Litvak regarding Union response to objection to administrative claim Drafted detailed chart for M Litvak with point-by-point response to Unions case citations in its response to objection to administrative claim, including review of relevant case law while drafting. Emails from, to Robert M. Saunders regarding New Alaska deposit, review settlement documents regarding same. Analyze Union reply, research cases.

04/14/10 04/14/10 04/15/10

RMS RMS SEM

0.20 0.10 0.30

495.00 495.00 525.00

$99.00 $49.50 $157.50

04/15/10 04/15/10 04/15/10 04/15/10

SEM SEM SEM RMS

0.10 0.10 0.10 0.20

525.00 525.00 525.00 495.00

$52.50 $52.50 $52.50 $99.00

04/15/10 04115110 04/15/10 04/15/10 04/15/10 04/15/10 04/15/10 04/15/10 04/15/10 04/15/10 04/15/10 04/15/10

RMS RMS RMS RMS RMS RMS RMS RMS RMS RMS RMS RMS

0.50 0.90 0.20 0.30 0.30 0.20 0.20 0.20 0.20 0.10 1.00 7.80

495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00

$247.50 $445.50 $99.00 $148.50 $148.50 $99.00 $99.00 $99.00 $99.00 $49.50 $495.00 $3,861.00

04/16/10 04/16/10

JKH JKH

0.20 1.70

650.00 650.00

$130.00 $1,105.00

Invoice number 89087


04/16/10 KKY

68773

00002

Page 10
0.30 215.00 $64.50

Draft (.1), file (.1), and prepare for filing (.1) certification of no objection re 2nd motion deeming certain claims satisfied Revision of Medema stipulation Saved Scott Seamons write up for lender payment motion to DocsOpen Telephone conference with J Seimers regarding Medema stipulation Review of Medema unsecured amount for stipulation Email to G Tywoniuk and J Kurtiz regarding status of Medema stipulation Review of breakdown provided by G Tywoniuk regarding ExxonMobil claim (0.3) and related email exchange with U Tywoniuk (0.2) Email exchange with ExxonMobils inhouse counsel Mark Harrison regarding settlement of claims Further review, research Union response and Robert M. Saunders memorandum and email Max B. Litvak regarding comments on response. Telephone conference and e-mail with M. Litvak re result of hearing today on claims and next steps (3); Emails with Zolfo re same (2). eview order on 2nd Motion to Deem Claims Paid and email to Katie Nownes and James ONeill re servuce same Review of relevant material for todays hearing (0.7) and related email exchange with M Litvak and L Forrester (0.2) Serve [signed] order re 2nd motion deeming certain claims satisfied Draft (.1), file (.1), and prepare for filing (.1) certificate of service for [signed] order re 2nd motion deeming certain claims satisfied Email exchange with Jennifer Kuritz and Rob Saunders regarding the claim of Jack Coughlan Email exchange with Nova George re service of the 2nd Order to Deem Claims Paid Verifying correct service of ORRI Claimants Follow-up with OMNI re service of 2nd Order deeming cliams paid Email communications with Rob Saunders regardings issues with ORRI holdiers Email exchange with G Tywoniuk and S McFarland regarding scheduling tomorrows call regarding unobjected claims Conference call with client and Rob Saunders to discuss outstanding claims objections and motions re payments to lenders (1 participated because I am responsible for many of the claims objections) Conference call with G Tywoniuk, J Kuritz and S McFarland regarding unobjected claims Email exchange with G Tywoniuk regarding unobjected

04/16/10 04/16/10 04/16/10 04/16/10 04/16/10 04/16/10

RMS RMS RMS RMS RMS RMS

0.10 0.10 0.10 0.20 0.20 0.50

495.00 495.00 495.00 495.00 495.00 495.00

$49.50 $49.50 $49.50 $99.00 $99.00 $247.50

04/16/10 04/17/10

RMS JKH

0.20 2.40

495.00 650.00

$99.00 $1,560.00

04/19/10

IDK

0.50

750.00

$375.00

04/19/10 04/19/10

SEM RMS

0.10 0.90

525.00 495.00

$52.50 $445.50

04/20/10 04/20/10

KKY KKY

0.10 0.30

215.00 215.00

$21.50 $64.50

04/20/10 04/20/10 04/20/10 04/20/10 04/20/10 04/20/10

SEM SEM SEM SEM SEM RMS

0.10 0.10 0.10 0.10 0.10 0.10

525.00 525.00 525.00 525.00 525.00 495.00

$52.50 $52.50 $52.50 $52.50 $52.50 $49.50

04/21/10

SEM

0.60

525.00

$315.00

04/21/10 04/21/10

RMS RMS

1.00 0.20

495.00 495.00

$495.00 $99.00

Invoice number 89087


claims 04/21/10 04/22/10 04/22/10 RMS RMS RMS

68773

00002

Page 11

Emails to M Litvak regarding unobjected claims Email exchange with G Tywoniuk regarding Kreielsheimer Remainder Foundation Email exchange with Erin Eliaasen, counsel to Kreielsheimer Remainder Foundation regarding her drafting stipulation Email ECF notice of letter filed by CIPL to J Hunter Emails from Robert M. Saunders regarding, review Rosecrans proofs of claim. File (.1) and prepare for filing (.1) affidavit of service for [signed] order approving 2nd motion deeming certain claims satisfied Email exchange with Rob Saunders resetting up conference call to discuss remainder of claims Email exchange with M Harrison, in house counsel to ExxonMobil requesting update on settlement Email exchange with Medemas counsel J Seimers regarding settlement Email exchange with G Tywoniuk regarding remaining unobjected to claims (0.1) and review of his list (0.1) Email exchange with J Hunter regarding scheduling call on Rosecrans claims Email exchange with S McFarland regarding Rosecrans claims call Email exchange with M Litvak and S McFarland regarding U Twoniuks list of remaining claims and scheduling Monday call Drafting the 3rd Motion to Deem Claims Satisfied Prepare Exhibit A to 3rd Motion to Deem Claims Satisfied Emails to Max Litvak regarding the 3rd Motion to Deem Claims Satisfied Scheduling claims call for Monday with M Litvak and S McFarland Conference call Max B. Litvak, Scotta E. McFarland, Robert M. Saunders regarding handling of remaining claims. Email communications with Max Litvak regarding the 3rd Motion to Deem Claims Satisfied Email exchange with Jennifer Kuritz re deposit being held by landlord Review status of various claims(.2);Email exchange with Katie Nownes re same Revise Exhibit A to 3rd Motion to Deem Claims paid Preparing Exhibit B to 3rd Mtoion to Deem Claims Paid Revise 3rd Motion to Deem Claims Paid Telephone conference with Rob Saunders and Jim Hunter regarding status of various claims objections Email exchange with Max Litvak regarding the Exhibit B to the 3rd Motion to Deem Claims Paid

0.10 0.20 0.20

495.00 495.00 495.00

$49.50 $99.00 $99.00

04/22/10 04/23/10 04/23/10

RMS JKH KKY

0.10 0.30 0.20

495.00 650.00 215.00

$49.50 $195.00 $43.00

04/23/10 04/23/10 04/23/10 04/23/10 04/23/10 04/23/10 04/23/10

SEM RMS RMS RMS RMS RMS RMS

0.10 0.20 0.20 0.20 0.20 0.10 0.20

525.00 495.00 495.00 495.00 495.00 495.00 495.00

$52.50 $99.00 $99.00 $99.00 $99.00 $49.50 $99.00

04/25/10 04/25/10 04/25/10 04/25/10 04/26/10

SEM SEM SEM RMS JKH

0.80 0.30 0.10 0.10 0.40

525.00 525.00 525.00 495.00 650.00

$420.00 $157.50 $52.50 $49.50 $260.00

04/26/10 04/26/10 04/26/10 04/26/10 04/26/10 04/26/10 04/26/10 04/26/10

SEM SEM SEM SEM SEM SEM SEM SEM

0.20 0.10 0.30 0.20 0.40 0.50 0.50 0.10

525.00 525.00 525.00 525.00 525.00 525.00 525.00 525.00

$105.00 $52.50 $157.50 $105.00 $210.00 $262.50 $262.50 $52.50

Invoice number 89087


04/26/10 04/26/10 04/26/10 04/26/10 04/26/10 04/26/10 04/26/10 04/27/10 04/27/10 04/27/10 04/27/10 MBL MBL RMS RMS RMS RMS RMS JKH KKY KKY SEM

68773 00002 0.80 0.80 0.50 0.30 0.10 0.20 0.30 0.10 0.40 0.30 0.50 550.00 550.00 495.00 495.00 495.00 495.00 495.00 650.00 215.00 215.00 525.00

Page 12
$440.00 $440.00 $247.50 $148.50 $49.50 $99.00 $148.50 $65.00 $86.00 $64.50 $262.50

Revise exhibits to motion to deem claims paid; review motion. Emails/calls with team re pending claims issues. Conference call on unobjected to claims with M Litvak, J Hunter and S McFarland Email exchange with M Litvak regarding unobjected to claims, including list of certain claims and status Email exchange with J Kuritz regarding royalty escrow order Review of royalty escrow order Began write up of email to M Litvak regarding report on CIPL call Emails from, to Robert M. Saunders, Nownes regarding Marathon, Occidental claims. File (.1), serve (.1), and prepare for filing and service (.2) 3rd motion to deem certain claims satisfied Draft (.1), file (.1), and prepare for filing (.1) certificate of service for 3rd motion to deem certain claims satisfied Finalize Third Motion to Deem Claims Satisfied(.1);Prepare for filing and service(.3);Coordinate filing and service with DE office and with Omni(. 1) Obtaining copies of claims requested by Max Litvak Emails with team re claims issues. Email exchanges with J Carignan (Committee counsel) and I Kharasch regarding royalties Telephone conferences with J Hunter regarding Rosecrans Email exchange with Kreielsheimers attorney Erin Eliasen regarding her drafting stipulation Email exchange with S McFarland, J Hunter, G Tywoniuk and M Litvak regarding Marathons unsecured claims Telephone conferences with Parker and Kuritz regarding Rosecrans proofs of claims (.4); review emails from Parker and Kuritz regarding same (.8); review Occidental claim (.1). Telephone conference with Jennifer Kuritz and Gerry Tywoniuk regarding Alaskas admin claim and status of other claim issues Email communications with Max Litvak re Alaska admin claim Review e-mails with Alaska counsel, and others, re our claims objection re same and motion re payment. Correspondence re pending claim issues; Committee inquiries. Email J Seimers (Medemas counsel) for update on stipulation Email M Harrison (ExxonMobils inhouse counsel) regarding settlement Review of stipulation proposed by Kreielsheimers attorney E Eliasen and email to her with comments

04/27/10 04/27/10 04/27/10 04/27/10 04/27/10 04/27/10 04/28/10

SEM MBL RMS RMS RMS RMS JKH

0.10 0.20 0.20 0.40 0.20 0.20 1.30

525.00 550.00 495.00 495.00 495.00 495.00 650.00

$52.50 $110.00 $99.00 $198.00 $99.00 $99.00 $845.00

04/29/10

SEM

0.50

525.00

$262.50

04/29/10 04/30/10 04/30/10 04/30/10 04/30/10 04/30/10

SEM IDK MBL RMS RMS RMS

0.10 0.20 0.30 0.10 0.10 0.40

525.00 750.00 550.00 495.00 495.00 495.00

$52.50 $150.00 $165.00 $49.50 $49.50 $198.00

Invoice number 89087

68773 00002

Page 13

Task Code Total

78.00

$40,351.50

Compensation Prof. 1B1601 Revise February Fee Application; coordinate posting, filing and service of same. Prepare PSZ&Js February fee application fore-filing and service, including drafting Notice and Affidavit of Service Draft certification of no objection for PSZ&Js February fees E-file certification of no objection for PSZ&Js January fees Draft March 2010 fee application Review and update January Fee Application. Review fee auditors report re 3rd Interim Fee App Update spreadsheet with amounts in preparation of the 3rd Quarterly Fee Application. Review and update 3rd Quarterly Fee Application. Gathering information for the response to the fee auditor report on PSZ&J 3rd interim fee app Follow-up with Ira Kharasch re the status of PSZ&Js 4th Interim Fee App Email exchange with Jamie ONeill and Karma Yee re transcripts of hearings questioned by Fee Auditor Review and consider fee auditor report on PSZ&Js 3rd Interim Fee App Determine what inforamtion is needed for a response to the fee auditor and email Ira Kharasch, Max Litvak, James ONeill, Rob Saunders and Jim Hunter and secretaries re same Edit March Fee Application; coordinate posting, filing and service of same. Edit 4th Quarterly Fee Application; coordinate filing and service of same. Draft (1), file (.1), and prepare for filing (.1) certificate of service for 4th quarterly fee app of PSZ&J for 11/09 through 2/10 File (.1), serve (.1), and prepare for filing and service (2) 13th fee app of PSZ&J for 3/10 File (.1), serve (.1), and prepare for filing and service (2) 4th quarterly fee app of PSZ&J for 11/09 through 2/10 Draft (.1), file (.1), and prepare for filing (.1) certificate of service for 13th fee app of PSZ&J for 3/10 Review of email with list of time entries questioned by fee auditor from S McFarland Consider status of information for response to fee auditor and email exchagne with Alexa Parnell re an extension Email communication with Ira Kharasch re response to fee 0.20 0.90 0.50 0.50 3.20 0.50 0.20 0.60 0.60 0.10 0.10 0.10 0.40 1.00 205.00 225.00 225.00 225.00 475.00 205.00 525.00 205.00 205.00 525.00 525.00 525.00 525.00 525.00 $41.00 $202.50 $112.50 $112.50 $1,520.00 $102.50 $105.00 $123.00 $123.00 $52.50 $52.50 $52.50 $210.00 $525.00

04/01/10 04/01/10 04/02/10 04/09/10 04/16/10 04/19/10 04/19/10 04/20/10 04/20/10 04/21/10 04/22/10 04/22/10 04/22/10 04/22/10

CAK KFF KFF KFF WLR CAK SEM CAK CAK SEM SEM SEM SEM SEM

04/26/10 04/26/10 04/26/10

CAK CAK KKY

0.20 0.20 0.30

205.00 205.00 215.00

$41.00 $41.00 $64.50

04/26/10 04/26/10 04/26/10 04/26/10 04/26/10 04/27/10

KKY KKY KKY RIVIS SEM SEM

0.40 0.40 0.30 0.20 0.10 0.10

215.00 215.00 215.00 495.00 525.00 525.00

$86.00 $86.00 $64.50 $99.00 $52.50 $52.50

Invoice number 89087

68773 00002

Page 14

auditor issues with 3rd Interim Fee App 04/27/10 SEM 04/28/10 SEM Email exchange with Gini Downing re responses to fee auditor Email to Shawn quinlivan regarding prep of the response to the fee auditor report 0.10 0.10 525.00 525.00 $52.50 $52.50

Task Code Total

11.30

$4,026.50

Comp. of Prof./Others 02/23/10 KFF Prepare Schullys third quarterly fee application for filing and service, including drafting Notice and affidavit of service Draft certification no objection for Schullys December fees Prepare Rutans February fee application fore-filing and service, including drafting Notice and Affidavit of Service Draft certification of no objection for Rutans February fees Responding to Kathe Finlayson regarding objections to Schully fees Draft exhibit chart for Notice for 3rd quarter fees Email communications with Mark Clemans re need to file fee app for termination fee E-file certification of no objection for Schullys January fees Prepare Schullys February fee application fore-filing and service, including drafting Notice and Affidavit of Service Email exchange with Brandy Sargent re stip re retainer(. ]);Prepare stip re retainer for filing and email to Kathe Finlayson re same (.1) Work on Schully Roberts Feb fee application Draft certification of no objection for Schullys February fees Prepare Zolfos January fee statement fore-filing and service, including drafting affidavit of service Email communications with Kathe Finlayson, Lynn Wolf and Jesse DelConte regarind fee apps and fee statements Draft exhibit chart for professionals fees and expenses for third quarter Email exchange with James ONeill re 4th Interim Fee Apps Review docket for 4th interim fee apps (.2);Email to Debtors professionals re same(. 1) Handle getting Rutan fee app filed and served File (.1), serve (.1), and prepare for filing and service (.2) 4th quarterly fee app of Rutan & Tucker for 12/09 through 2/10 File (.1), serve (.1), and prepare for filing and service (.2) 0.90 225.00 $202.50

02/23/10 04/01/10 04/02/10 04/06/10 04/08/10 04/08/10 04/09/10 04/09/10 04/09/10

KFF KFF KFF SEM KFF SEM KFF KFF SEM

0.50 0.90 0.50 0.10 1.40 0.10 0.50 0.90 0.20

225.00 225.00 225.00 525.00 225.00 525.00 225.00 225.00 525.00

$112.50 $202.50 $112.50 $52.50 $315.00 $52.50 $112.50 $202.50 $105.00

04/09/10 04/10/10 04/12/10 04/12/10 04/13/10 04/19/10 04/19/10 04/21/10 04/22/10

JEO KFF KFF SEM KFF SEM SEM SEM KKY

0.20 0.50 0.70 0.10 0.60 0.10 0.30 0.10 0.40

535.00 225.00 225.00 525.00 225.00 525.00 525.00 525.00 215.00

$107.00 $112.50 $157.50 $52.50 $135.00 $52.50 $157.50 $52.50 $86.00

04/22/10

KKY

0.40

215.00

$86.00

Invoice number 89087

68773 00002

Page 15

4th quarterly fee app of Schully Roberts for 12/09 through 2/10 04/22/10 KKY Draft (.1), file (.1), and prepare for filing (.1) certificate of service for 4th quarterly fee app of Rutan & Tucker for 12/09 through 2/10 Draft (.1), file (.1), and prepare for filing (.1) certificate of service for 4th quarterly fee app of Schully Roberts for 12/09 through 2/10 Review quarterly fee application for Schully Roberts Review quarterly fee application for Rutan Dealing with getting fee apps Rutan and statement for Zolfo filed and served File (.1), serve (.1), and prepare for filing and service (2) 13th fee app of Rutan & Tucker for 3/10 File (.1), serve (.1), and prepare for filing and service (2) staffing report of Zolfo for 2/10 Draft (.1), file (.1), and prepare for filing (.1) certificate of service for 13th fee app of Rutan & Tucker for 3/10 Draft (.1), file (.1), and prepare for filing (.1) certificate of service for staffing report of Zolfo for 2/10 Review monthly fee application for Rutan & Tucker Review Zolfo Cooper fee application Prepare for filing and service 2nd quarterly fee app of Loeb & Loeb for 12/09-2/10 0.30 215.00 $64.50

04/22/10

KKY

0.30

215.00

$64.50

04/22/10 04/22/10 04/23/10 04/26/10 04/26/10 04/26/10 04/26/10 04/26/10 04/26/10 04/28/10

JEO JEO SEM KKY KKY KKY KKY JEO JEO KKY

0.20 0.20 0.10 0.40 0.40 0.30 0.30 0.20 0.20 0.20

535.00 535.00 525.00 215.00 215.00 215.00 215.00 535.00 535.00 215.00

$107.00 $107.00 $52.50 $86.00 $86.00 $64.50 $64.50 $107.00 $107.00 $43.00

Task Code Total

12.50

Disposition of Collateral 03/19/10 03/22/10 04/01/10 LAF LAF IDK Locate AK statute. Citecheck & edit pleading. Categorize January time for client re fees relating to lenders collateral realization as well as some February time (.6); E-mails with client re status of getting feedback from Committee re distribution proceeds to lenders (3); E-mails with Committee re same and need for call (3). E-mails and telephone conference with Committee counsel re issues re distribution of proceeds to lenders and rescheduling call re same. Emails with Committee counsel re issues and concerns of Committee in turning over certain proceeds to lenders, including questions re insurance premium refund. Emails and telephone conference with R. Saunders re lenders and turnover of proceeds of collateral. Voicemail to I Kharasch regarding J Aron retained rights Email exchange with I Kharasch regarding lender payment motion Review of materials relevant to drafting lender payment motion 0.30 3.50 1.20 250.00 250.00 750.00 $75.00 $875.00 $900.00

04/02/10

IDK

0.40

750.00

$300.00

04/05/10

IDK

0.40

750.00

$300.00

04/07/10 04/07/10 04/07/10 04/07/10

IDK RMS RMS RMS

0.20 0.10 0.10 4.50

750.00 495.00 495.00 495.00

$150.00 $49.50 $49.50 $2,227.50

Invoice number 89087


04/08/10 IDK

68773

00002

Page 16
1.20 750.00 $900.00

Memo to client re January fees re lenders collateral and backup for same (3); Telephone conference and email with Committee re their fees re same (2); Telephone conference and emails with R. Saunders re need for motion to turnover proceeds from lenders collateral, and basis for same (4); Further emails with R. Saunders re results of his contacts with lenders for their feedback re same and clients list of proceeds collected (3). Telephone conference with I Kharasch regarding lender payment motion Telephone conference with K Grant regarding lender payment motion Voice mail to (0.1) and telephone conference with (0.2) S Seamon regarding lender payment motion Email exchange throughout day with I Kharasch regarding lender payment motion Email exchange with G Tywoniuk regarding lender payment motion Email exchange with S Seamon regarding lender payment motion and review of prior email from S Glusky Email exchange with K Grant regarding lender payment motion Email exchange with S Quinlivan regarding lender payment motion Additional email to K Grant and S Seamon regarding lender payment motion Email exchange with S McFarland regarding Stoel Rives returned retainer Review of payment sources for lenders payment motion and related materials Drafted detailed email to G Tywoniuk regarding payment sources for lender payment motion Review docket per R. Saunders request and forward sale order re Beta Assets and DIP Financing orders Email exchange with S Quinlivan regarding his review of documents related to lender payment motion Search defined terms from sale order and financing orders per R. Saunders request Review of materials for lender payment motion including docket items and agreements Emails from, to Max B. Litvak regarding preparation for hearing on Union adversary. Review of materials for lender payment motion Review inquiry from counsel for Westchester Fire Insurance Co. and research status Respond to Westchester regarding status of approvals Emails with R. Saunders re motion to transfer proceeds to lenders and legal issues re same (2). Emails with attorneys re need to abandon CIPL stock. Legal research on Westlaw for lender payment motion Email exchange with M Litvak regarding motion to

04/08/10 04/08/10 04/08/10 04/08/10 04/08/10 04/08/10 04/08/10 04/08/10 04/08/10 04/08/10 04/08/10 04/08/10 04/08/10 04/09/10 04/09/10 04/11/10 04/12/10 04/12/10 04/14/10 04/14/10 04/14/10 04/14/10 04/14/10 04/14/10

RMS RMS RMS RMS RMS RMS RMS RMS RMS RMS RMS RMS SAQ RMS SAQ RMS JKH RMS JEO JEO IDK IDK RMS RMS

0.50 0.20 0.30 0.50 0.40 0.30 0.20 0.30 0.20 0.20 3.90 0.80 0.40 0.50 3.70 2.20 0.10 2.80 0.40 0.20 0.20 0.10 0.20 0.20

495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 225.00 495.00 225.00 495.00 650.00 495.00 535.00 535.00 750.00 750.00 495.00 495.00

$247.50 $99.00 $148.50 $247.50 $198.00 $148.50 $99.00 $148.50 $99.00 $99.00 $1,930.50 $396.00 $90.00 $247.50 $832.50 $1,089.00 $65.00 $1,386.00 $214.00 $107.00 $150.00 $75.00 $99.00 $99.00

Invoice number 89087

68773 00002

Page 17

abandon CIPL stock 04/14/10 04/14/10 04/14/10 04/15/10 04/15/10 04/15/10 04/15/10 04/15/10 04/16/10 RMS RMS RMS IDK RMS RMS RMS RMS IDK Email exchange with 0 Tywoniuk regarding CIPL stock Email exchange with I Kharasch regarding lender payment motion Review of relevant materials (docket items and precedent in other cases) for preparing lender payment motion Emails with R. Saunders, lenders re language for motion re turnover of proceeds (.1). Email exchange with M Litvak regarding Apr 26 call on CIPL Telephone conference with G Tywoniuk regarding abandonment of CIPL stock Review of Bingham write up for lender payment motion (0.3) and related email exchange with Scott Seamon Email exchange with I Scharf regarding Flying J case (payment to lenders) Telephone conferences with M. Litvak re Union litigation and hearing on 4/19 and strategy, and consider (.2); Emails R. Saunders re NAE and turnover to lenders (.2). Drafting detailed email memorandum setting forth discussion section of lenders payment memorandum sent to I Kharasch and M Litvak Email exchange with J Hunter regarding disposition of NAE deposit Review of collateral spreadsheet and related underlying docket items Email exchange with G Tywoniuk regarding collateral spreadsheet Email exchange with M Litvak regarding CIE holding royalties pending distribution to royalty owners for disposition of escrow fund Review summary judgement filings in Union adversary; prepare for hearing. Review of royalties amounts with G Tywoniuk (via email exchange) Telephone conference with client and M. Litvak re issue on Union litigation with lenders and impact of lenders are successful, and consider (3); Email client re NAE motion (.1). Drafting lender payment motion including review of relevant materials Emails with R. Saunders re clients request to include Polytec deposit in turnover motion to lenders, and background re same resolution and confirmation deal with Polytec (.4); Numerous emails with NAE, client, and accounting re splitting up the NAE deposit in our firms trust account between NAE and client and coordinating wire transfer, and deal with issue of accrued interest (.4). Serve [signed] order resolving NAE adversary proceeding Draft (.1), file (.1), and prepare for filing (.1) certificate of service for [signed] order resolving NAE adversary proceeding 0.20 0.20 2.70 0.10 0.10 0.30 0.40 0.20 0.40 495.00 495.00 495.00 750.00 495.00 495.00 495.00 495.00 750.00 $99.00 $99.00 $1,336.50 $75.00 $49.50 $148.50 $198.00 $99.00 $300.00

04/16/10

RMS

2.10

495.00

$1,039.50

04/16/10 04/16/10 04/16/10 04/16/10

RMS RMS RMS RMS

0.20 1.20 0.20 0.20

495.00 495.00 495.00 495.00

$99.00 $594.00 $99.00 $99.00

04/18/10 04/18/10 04/19/10

MBL RMS IDK

1.50 0.50 0.40

550.00 495.00 750.00

$825.00 $247.50 $300.00

04/19/10 04/20/10

RMS IDK

3.90 0.80

495.00 750.00

$1,930.50 $600.00

04/20/10 04/20/10

KKY KKY

0.10 0.30

215.00 215.00

$21.50 $64.50

Invoice number 89087


04/20/10 04/20/10 RMS RMS

68773 00002 0.20 0.30 495.00 495.00

Page 18
$99.00 $148.50

Voicemail exchange with K Grant regarding lender payment motion and voicemail to A Meresidis Email exchange with K Knownes of Omni regarding service of notices on royalty owners and review of related materials Review of Ammadon/Catherwood bid and deposit dispute (0.4) and related email exchange with I Kharasch (0.1) Email exchange with K Grant regarding his firms write up of insert for lender payment motion Email exchange with S McFarland regarding second deemed paid motion and certain royalty owners Email exchange with S Seamon regarding lender payment motion Drafted royalty exhibit for lender payment motion Drafting lender payment motion Review of relevant materials (docket items) for lender payment motion Telephone conference and emails with R. Saunders re payment motion to lenders and Rise as initial payee and Goldman agreement re same, and his email with lenders counsel on draft motion (.4); Emails with Val re confirmation of wires re resolution of NAE dispute (.2). Preparation for drafting motion to abandon CIPL stock Voicemail exchange with S Seamon regarding lender payment motion Voicemail exchange with K Grant regarding lender payment motion Telephone conference with with Anna Meresidis of Skadden Arps regarding lender payment motion Voicemail to! Kharasch regarding lender payment motion Revision of lender payment motion Email exchange with A Meresidis regarding lender payment motion Review of relevant materials for lender payment motion Review of CIPLs reply received from J ONeill (for alleged background facts) and related materials Review of relevant materials for motion to abandon CIPL stock Drafting motion to abandon CIPL stock Review of material relevant to lender payment motion Revision of lender payment motion Reviewed voicemail from Scott Seamon regarding lender payment motion Review/comment on CIPL stock abandonment motion. Email exchange with M Litvak regarding draft motion for abandonment of CIPL stock Review of M Litvaks comments to draft CIPL stock abandonment motion Drafted and sent email to G Tywoniuk regarding draft CIPL stock abandonment motion

04/20/10 04/20/10 04/20/10 04/20/10 04/20/10 04/20/10 04/20/10 04/21/10

RMS RMS RMS RMS RMS RMS RMS IDK

0.50 0.20 0.20 0.20 0.30 0.90 1.70 0.60

495.00 495.00 495.00 495.00 495.00 495.00 495.00 750.00

$247.50 $99.00 $99.00 $99.00 $148.50 $445.50 $841.50 $450.00

04/21/10 04/21/10 04/21/10 04/21/10 04/21/10 04/21/10 04/21/10 04/21/10 04/22/10 04/22/10 04/22/10 04/22/10 04/22/10 04/22/10 04/23/10 04/23/10 04/23/10 04/23/10

RMS RMS RJvIS RMS RMS RMS RMS RMS RMS RMS RMS RMS RMS RMS MBL RMS RMS RMS

0.30 0.20 0.20 0.20 0.10 0.60 0.20 1.20 0.30 0.70 0.90 0.80 0.10 0.10 0.30 0.20 0.10 0.20

495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 550.00 495.00 495.00 495.00

$148.50 $99.00 $99.00 $99.00 $49.50 $297.00 $99.00 $594.00 $148.50 $346.50 $445.50 $396.00 $49.50 $49.50 $165.00 $99.00 $49.50 $99.00

Invoice number 89087


04/23/10 RMS

68773

00002

Page 19
0.20 495.00 $99.00

Review of Trading Bay abandonment motion regarding M Litvaks comments to draft CIPL stock abandonment motion Review of relevant material for CIPL stock abandonment motion, including docket items Drafting and revising CIPL stock abandonment motion Review of voice mail (0.1) and email exchange (0.2) with Anna Meresidis of Bingham regarding her expected comments on draft lender payment motion Email to G Tywoniuk regarding royalty escrow Review of email from A Meresidis with comments to draft lender payment motion and drafting reply email with detailed responses Email J Hunter regarding lender payment motion Email M Litvak regarding lender payment motion Revising lender payment motion Legal research on Westlaw and review of research for lender payment motion Email exchange with A Meresidis regarding lender payment motion Email exchange to J ONeill, K Makowskie and K Finlayson regarding lender pays motion to be filed and served on Friday April 30, 2010 (0. 1) and review of email from M Litvak regarding same (0.1) Review of detailed comments to draft lender payment motion received from A Meresidis and drafted detailed email in response Emails to G Tywoniuk regarding A Meresidis comments to draft lender payment motion Telephone conference with G Tywoniuk regarding preparation for conference call with CIPL regarding abandonment of CIPL stock Conference call with CIPL (Rob McMillan and James Ramsey) and G Tywoniuk regarding abandonment of CIPL stock Telephone conference with M Litvak regarding report on conference call with CIPL regarding abandonment of CIPL stock Email exchange with A Meresidis regarding lender payment motion Emails with client, others re motion to abandon CIPL stock and history for same. Email exchange with G Tywoniuk regarding abandonment of CIPL stock Email exchange with M Litvak regarding abandonment of CIPL stock Review and respond to emails from R. Saunders regarding service lists for lender payment motion Review portions of motion to distribute money to lenders and email communications with Rob Saunders re same Office conference and e-mails with R. Saunders, client re

04/23/10 04/23/10 04/23/10

RMS

1.00 1.00 0.30

495.00 495.00 495.00

$495.00 $495.00 $148.50

RMS RMS

04/23/10 04/23/10

RMS RMS

0.20 0.60

495.00 495.00

$99.00 $297.00

04/23/10 04/23/10 04/23/10 04/23/10 04/24/10 04/25/10

RMS RMS RMS RMS RMS RMS

0.10 0.10 0.30 0.30 0.10 0.20

495.00 495.00 495.00 495.00 495.00 495.00

$49.50 $49.50 $148.50 $148.50 $49.50 $99.00

04/25/10

RMS

1.60

495.00

$792.00

04/25/10 04/26/10

RMS RMS

0.10 0.10

495.00 495.00

$49.50 $49.50

04/26/10

RMS

0.50

495.00

$247.50

04/26/10

RMS

0.20

495.00

$99.00

04/26/10 04/27/10 04/27/10 04/27/10 04/28/10 04/28/10 04/28/10

RMS IDK RMS RMS KPM SEM IDK

0.10 0.20 0.40 0.20 0.30 0.10 0.40

495.00 750.00 495.00 495.00 395.00 525.00 750.00

$49.50 $150.00 $198.00 $99.00 $118.50 $52.50 $300.00

Invoice number 89087

68773

00002

Page 20

lenders proposed revisions to payment motion to lenders and deletion of section on perfection and other info needed 04/28/10 JKH Emails from, to Robert M. Saunders, Max B. Litvak regarding lender payment motion, Union adversary, New Alaska settlement (3); review Lender payment motion (.2). Conference with I Kharasch regarding lender payment motion Email exchange throughout day with G Tywoniuk regarding lender payment motion and collateral proceeds Email exchange throughout day with J Kuritz regarding lender payment motion and collateral proceeds Email exchange with M Litvak regarding lender payment motion and collateral proceeds Email exchange with J Hunter regarding lender payment motion and collateral proceeds Email exchange with S McFarland regarding lender payment motion and collateral proceeds Email exchange with A Meresidis (Silver Points counsel) regarding lender payment motion and collateral proceeds Email exchange with K Makowski regarding service list for lender payment motion Drafting AK deposit insert for lender payment motion Drafting collateral proceeds insert (describing collateral types for which there are or could be proceeds) for lender payment motion Revision of lender payment motion, and review of related material including comments from G Tywoniuk and drafts from A Meresidis (Silver Points counsel) Draft emails to Karma Yee regarding service lists for lender payment motions Emails and telephone conferences with client and R. Saunders, and emails from lenders re revised drafts of motion to payover finds to lenders, including brief review of same (.4); Emails with R. Saunders re need for Committee review and heads up (.1). Review/comment on lender payment motion. Review/comment on CIPL abandonment motion. Revision of insert for CiPL stock abandonment motion Revision of CIPL stock abandonment motion for client comments and after review Telephone conference with M Litvak regarding his comments to lender payment motion and CIPL stock abandonment motion Email exchange with G Tywoniuk regarding lender payment motion service list Email exchange with K Makowski regarding lender payment service list 0.50 650.00 $325.00

04/28/10 04/28/10 04/28/10 04/28/10 04/28/10 04/28/10 04/28/10 04/28/10 04/28/10 04/28/10

RMS RMS RMS RMS RMS RMS RMS RMS RMS RMS

0.20 0.90 0.40 0.20 0.20 0.20 0.50 0.40 0.10 2.40

495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00

$99.00 $445.50 $198.00 $99.00 $99.00 $99.00 $247.50 $198.00 $49.50 $1,188.00

04/28/10

RMS

3.10

495.00

$1,534.50

04/29/10 04/29/10

KPM IDK

0.30 0.50

395.00 750.00

$118.50 $375.00

04/29/10 04/29/10 04/29/10 04/29/10 04/29/10

MBL MBL RMS RMS RMS

0.40 0.40 0.20 2.60 0.30

550.00 550.00 495.00 495.00 495.00

$220.00 $220.00 $99.00 $1,287.00 $148.50

04/29/10 04/29/10 04/29/10

RMS RMS

0.40 0.40 1.80

495.00 495.00 495.00

$198.00 $198.00 $891.00

KM Email exchange with G Tywoniuk, Acting CEO of Pacific Energy, throughout day regarding questions about and comments to lender payment motion (for finalizing motion

Invoice number 89087

68773

00002

Page 21

to file tomorrow), including some detailed emails 04/29/10 04/29/10 04/29/10 RMS RMS RMS Email exchange with I Kharasch regarding lender payment motion Email exchange with M Litvak regarding lender payment motion Email exchange with K Yee regarding lender payment motion service list (0.4), including drafting detailed responses to her questions (0.4) and research to answer them (0.4) Email exchange with A Meresidis, counsel to Silver Point, regarding comments to lender payment motion Drafting detailed email and email exchange with J Kuritz of Pacific Energy regarding lender payment motion service list Email exchange with E Erliasen, counsel to Kreielsheimer, regarding payment amount (to be part of lender payment motion) Email exchange with F Agusti (Committee counsel) regarding lender payment motion and CIPL stock abandonment motion Revision of Exhibit A (royalty owners) to lender payment motion Revision of lender payment motion for client and lender comments and after review Prepare service list for lender payment motion E-mails with R. Saunders and Committee counsel and lenders re payment motion to lenders and last revisions and filing today (.5); E-mails with Committee, others re abandonment motion re CIPL stock (3); E-mails to Committee counsel, others re Committee new questions and problems with motion to turn over proceeds to lenders (.2). E-mails with Committee, others, re its questions on CIPL stock abandonment. Review emails, attachments regarding impact of Union adversary on payment motion and respond to same. Review service instructions and draft several service lists for special service on Lender Motion and CIPL Stock Motion Telephone conference with K Makowski regarding lender payment motion and CIPL stock abandonment motion service lists Voice mail to I Kharasch regarding lender payment motion Voice mail to K Makowski regarding service lists for lender payment motion and CIPL stock abandonment motion Review of tasks regarding service lists Email exchange with G Tywoniuk regarding filing lender payment motion Email exchange with K Makowski regarding service list for lender payment motion Email exchange with K Finlayson regarding service list for 0.20 0.20 1.20 495.00 495.00 495.00 $99.00 $99.00 $594.00

04/29/10 04/29/10

RIvIS RMS

0.30 0.40

495.00 495.00

$148.50 $198.00

04/29/10

RMS

0.20

495.00

$99.00

04/29/10

RMS

0.10

495.00

$49.50

04/29/10 04/29/10 04/29/10 04/30/10

RMS RMS KKY IDK

0.10 3.20 1.50 1.00

495.00 495.00 215.00 750.00

$49.50 $1,584.00 $322.50 $750.00

04/30/10 04/30/10 04/30/10

IDK JKH KFF

0.30 0.30 2.50

750.00 650.00 225.00

$225.00 $195.00 $562.50

04/30/10

RMS

0.30

495.00

$148.50

04/30/10 04/30/10

RMS RMS

0.10 0.10

495.00 495.00

$49.50 $49.50

04/30/10 04/30/10 04/30/10 04/30/10

RMS RMS RIVIS RMS

0.20 0.30 0.50 0.30

495.00 495.00 495.00 495.00

$99.00 $148.50 $247.50 $148.50

Invoice number 89087

68773

00002

Page 22

lender payment motion 04/30/10 04/30/10 04/30/10 04/30/10 04/30/10 04/30/10 04/30/10 04/30/10 04/30/10 RMS RMS RMS RMS RMS RMS RMS RMS RMS Email exchange with 0 Twoniuk and J Kuritz regarding services addresses Research from time to time throughout day regarding service addresses and other service related items Review of questions regarding lender payment motion received from Committee counsel K Piper Email committee questions to J Hunter Email committee questions to J ONeill Email exchange with K Piper regarding Committee questions regarding lender payment motion Review of M Litvaks email responses to K Piper regarding Committees questions regarding lender payment motion Email exchange with M Litvak regarding Committees questions regarding lender payment motion Email exchange with S McFarland regarding Committees questions regarding lender payment motion 0.50 1.00 0.10 0.10 0.10 0.30 0.10 0.20 0.20 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 495.00 $247.50 $495.00 $49.50 $49.50 $49.50 $148.50 $49.50 $99.00 $99.00

Task Code Total

99.40

$48,349.50

Financial Filings IB1I0I Prepare for filing and service monthly operating reports for March 2010 Review March 2010 monthly operating report 0.50 0.40 0.90 215.00 535.00 $107.50 $214.00 $321.50

04/28/10 KKY 04/28/10 JEO

Task Code Total

General Business Advice 1B4101 Emails with client re information needed on March fees for budget (.1); Emails with accounting and attorneys re same and review prebill for same (2); Emails with client re estimate for same but significant missing information (2). Emails with client re coordinating call on numerous general issues (.1); Telephone conference with client re list of various significant remaining issues, including disbursement of proceeds to lenders and motion re same and account in AK, automatic stay, claims and 4/19 hearing issues (7). Emails with client, M. Litvak reissue of whether to pay post-petition property taxes re AK and amounts thereto. Emails with attorneys re Westchester Fire and its bonds for San Pedro ops and transfer. Telephone conferences with CEO re general case status and his conversion to part time and new compensation package (4); Telephone conference with Committee counsel re same (1). Emails with client re next Board meeting, agenda for same, 0.50 750.00 $375.00

04/05/10

IDK

04/07/10

IDK

0.80

750.00

$600.00

04/08/10 04/14/10 04/20/10

IDK IDK IDK

0.30 0.20 0.50

750.00 750.00 750.00

$225.00 $150.00 $375.00

04/21/10

IDK

0.40

750.00

$300.00

Invoice number 89087

68773

00002

Page 23

and potential rescheduling (2); Emails with CEO re his proposed comp package for going, and consider same (2). 04/23/10 IDK Emails with CEO re Committees inquiries on his proposed new compensation and alternatives to Tywoniuk staying as CEO and how to respond (3); Emails with client and Committee re timing of getting this resolved, and later re Committee decision (4). Prep for Board call, including review of agenda, prior minutes and budget (2); Telephone conferences with CEO re upcoming call (.1); Attend Board conference call on all significant case issues (1.1). Emails with client and Committee counsel re clients budget report, including review of same (3). E-mail to client re his new arrangement with Company. 0.70 750.00 $525.00

04/27/10

IDK

1.40

750.00

$1,050.00

04/29/10 04/30/10

IDK IDK

0.30 0.10 5.20

750.00 750.00

$225.00 $75.00 $3,900.00

Task Code Total

General Creditors Comm. 1B1501 04/05/10 IDK Prep for call with Committee counsel re general case issues and budget (2); Emails and telephone conference with Committee counsels re general status of case, budget, and claims and next steps (3). Telephone conferences with Fil A re CEO transition and new compensation and case status (3); Memo to Committee counsel re same, CEOs proposed new compensation structure, and justification (.4); review and consider Committee initial response to same and its request for information (.2). Emails and telephone conference with Piper re responsive information to Committee inquiries on CEOs proposed revised comp, and status of case and past hearing on Union admin claims. 0.50 750.00 $375.00

04/22/10

IDK

0.90

750.00

$675.00

04/23/10

IDK

0.40

750.00

$300.00

Task Code Total

1.80

$1,350.00

Hearing 04/05/10 04/14/10 04/14/10 04/14/10 04/14/10 04/14/10 04/15/10 04/15/10 04/15/10 MBL KKY MBL MBL MBL MBL KKY KKY KKY Review agenda; emails re same. Review and revise 4/19/10 agenda Calls with Union and CIPL counsel rehearing. Emails and follow up re April 19 hearing. Calls with client and I. Kharasch re April 19 hearing. Calls with G. Tywoniuk and L. Marinuzzi rehearing. Finalize (2), file (.1), serve (.1), and prepare for filing and service (.1)4/19/10 agenda Draft (.1), file (.1), and prepare for filing (.1) certificate of service for 4/19/10 agenda Review and revise binders for 4/19/10 hearing 0.20 1.50 0.40 0.50 0.50 0.50 0.50 0.30 0.70 550.00 215.00 550.00 550.00 550.00 550.00 215.00 215.00 215.00 $110.00 $322.50 $220.00 $275.00 $275.00 $275.00 $107.50 $64.50 $150.50

Invoice number 89087


04/16/10 04/16/10 04/18/10 04/19/10 04/19/10 04/19/10 04/19/10 04/19/10 04/19/10 04/19/10 04/22/10 KKY KKY MBL KKY KKY KKY MBL MBL MBL MBL KKY

68773 00002 215.00 215.00 550.00 215.00 215.00 215.00 550.00 550.00 550.00 550.00 215.00

Page 24
0.50 0.10 4.00 0.50 0.30 0.30 0.20 0.70 1.80 3.50 0.40 $107.50 $21.50 $2,200.00 $107.50 $64.50 $64.50 $110.00 $385.00 $990.00 $1,925.00 $86.00

Draft amended 4/19/10 agenda Draft certificate of service for amended 4/19/10 agenda Prepare for hearing. Finalize (2), file (.1), serve (.1), and prepare for filing and service (.1) amended 4/19/10 agenda Draft (.1), file (.1), and prepare for filing (.1) certificate of service for amended 4/19/10 agenda Review and revise binders for 4/19/10 hearing Call with 1. Kharasch rehearing update. Confer with client; calls with creditor counsel re hearing. Prepare for hearing. Handle hearing. Respond (.1) to e-mail from Scotta E. McFarland re hearing transcripts; and prepare (3) attachments to same

Task Code Total

17.40

$7,861.50

Plan & Disclosure Stmt. 1B3201 04/01/10 04/16/10 04/20/10 04/20/10 IDK KKY KKY KKY Review numerous e-mails with AK counsel, M. Litvak re plan timing and related claims re administrative issues. File (.1) and prepare for filing (.1) certification of no objection re 3rd exclusivity extension motion Serve [signed] order re 3rd motion to extend exclusivity deadlines Draft (.1), file (.1), and prepare for filing (.1) certificate of service for [signed] order re 3rd motion to extend exclusivity deadlines Review of article squib and email exchange with L Forrester regarding article on Judge Careys confirmation of plan in Spansion 0.20 0.20 0.10 0.30 750.00 215.00 215.00 215.00 $150.00 $43.00 $21.50 $64.50

04/28/10

RMS

0.20

495.00

$99.00

Task Code Total

1.00

$378.00

Ret. of Prof./Other 04/15/10 04/21/10 JEO SEM Email with committee counsel regarding documents for hearing on retention Email exchange with Lynn Wolf re additional disclosure for Schully (.1);Telephone conference with Lynn Wolf re same (2) Emails attorneys re need for both Schully firm and Rutan to file supp disclosures re their involvement in representing buyer of Beta, and consider nature of such disclosure. Email exchange with Ira Kharasch and Max Litvak regarding additional disclosure for Schully Email exchange with Lynn Wolf re additional disclsoure for Schully( I );Review additrional disclosure and email 0.30 0.30 535.00 525.00 $160.50 $157.50

04/22/10

IDK

0.30

750.00

$225.00

04/22/10 04/22/10

SEM SEM

0.10 0.20

525.00 525.00

$52.50 $105.00

Invoice number 89087

68773 00002

Page 25

communication with Lynn Wolf re same (.1) 04/23/10 04/23/10 04/23/10 04/26/10 04/26/10 04/27/10 04/27/10 IDK SEM SEM SEM SEM KKY KKY Emails with S. McFarland, outside counsel re issues on supplemental disclosures re Rise reps. Email exchange with Gregg Amber regarding additional disclosure for Rutan Email exchange with Lynn Wolf and Ira Kharasch regarding Schul ly supplemental disclosure Email exchange with Max Litvak re Schully supplemental disclosure Dealing with getting the Schully Supplemental Disclosure finalized and filed File (.1), serve (.1), and prepare for filing and service (.2) Marino disclosure affidavit Draft (.1), file (.1), and prepare for filing (.1) certificate of service for Marino disclosure affidavit 0.20 0.10 0.10 0.10 0.10 0.40 0.30 750.00 525.00 525.00 525.00 525.00 215.00 215.00 $150.00 $52.50 $52.50 $52.50 $52.50 $86.00 $64.50

Task Code Total

2.50

$1,211.00

Stay Litigation 1B1401 04/08/10 SEM Email communications with Rob Saunders, Myra Kulick and Rob Saunders re filing the Notice of Bankrutpcy in the Calif law suit Review and consider memo from Nevada local counsel and Cypriot counsel re action against Debtor in Cypress and attempt to serve, and impact of stay or treatise (3); Telephone conferences with Nevada counsel re same (.2); E-mails and telephone conference with K. Brown re need for quick analysis of same re foreign proceeding in Cypress and next steps, and his prior analysis thereto (.4). Telephone calls and emails with Ira Kharasch re Pacific Energy litigation. Telephone conferences with Austin re Cypress action and stay (.1); Emails with client re same and delay (.2). 0.10 525.00 $52.50

04/08/10 JDK

0.90

750.00

$675.00

04/08/10 KHB 04/09/10 IDK

0.30 0.30

650.00 750.00

$195.00 $225.00

Task Code Total

1.60

$1,147.50

Travel Travel to DE for hearing. (Billed at 1/2 normal rate) Travel from DE following hearing, including flight delays. (Billed at 1/2 normal rate) 5.00 7.00 275.00 275.00 $1,375.00 $1,925.00

04/18/10 MBL 04/20/10 MBL

Task Code Total

12.00

$3,300.00

Total professional services: Costs Advanced:

287.00

$127,266.00

Invoice number 89087

68773

00002

Page 26

11/06/2009 02/09/2010 03/01/2010 03/08/2010 03/10/2010 03/18/2010 03/19/2010 03/22/2010 03/22/2010 03/25/2010 03/29/2010 03/30/2010 03/31/2010 03/31/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/01/2010 04/02/2010

TR RE CC CC BM CC CC OR P0 FL DC DC DC DC DC DC DC DH DH DH DH PAC P0 RE RE RE RE RE RE RE RE RE2 RE2 RE2 RE2 RE2 RE2 RE2 DC

Transcript [El 16] - Wilcox & Fetzer, LTD. Invoice #: 20094756 (IDK) Reproduction Expense. [E10l](DOC 12 @ .20 PER PG) Conference Call [E105] AT&T Conference Call, IDK Conference Call [E105] AT&T Conference Call, MBL Business Meal [El 11] - Johnnies New York Pizzeria (S. Guerena) Conference Call [E105] AT&T Conference Call, RMS Conference Call [E]05] AT&T Conference Call, RMS Outside Reproduction Expense [E]02] - Digital Legal Services 4544 pages Postage [E108] - Digital Legal Services - postage First Legal Atty/Messenger, OCSC- Santa Ana, Inv. # 1126217, Ord. #4596302 68773.00002 InState Courier Charges for 03-29-10 68773.00002 TriState Courier Charges for 03-30-10 68773.00002 InState Courier Charges for 03-31-10 68773.00002 TriState Courier Charges for 03-3 1-10 68773.00002 InState Courier Charges for 04-01-10 68773.00002 InState Courier Charges for 04-01-10 68773.00002 InState Courier Charges for 04-01-10 68773.00002 DHL Worldwide Express Charges for 04-01-10 68773.00002 DHL Worldwide Express Charges for 04-01-10 68773.00002 DHL Worldwide Express Charges for 04-01-10 68773.00002 DHL Worldwide Express Charges for 04-01-10 68773.00002 PACER Charges for 04-01-10 68773.00002 :Postage Charges for 04-01-10 (CORR 47 @0.10 PER PG) (CORR 684 @0.10 PER PG) (CORR 67 @0.10 PER PG) (CORR 50 @0.10 PER PG) (CORR 56 @0.10 PER PG) (CORR 550 @0.10 PER PG) (CORR 8 @0.10 PER PG) (CORR 62 @0.10 PER PG) SCAN/COPY (16 @0.10 PER PG) SCAN/COPY (1 @0.10 PER PG) SCAN/COPY (15 @0.10 PER PG) SCAN/COPY ( 6 @0.10 PER PG) SCAN/COPY( 1 @0.10 PER PG) SCAN/COPY (1 @0.10 PER PG) SCAN/COPY (41 @0.10 PER PG) 68773.00002 TriState Courier Charges for 04-02-10

$503.85 $1.20 $4.43 $13.57 $17.84 $8.99 $6.42 $545.28 $136.66 $93.00 $7.25 $5.00 $5.00 $25.00 $6.83 $27.00 $15.00 $13.71 $13.71 $13.71 $13.71 $12.96 $11.20 $4.70 $68.40 $6.70 $5.00 $5.60 $55.00 $0.80 $6.20 $1.60 $0.10 $1.50 $0.60 $0.10 $0.10 $4.10 $8.46

Invoice number 89087


04/02/2010 04/02/2010 04/02/2010 04/02/2010 04/02/2010 04/02/2010 04/02/2010 04/03/2010 04/05/2010 04/05/2010 04/05/2010 04/05/2010 04/05/2010 04/06/2010 04/06/2010 04/06/2010 04/06/2010 04/06/2010 04/06/2010 04/06/2010 04/06/2010 04/06/2010 04/06/2010 04/06/2010 04/07/2010 04/07/2010 04/07/2010 04/07/2010 04/07/2010 04/07/2010 04/07/2010 04/07/2010 04/07/2010 04/07/2010 04/07/2010 04/07/2010 04/07/2010 04/07/2010 04/08/2010 04/08/2010 04/08/2010 04/09/2010 04/09/2010 FE PAC P0 RE RE RE RE2 PAC PAC P0 RE RE RE DC DC DC PAC P0 P0 RE RE RE RE2 RE2 DC DC DH DH PAC P0 P0 P0 RE RE RE RE RE RE RE2 RE2 RE2 DC DC

68773

00002

Page 27
$11.53 $6.00 $47.86 $0.90 $1.30 $14.20 $3.40 $1.12 $2.96 $0.52 $23.70 $182.80 $108.00 $10.65 $10.65 $80.00 $2.56 $4.16 $52.50 $34.30 $0.50 $31.10 $6.00 $3.80 $5.74 $15.00 $13.65 $13.65 $1.92 $10.35 $7.29 $81.46 $4.10 $45.10 $3.00 $2.40 $9.00 $177.90 $5.60 $5.30 $3.90 $5.95 $27.00

68773.00002 FedEx Charges for 04-02-10 68773.00002 PACER Charges for 04-02-10 68773.00002 :Postage Charges for 04-02-10 (AUR 9 @0.10 PER PG) (CORRI3@0.IO PER PG) (CORR 142 @0.10 PER PG) SCAN/COPY 34 @0.10 PER PG)
(

68773.00002 PACER Charges for 04-03-10 68773 .00002 PACER Charges for 04-05-10 68773.00002 :Postage Charges for 04-05-10 (CORRA 237 @0.10 PER PG) (CORR 1828 @0.10 PER PG) (CORR 1080 @0.10 PER PG) 68773 .00002 InState Courier Charges for 04-06-10 68773.00002 TriState Courier Charges for 04-06-10 68773.00002 Tri State Courier Charges for 04-06-10 68773.00002 PACER Charges for 04-06-10 68773.00002 :Postage Charges for 04-06-10 68773.00002 :Postage Charges for 04-06-10 (CORR 343 @0.10 PER PG) (CORR 5 @0.10 PER PG) (CORR3II @0.10 PER PG) SCAN/COPY (60 @0.10 PER PG) SCAN/COPY 38 @0.10 PER PG)
(

68773.00002 InState Courier Charges for 04-07-10 68773.00002 TriState Courier Charges for 04-07-10 68773.00002 DHL Worldwide Express Charges for 04-07-10 68773.00002 DHL Worldwide Express Charges for 04-07-10 68773.00002 PACER Charges for 04-07-10 68773.00002 :Postage Charges for 04-07-10 68773.00002 :Postage Charges for 04-07-10 68773.00002 Postage Charges for 04-07-10
:

(CORR 41 @0.10 PER PG) (CORR 451 @0.10 PER PG) (CORR 30 @0.10 PER PG) (CORR 24 @0.10 PER PG) (CORR 90 @0.10 PER PG) (CORR 1779 @0.10 PER PG) SCAN/COPY (56 @0.10 PER PG) SCAN/COPY 53 @0.10 PER PG) SCAN/COPY (39 @0.10 PER PG)
(

68773.00002 TriState Courier Charges for 04-09-10 68773.00002 TriState Courier Charges for 04-09-10

Invoice number 89087


04/09/2010 04/09/2010 04/09/2010 04/09/2010 04/09/2010 04/09/2010 04/09/2010 04/12/2010 04/12/2010 04/12/2010 04/12/2010 04/12/2010 04/12/2010 04/12/2010 04/13/2010 04/13/2010 04/13/2010 04/13/2010 04/13/2010 04/13/2010 04/13/2010 04/13/2010 04/13/2010 04/13/2010 04/14/2010 04/14/2010 04/14/2010 04/14/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 DH DH PAC P0 RE RE RE DC PAC P0 RE RE RE RE2 DC DC FX FX PAC P0 P0 RE RE RE2 PAC RE RE WL DC DC DC DC FX FX FX FX FX FX FX FX FX FX FX

68773

00002

Page 28
$13.65 $13.65 $1.12 $6.10 $0.70 $1.20 $13.40 $27.00 $6.16 $9.50 $32.00 $3.50 $38.50 $3.30 $45.00 $5.95 $1.00 $3.00 $29.60 $2.10 $5.25 $4.40 $5.70 $6.80 $37.12 $0.40 $1.20 $122.58 $6.48 $5.00 $80.00 $16.20 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00

68773.00002 DHL Worldwide Express Charges for 04-09-10 68773.00002 DHL Worldwide Express Charges for 04-09-10 68773.00002 PACER Charges for 04-09-10 68773.00002 :Postage Charges for 04-09-10 (CORR7@0.IO PER PG) (CORR 12 @0.10 PER PG) (CORR 134 @0.10 PER PG) 68773.00002 TriState Courier Charges for 04-12-10 68773.00002 PACER Charges for 04-12-10 68773.00002 :Postage Charges for 04-12-10 (CORR 320 @0.10 PER PG) (CORR 35 @0.10 PER PG) (CORR 385 @0.10 PER PG) SCAN/COPY 33 @0.10 PER P0) 68773.00002 InState Courier Charges for 04-13-10
(

68773.00002 InState Courier Charges for 04-13-10 (CORRA 1 @1.00 PER PG) (CORRA 3 @1.00 PER PG) 68773 .00002 PACER Charges for 04-13-10 68773.00002 :Postage Charges for 04-13-10 68773.00002 :Postage Charges for 04-13-10 (CORR44 @0.10 PER P0) (CORR 57 @0.10 PER P0) SCAN/COPY (68 @0.10 PER P0) 68773.00002 PACER Charges for 04-14-10 (CORR 4 @0.10 PER P0) (DOC 12 @0.10 PER P0) 68773.00002 Westlaw Charges for 04-14-10 68773.00002 TriState Courier Charges for 04-15-10 68773.00002 TriState Courier Charges for 04-15-10 68773.00002 Tri State Courier Charges for 04-15-10 68773.00002 InState Courier Charges for 04-15-10 (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG)
(

15@1.00 PER P0) 15@l.00 PER P0) 15@1.00 PER P0)

(15 @1.00 PER PG)


(

Invoice number 89087


04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/15/2010 04/16/2010 04/16/2010 04/16/2010 04/16/2010 04/16/2010 04/16/2010 04/16/2010 FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX PAC P0 RE RE RE RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2 WL DC PAC RE RE RE RE2 RE2

68773

00002

Page 29
$15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.52 $1.22 $14.60 $25.40 $1.10 $1.70 $0.60 $0.20 $3.40 $1.80 $1.60 $2.00 $0.60 $350.79 $7.50 $5.60 $4.90 $1.80 $1.50 $0.10 $0.60

(15@1.00 PER PG) (15@1.00 PER PG) (15 @1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15 @1.00 PER PG) (15@1.00 PER PG) (15 @1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15 @1.00 PER PG)
(

15@1.00 PER PG)

(15@1.00 PER PG) 15@1.00 PER PG)


(

(15@100 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) 68773.00002 PACER Charges for 04-15-10 68773.00002 Postage Charges for 04-15-10 (CONT 146 @0.10 PER P0) (CORR 254 @0.10 PER PG) (CORRII@0.1O PER PG) SCAN/COPY (17 @0.10 PER PG) SCAN/COPY (6 @0.10 PER PG) SCAN/COPY (2 @0.10 PER PG) SCAN/COPY (34 @0.10 PER PG) SCAN/COPY (18 @0.10 PER PG) SCAN/COPY (16 @0.10 PER PG) SCAN/COPY (20 @0.10 PER PG) SCAN/COPY (6 @0.10 PER PG) 68773.00002 Westlaw Charges for 04-15-10 68773.00002 TriState Courier Charges for 04-16-10 68773.00002 PACER Charges for 04-16-10 Reproduction Expense. [E101] 49 pgs, WLR (DIS18@0.1O PER PG) (CORR15@0.IO PER PG) SCAN/COPY (1 @0.10 PER PG) SCAN/COPY (6 @0.10 PER PG)

Invoice number 89087


04/16/2010 04/16/2010 04/16/2010 04/16/2010 04/17/2010 04/18/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 RE2 RE2 RE2 RE2 RE WL DC DC DC DC DC DC DC FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX FX

68773

00002

Page 30
$0.70 $0.20 $0.20 $0.40 $2.00 $138.93 $15.98 $22.00 $6.48 $5.00 $5.00 $162.00 $16.20 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00 $15.00

SCAN/COPY (7 @0.10 PER PG) SCAN/COPY (2 @0.10 PER PG) SCAN/COPY (2 @0.10 PER PG) SCAN/COPY (4 @0.10 PER PG) Reproduction Expense. [E101] 20 pgs, WLR 68773.00002 Westlaw Charges for 04-18-10 68773.00002 TriState Courier Charges for 04-19-10 68773.00002 TriState Courier Charges for 04-19-10 68773.00002 TriState Courier Charges for 04-19-10 68773.00002 Tri State Courier Charges for 04-19-10 68773.00002 InState Courier Charges for 04-19-10 68773.00002 TriState Courier Charges for 04-19-10 68773.00002 TriState Courier Charges for 04-19-10 (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15 @1.00 PER PG) (15 @1.00 PER PG) (15 @1.00 PER PG) (15 @1.00 PER PG) (15@1.00 PER PG) (15 @1.00 PER PG) (15 @1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15 @1.00 PER PG) (15@1.00 PER PG) (15 @1.00 PER PG) (15@1.00 PER PG) (15@1.00 PER PG) (15 @1.00 PER PG)
(

15@1.00 PER PG)

(15@1.00 PER PG) (15 @1.00 PER PG)

Invoice number 89087


04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/19/2010 04/20/2010 04/20/2010 04/20/2010 04/20/2010 04/20/2010 04/20/2010 04/20/2010 04/20/2010 04/21/2010 04/21/2010 04/22/2010 04/22/2010 04/22/2010 04/22/2010 04/22/2010 04/22/2010 04/22/2010 04/22/2010 04/22/2010 04/22/2010 04/22/2010 04/22/2010 04/22/2010 04/22/2010 04/23/2010 04/23/2010 04/23/2010 04/23/2010 04/23/2010 04/23/2010 FX FX FX PAC P0 RE RE RE RE RE RE2 RE2 RE2 DC DC DC PAC RE RE RE RE PAC RE DC DC DH DH PAC P0 RE RE RE RE RE RE RE2 RE2 DC DC DC PAC RE RE

68773

00002

Page 31
$15.00 $15.00 $15.00 $170.80 $1.05 $12.60 $4.10 $19.80 $7.50 $0.40 $1.60 $1.40 $1.20 $9.00 $5.95 $27.00 $17.28 $2.50 $6.10 $136.90 $1.10 $2.40 $3.00 $7.78 $27.00 $27.64 $27.64 $24.16 $28.50 $46.40 $6.10 $5.50 $45.90 $5.70 $279.60 $4.50 $5.00 $80.00 $16.20 $27.00 $4.00 $2.70 $0.50

(15@1.00 PER PG) (15@1.00 PER PG) (15 @1.00 PER PG) 68773.00002 PACER Charges for 04-19-10 68773.00002 :Postage Charges for 04-19-10 (CONT 126 @0.10 PER PG) (CORR4I@0.IO PER PG) (CORR 198 @0.IO PER PG) (A0R75@0.1O PER PG) (AGR 4 @0.10 PER PG) SCAN/COPY (16 @0.10 PER PG) SCAN/COPY( 14 @0.10 PER PG) SCAN/COPY (12 @0.10 PER P0) 68773.00002 InState Courier Charges for 04-20-10 68773.00002 TriState Courier Charges for 04-20-10 68773.00002 InState Courier Charges for 04-20-10 68773.00002 PACER Charges for 04-20-10 (CORR 25 @0.10 PER PG) (CORR6I @0.10 PER PG) (C0RR1369@0.1O PER PG) (CORR 11 @0.10 PER PG) 68773 .00002 PACER Charges for 04-21-10 (CORR 30 @0.10 PER P0) 68773.00002 InState Courier Charges for 04-22-10 68773.00002 Tri State Courier Charges for 04-22-10 68773.00002 DHL Worldwide Express Charges for 04-22-10 68773.00002 DHL Worldwide Express Charges for 04-22-10 68773.00002 PACER Charges for 04-22-10 68773.00002 Postage Charges for 04-22-10 (CORR 464 @0.10 PER P0) (CORR61 @0.IO PER PG) (CORR 55 @0.10 PER PG) (CORR 459 @0.10 PER PG) (CORR 57 @0.10 PER PG) (CORR 2796 @0.10 PER P0) SCAN/COPY (45 @0.10 PER P0) SCAN/COPY 50 @0.10 PER P0) 68773.00002 TriState Courier Charges for 04-23-10
(

68773.00002 TriState Courier Charges for 04-23-10 68773.00002 TriState Courier Charges for 04-23-10 68773 .00002 PACER Charges for 04-23-10 (CORR27 @0.10 PER PG) (CORR 5 @0.10 PER PG)

Invoice number 89087


04/23/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/26/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/27/2010 04/28/2010 04/28/2010 04/28/2010 04/28/2010 04/28/2010 04/28/2010 04/28/2010 04/28/2010 04/28/2010 04/29/2010 04/29/2010 WL PAC P0 P0 P0 RE RE RE RE RE RE RE RE RE RE2 RE2 PAC P0 P0 RE RE RE RE RE RE RE2 RE2 RE2 RE2 RE2 RE2 RE2 PAC P0 P0 RE RE RE RE RE RE2 PAC RE

68773

00002

Page 32
$69.65 $10.64 $53.50 $2.58 $52.50 $6.30 $1.30 $70.00 $0.10 $69.90 $190.30 $170.60 $28.00 $1.50 $3.30 $3.00 $22.96 $3.62 $69.50 $2.30 $2.20 $2.70 $5.10 $6.90 $140.00 $0.20 $0.10 $1.20 $0.20 $8.90 $4.30 $0.30 $28.16 $13.75 $9.50 $1.20 $7.00 $68.00 $0.20 $39.60 $6.80 $2.40 $28.50

68773.00002 Westlaw Charges for 04-23-10 68773.00002 PACER Charges for 04-26-10 68773.00002 :Postage Charges for 04-26-10 68773 .00002 :Postage Charges for 04-26-10 68773.00002 :Postage Charges for 04-26-10 (CORR63 @0.1O PER PG) (C0RR 13 @0.10 PER PG) (CLIP 700 @0.10 PER PG) (C0RR 1 @0.10 PER P0) (CORR 699 @0.10 PER P0) (CORR 1903 @0.10 PER PG) (CORR 1706 @0.10 PER PG) (CORR 280 @0.10 PER PG) (CORRI5@0.IO PER PG) Reproduction Scan Copy - 33 @0.10 PER PG Reproduction Scan Copy - 30 @ 0.10 PER PG 68773.00002 PACER Charges for 04-27-10 68773.00002 :Postage Charges for 04-27-10 68773.00002 :Postage Charges for 04-27-10 (CORR 23 @0.10 PER P0) (CONT 22 @0.10 PER P0) (CORR 27 @0.10 PER P0) (CORR 51 @0.10 PER PG) (CORR 69 @0.10 PER P0) (CORR 1400 @0.10 PER P0) SCAN/COPY (2 @0.10 PER P0) SCAN/COPY (1 @0.10 PER P0) SCAN/COPY (12 @0.10 PER P0) SCAN/COPY ( 2 @0.10 PER P0) SCAN/COPY ( 89 @0.10 PER P0) SCAN/COPY (43 @0.10 PER P0) SCAN/COPY (3 @0.10 PER PG) 68773.00002 PACER Charges for 04-28-10 68773.00002 :Postage Charges for 04-28-10 68773.00002 :Postage Charges for 04-28-10 (CORRA 12 @0.10 PER P0) (CORR 70 @0.10 PER P0) (CORR 680 @0.10 PER P0) (CORR 2 @0.10 PER P0) (CORR 396 @0.10 PER P0) Reproduction Scan Copy - 68 @ 0.10 PER PG 68773.00002 PACER Charges for 04-29-10 (CORR 285 @0.10 PER P0)

Invoice number 89087


04/29/2010 04/29/2010 04/29/2010 04/30/2010 04/30/2010 04/30/2010 04/30/2010 04/30/2010 04/30/2010 04/30/2010 04/30/2010 04/30/2010 04/30/2010 04/30/2010 RE RE2 RE2 PAC P0 P0 RE RE RE RE RE RE2 RE2 RE2

68773

00002

Page 33
$1.30 $10.70 $3.00 $31.68 $72.28 $5.18 $1.40 $5.40 $2.60 $2.70 $106.40 $2.60 $2.60 $0.10

(CORRI3@0.IO PER PG) 107 @0.10 PER PG Reproduction Scan Copy 30 @0.10 PER PG Reproduction Scan Copy
-

68773.00002 PACER Charges for 04-30-10 68773 .00002 :Postage Charges for 04-30-10 68773.00002 :Postage Charges for 04-30-10 (DOC 14 @0.10 PER PG) (CORR 54 @0.10 PER PG) (CORR 26 @0.10 PER PG) (DOC 27 @0.10 PER PG) (CORR 1064 @0.10 PER PG) SCAN/COPY (26 @0.10 PER PG) SCAN/COPY (26 @0.10 PER PG) SCAN/COPY (1 @0.10 PER PG)

Total Expenses:

$7,664.48

Summary:
Total professional services Total expenses $127,266.00 $7,664.48

Net current charges


Net balance forward

$134,930.48
$402,661.57

Total balance now due


ARP BMK CAK CJB DKW IDK JEO JKH KFF KHB KKY KPM LAF MBL MBL Paul, Andrea R. Koveleski, Beatrice M. Knotts, Cheryl A. Bouzoukis, Charles J. Whaley, Dina K. Kharasch, Ira D. ONeill, James E. Hunter, James K. T. Finalyson, Kathe F. Brown, Kenneth H. Yee, KarinaK. Makowski, Kathleen P. Forrester, Leslie A. Litvak, Maxim B. Litvak, Maxim B. 11.50 0.90 2.60 4.30 0.80 23.20 11.70 7.80 27.20 0.30 16.50 0.70 3.80 12.00 19.70 115.00 125.00 205.00 115.00 150.00 750.00 535.00 650.00 225.00 650.00 215.00 395.00 250.00 275.00 550.00

$537,592.05

$1,322.50 $112.50 $533.00 $494.50 $120.00 $17,400.00 $6,259.50 $5,070.00 $6,120.00 $195.00 $3,547.50 $276.50 $950.00 $3,300.00 $10,835.00

Invoice number 89087


RMS SAQ SEM WLR Saunders, Robert M. Quinlivan, Shawn A. McFarland, Scotta E. Ramseyer, William L.

68773

00002 116.00 4.10 20.70 3.20 287.00 495.00 225.00 525.00 475.00

Page 34
$57,420.00 $922.50 $10,867.50 $1,520.00 $127,266.00

Task Code Summary


Hours Amount

BL CA CO CP CPU DC FF GB GC HE PD RPO SL TR

Bankruptcy Litigation [L430] Case Administration [BI 10] Claims Admin/Objections[B3 10] Compensation Prof. [B160] Comp. of Prof/Others Disposition of Collateral Financial Filings [BI 10] General Business Advice [B410] General Creditors Comm. [B150] Hearing Plan & Disclosure Stmt. [B320] Ret. of Prof./Other Stay Litigation [B140] Travel

21.70 21.70 78.00 11.30 12.50 99.40 0.90 5.20 1.80 17.40 1.00 2.50 1.60 12.00 287.00

$8,673.00 $2,973.50 $40,351.50 $4,026.50 $3,422.50 $48,349.50 $321.50 $3,900.00 $1,350.00 $7,861.50 $378.00 $1,211.00 $1,147.50 $3,300.00 $127,266.00

Expense Code Summary


Working Meals [El Conference Call [E105] Delivery/Courier Service DHL- Worldwide Express Federal Express [E108] First Legal Atty/Messenger Fax Transmittal [E104] Outside Reproduction Expense Pacer - Court Research Postage [E108] Reproduction Expense [E101] Reproduction! Scan Copy Transcript [El 16] Westlaw - Legal Research [E106 $17.84 $33.41 $880.25 $164.72 $11.53 $93.00 $994.00 $545.28 $437.12 $688.13 $2,492.10 $121.30 $503.85 $681.95 $7,664.48

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: PACIFIC ENERGY RESOURCES LTD., et al., Debtors. )
)

Chapter 11 Case No. 09-10785 (KJC) (Jointly Administered)

) ) )

AFFIDAVIT OF SERVICE
STATE OF DELAWARE COUNTY OF NEW CASTLE ) ) ss: )

Kathleen Forte Finlayson, being duly sworn according to law, deposes and says that she is employed by the law firm of Pachulski Stang Ziehl & Jones LLP, attorneys for the Debtors in the above-captioned action, and that on the

01day of June 2010 she caused a copy I

of the following document(s) to be served upon the parties on the attached service lists in the manner indicated:

Notice and Fee Application of Pachulski Stang Ziehl & Jones LLP as Counsel for the Debtors for the Period April 1-30, 2010

4z(Leu
Kathen Forte Finlayson Sworn to andsribecj, before me this Jo f)7da oM(ufe 2010
DEBRA L. YOUNG NOTARY PUBLIC STATE OF DELAWARE h common expwes m 18, 2011

Nd(ary Public ) CommissionExp ______________


D005DE:147701.l

The Debtors in these cases, along with the last four digits of each of the Debtors federal tax identification number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska Holdings, LLC (tax I.D. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (7021); San Pedro Bay Pipeline Company (1234); Cameros Energy, Inc. (9487); and Gotland Oil, Inc. (5463). The mailing address for all of the Debtors is 111 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

Pacific Energy Resources Ltd. Fee App Service List Case No. 09-10785 Document No. 147432 03 - Hand Delivery 05 - First Class Mail 02- Overnight Delivery 01 - Interoffice Pouch

Hand Delivery (Counsel to Official Committee of Unsecured Creditors) David B. Stratton, Esquire James C. Carignan, Esquire Pepper Hamilton LLP Hercules Plaza, Suite 1500 1313 Market Street Wilmington, DE 19899 First Class Mail (Debtors) Mr. Gerry Tywoniuk Senior Vice President & CFO Pacific Energy Resources Ill We. Ocean Boulevard, Ste 1240 Long Beach, CA 90802 First Class Mail (Debtors) Mr. Scott W. Winn Senior Managing Director Zolfo Cooper 1166 Sixth Avenue, 24th Floor New York, NY 10026 First Class Mail (Counsel to Official Committee of Unsecured Creditors) Francis J. Lawall, Esquire Pepper Hamilton LLP 3000 Two Logan Square Eighteenth & Arch Streets Philadelphia, PA 19103 First Class Mail (counsel to Official Committee of Unsecured Creditors) Filiberto Agusti, Esquire Steven Reed, Esquire Joshua Taylor, Esquire Steptoe & Johnson LLP 1330 Connecticut Avenue NW Washington, DC 20036

(Counsel for Debtors) Laura Davis Jones, Esquire James E. ONeill, Esquire Kathleen P. Makowski, Esquire Pachulski Stang Ziehl & Jones LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705
Interoffice Pouch to Los Angeles (Counsel for Debtors) Robert M. Saunders, Esquire Ira D. Kharasch, Esquire Scotta E. McFarland, Esquire Pachulski Stang Ziehi & Jones LLP 10100 Santa Monica Blvd., I 1th Floor Los Angeles, CA 90067 Hand Delivery (United States Trustee) Joseph McMahon, Esquire Office of the United States Trustee J. Caleb Boggs Federal Building 844 North King Street, Suite 2207 Lockbox 35 Wilmington, DE 19801 Hand Delivery (Copy Service) Parcels, Inc. Vito I. DiMaio 230 N. Market Street Wilmington, DE 19801

First Class Mail (counsel to Official Committee of Unsecured Creditors) Robbin Itkin, Esquire Katherine Piper, Esquire Kelly Frazier, Esquire Steptoe & Johnson LLP 2121 Avenue of the Stars, 28th Floor Los Angeles, CA 90067

(Overnight Delivery) (The Fee Auditor) Warren H. Smith Warren H. Smith & Associates, P.C. Republic Center 325 N. St. Paul, Ste 1250 Dallas, Texas 75201 Overnight Delivery (Office of the Fee Auditor) Ms. Melanie M. White Warren H. Smith & Associates, P.C. Republic Center 325 N. St. Paul, Ste 1250 Dallas, Texas 75201
68773-001 \DOCS DE: 147432.1

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