First Monthly Application For Compensation: For The District of Dela Ware

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELA WARE
In re:
PACIFIC ENERGY RESOURCES LTD., et al., 1

Debtors.
) ) )
Chapter 11
) )
Case No. 09-10785 (KJC) (Jointly Administered)
Objection Deadline: May 21, 2009 at 4:00 p.m. Hearing Date: Only If Objections Are Timely Filed
FIRST 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 MARCH 9. 2009 THROUGH MARCH 31. 2009
Name of Applicant:
Pachulski Stang Ziehl & Jones LLP
Authorized to Provide Professional

Services to:
Debtors and Debtors in Possession

Nunc Pro Tunc to March 9, 2009 by order
Date of Retention:
entered on or about April 9, 2009

March 9, 2009 through March 31, 20092 $234,144.00
$ 18,780.98
Period for which Compensation and

Reimbursement is Sought:
Amount of Compensation Sought as Actual,

Reasonable and Necessar:
Amount of Expense Reimbursement Sought as Actual, Reasonable and Necessary:

This is a:
-l montWy
interim
_ final application.
The total time expended for fee application preparation is approximately 3.0 hours and the corresponding compensation requested is approximately $1,000.00.
i 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
mailng address for all of
2 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.
the Debtors is 111 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.
68773-001 \DOCS_DE: 1 47450. 1
PRIOR APPLICATIONS FILED

Date Filed
Period Covered
Requested Fees
Requested Ex enses
Approved
Fees
Approved
Exenses
No prior fee applications have been fied.
PSZ&J PROFESSIONALS
Name of Professional
Position of the Applicnt,
Individual
.'.
NumllerofYearsiIn that ..
Position, Experience,
iBiliig
Hourly
Ttl
:E0u..s
Prior Relevaiifi...
Year
of Obtaining "
Area of
Rte' (iiiduail1g
.' Changes)
.
Bild
Total Compenstion
I....
'., i.
.., ....
License to Practice, .
Expertse .........
IraD. Kharasch
Debra 1. Grassgreen
Parner 1987; Member ofCA Bar

SInce 1982
$750.00 $695.00
101.20
$75,900.00
$
Parner 1997; Member of CA Bar

SInce 1994; Member of FL Bar since 1992
0.30
208.50
Jeffrey N. Pomerantz
Henry C.

SInce 1989
$675.00 $675.00 $550.00 $275.00 $535.00
0.10
0.30
$
$
67.50
Kevane
MaxB. Litvak
Partner 1997; Member of CA Bar since 1986 Partner 2004; Member of TX Bar SInce 1997; Member of CA Bar
since 2001
202.50
46.70
10.00 13.90
$25,685.00 $ 2,750.00
$ 7,436.50
James E.
O'Neil
Parner 2005; Member of P A Bar
since
1985; Member of
DE Bar
$535.00
0.50
$
since 2001
Joshua M. Fried
Partner 2006; Member of CA Bar SInce 1994; Member of NY Bar

SInce 1999
267.50
Scotta E.
McFarland
Of Counsel 2000; Member of CA Bar since 1993; Member of DE Bar since 2002
Of Counsel 2001; Member of NY
$525.00
73.20
$38,430.00
Robert M. Saunders
$495.00
105.10
$52,024.50
Bar since 1984; Member ofFL Bar since 1995

Maria A. Bove
Of Counsel 2001; Member of NY
$475.00 $395.00
0.60
1.40
$ $
285.00
553.00
Bar since 2001
Timothy P. Cairns
Associate 2007; Member of
DE
Bar since 2002
68773-001 \DOCS_DE: 147450. 1
Name of
Professional Individual
Position,' of the Number
Applicant,
that d
',.
of Years in ',.',..".
Total Compensation
. "Position,PriorReleyant
Experielice,.YearofObtaiiing
'Licen~e to P..actice,
rea.of
28.90
$11,415.50
Ex 'ertse
Of Counsel 2008; Member of P A Bar since 1996; Member of DE
David A. Abadir
Mark M. Bilion
Bar since 1997 Associate 2008; Member ofMA Bar since 2007; Member of NY Bar since 2008 Associate 2009; Member of NY
Bar since 2007; Member of
$350.00
0.90
$ 315.00
$325.00
1.00
$ 325.00
DE
Leslie A. Forrester
Kathe F. Finlayson
Bar since 2009 Law Librar Director 2003

Paralegal 2000 Paralegal 2008
Shawn A. Quinlivan Beatrice M. Koveleski Charles 1. Bouzoukis Andrea R. Paul
Case Management Assistant 2009

Case Management Assistant 2001 Case Management Assistant 2001
$250.00 $225.00 $225.00 $125.00 $115.00 $115.00

469.80 498.39
5.80 37.50 31.80 1.70 4.20 4.70
$ 1,450.00
$ 8,437.50
$ 7,155.00
$ 212.50 $ 483.00 $ 540.50
Grand Total:
$ 234,144.00
Total Hours:
Blended Rate: $
~ .;,;
~;
~ ~ ~
68773-00 I \DOCS _DE: I 47450. I
COMPENSATION BY CATEGORY
Pro.iectCate2ories' , Asset Analysis/Recovery Asset Disposition Bankptcy Litigation Case Administration Claims Admin/Objections Compensation of Prof.Others
Employee Benefit/ension
..,.,
TotalHurs.
,',
Total Fees
$ 6,806.00
Executory Contracts Financial Filngs Financing General Business Advice

General Creditors Comm.
Litigation (N on- Banptcy) Meeting of Creditors Operations Retention of Professionals

Retention of Prof.Others
Stay Litigation Tax Issues Travel
15.00 52.20 120.20 16.20 25.90 1.10 8.20 7.80 20.00 43.10 15.80 23.10 0.60 14.10 39.60 0.80 29.60 25.70 0.80 10.00
$26,728.50 $52,476.00
$ 4,076.00
$13,287.00 367.50 $
$ 4,102.50 $ 4,053.00 $ 8,011.50
$25,113.50
$ 9,666.00
$13,949.00 360.00 $
$ 8,481.50
$23,155.00 180.00 $ $14,654.50 $15,476.50 450.00 $

$ 2,750.00
EXPENSE SUMMARY
Total
Exenses
Working Meals
Express Mail Fax Transmittal Legal Research

Cour Research
Exchange on the Market; Deep Blue Federal Ex ress

Lexis/Nexis and Westlaw Pacer US Mail
$ 219.00 $ 156.85
Postage Reproduction Expense

Reproduction/Scan Copy
$1,149.00 $7,279.95 $ 58.00 $3,305.76 $5,986.10 $ 39.20

$ 190.37 $ 396.75
Overtime Transcript
M. Corcoran; R. Stewar
J. Ryan
3 PSZ&J may use one or more service providers. The service providers identified herein below are the primary
service providers for the categories described.
68773-00 I \DOCS_ DE: 147450.1
In re: )
FOR THE DISTRICT OF DELAWARE
Chapter 11
) )
PACIFIC ENERGY RESOURCES LTD., et al., i )
Debtors. )
Objection Deadline: May 21, 2009 at 4:00 p.m. Hearing Date: Only If Objections Are Timely Filed
FIRST 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 MARCH 9. 2009 THROUGH MARCH 31. 2009
Pursuant to sections 330 and 331 of Title 11 of the United States Code (the
"Bankruptcy Code"), Rule 2016 of the Federal Rules of
Banptcy Procedure (collectively, the
"Bankruptcy Rules"), and the Court's "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 First Monthly Application for
Compensation and for Reimbursement of
Expenses for the Period from March 9, 2009 through
March 31, 2009 (the "Application").
the Debtors' federal tax identification number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska
1 The Debtors in these cases, along with the last four digits of each of
Holdings, LLC (tax J.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
mailng address for all of
68773-001\DOCS_DE: 147450. 1
By this Application PSZ&J seeks a monthly interim allowance of compensation
in the amount of$234,144.00 and actual and necessary expenses in the amount of$18,780.98 for
a total allowance of $252,924.98 and payment of$187,315.20 (80% of
the allowed fees) and
reimbursement of$18,780.98 (100% of
the allowed expenses) for a total payment of
$206,096.18 for the period March 9, 2009 through March 31,2009 (the "Interim Period"). In
support of this Application, PSZ&J respectfully represents as follows:
Backe:round
1. On March 9, 2009 (the "Petition Date"), the Debtors fied voluntary
petitions for relief under chapter 11 of the Bankptcy 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 Banptcy 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

~.
68773-00 i \DOCS _DE: I 47450. i
period ending May 31, 2009, at three-month intervals, each Professional shall fie 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 ofPSZ&J, as co-counsel to the Debtors, was approved
effective as of
the Petition Date by this Court's "Order Under Section 327(a) of
the Bankptcy
Code and Rule 2014 of
the Federal Rules of
Banptcy Procedure and Local Rule 2014-1

Pachulski Stang Ziehl & Jones as Counsel for the
Authorizing the Employment and Retention of
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&J's 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.
t
~
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
68773-001 \DOCS_DE: I 47450. I
$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, subject to a final reconciliation of
the amount actually expended
prepetition. Upon final reconcilation 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&J's retainer to apply to postpetition fees and expenses pursuant to the compensation
procedures approved by this Cour and the Banptcy 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 ofPSZ&J's knowledge, this Application
complies with sections 330 and 331 of
the Banptcy Code, the Banptcy Rules and the
Administrative Order. PSZ&J's 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 paricular client, separate time entries are set forth in
the time reports. PSZ&J's 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%) ofPSZ&J's standard hourly rate. To the extent it is feasible, PSZ&J
professionals attempt to work during travel.
68773-001\DOCS_DE: 147450. I
Actual and Necessary Expenses
8. A summar of actual and necessary expenses incurred by PSZ&J for the

Interim Period is attached hereto as par 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&J's
photocopying machines automatically record the number of copies made when the person that is
doing the copying enters the client's account number into a device attached to the photocopier.
PSZ&J summarizes each client's 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&J's 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 (M., LEXIS
and WESTLA W), PSZ&J charges the standard usage rates these providers charge for
computerized legal research. PSZ&J bils 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.
1 i. 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 Association's ("ABA") guidelines, as set forth in the
ABA's Statement of
Principles, dated January 12, 1995, regarding biling for disbursements and
other charges.
68773-001 \DOCS_DE: 147450. 1
Summary of Services Rendered

12. The names of the parners 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 Cour for consideration, advised the
Debtors on a regular basis with respect to various matters in connection with the Debtors'
banuptcy cases, and performed all necessary professional services which are described and
narrated in detail below. PSZ&J's efforts have been extensive due to the size and complexity of
the Debtors' bankptcy cases.

Summary of Services bv Project
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.
68773-001\DOCS_DE: 147450. I
A. Asset Analvsis and Recovery

15. During the Interim Period, the Firm, among other things: (1) performed
work regarding Canadian bankptcy proceedings; (2) reviewed and analyzed documents; and
(3) corresponded and conferred regarding asset analysis issues.
Fees: $6,806.00;
Hours: 15.00
B. Asset Disposition
research; (2) performed work regarding the Corsair transaction; (3) attended to lender issues
relating to sale matters; (4) attended to abandonment and decommissioning issues; (5) attended
to regulatory
issues; (6) performed work regarding Alaska assets; (7) performed work regarding
a sale procedures motion; (8) attended to environmental issues; (9) reviewed and analyzed
documents; (10) attended to issues regarding sellng free and clear of interests of co-holder; and
(i 1) corresponded and conferred regarding asset disposition issues.
Fees: $26,728.50;
Hours: 52.20
C. Bankruptcv Litie:ation
work regarding First Day Motions; (2) attended to notice issues; (3) performed work regarding
orders; (4) responded to information requests from the United States Trustee; (5) performed
work regarding
pro hac vice issues; (6) prepared for and attended a hearing on March 10,2009
regarding First Day Motions; (7) responded to inquiries from interested paries; (8) performed
68773-001\DOCS_DE: 147450.1
work regarding Agenda Notices and Hearing Binders; (9) attended to scheduling issues; and
(10) corresponded and conferred regarding banptcy litigation matters.

Fees: $52,476.00;
Hours: 120.20
D. Case Administration
18. During the Interim Period, the Firm, among other things: (1) reviewed
correspondence and pleading and forwarded them to appropriate paries; (2) maintained a
memorandum of Critical Dates; (3) maintained document control; (4) prepared Hearing
Notebooks; and (5) maintained service lists.
Fees: $4,076.00;
Hours: 16.20
E. Claims Administration and Objections

work regarding an equity trading restrictions motion; (2) performed work regarding a royalty
motion; (3) attended to scheduling issues; (4) performed work regarding a bar date motion;
(5) responded to inquiries; (6) reviewed and analyzed reclamation demands; (7) performed
research; (8) performed work regarding a critical vendors motion; and (9) corresponded and
conferred regarding claim issues.
Fees: $13,287.00;
Hours: 25.90
F. Compensation of Professionals--Others
20. This category includes work related to the fee applications of
professionals, other than the Firm. During the Interim Period, the Firm, among other things:
68773-001 \DOCS_DE: 1 47450. 1
(1) performed work regarding an interim compensation procedures motion; and (2) attended to'
ordinar course professionals issues.
Fees: $367.50;
Hours: 1.10
G. Emplovee Benefits and Pensions

21. This category includes work related to employee benefits and pension
plans. During the Interim Period, the Firm, among other things: (1) performed work regarding
an employee wage motion; (2) attended to issues regarding independent contractors; (3) performed work regarding orders; (4) attended to issues regarding the PBGC; (5) attended to issues regarding temporary employment agencies; (6) attended to severance, vacation pay, and
COBRA issues; and (7) corresponded and conferred regarding employee issues.
Fees: $4,102.50;
Hours: 8.20
H. Executory Contracts
22. This category includes work related to executory contracts and unexpired
leases of
real property. During the Interim Period, the Firm, among other things: (1) attended to
issues regarding office leases; (2) performed work regarding the rejection of car leases;
(3) attended to parking garage issues; (4) reviewed and analyzed documents; (5) performed
research; (6) performed work regarding rejection of employment agreements; and

(7) corresponded and conferred regarding employee issues.
Fees: $4,053.00;
Hours: 7.80
I. Financial Filne:s
23. This category includes work related to compliance with reporting
requirements. During the Interim Period, the Firm, among other things: (1) performed work
68773-00
I \DOCS_DE:
147450. I
regarding Monthly Operating Reports; (2) performed work regarding Schedules and Statements;
and (3) performed work regarding a motion to extend time to fie Schedules and Statements.
Fees: $8,011.50;
Hours: 20.00
J. Financine:
24. This category includes work related to Debtor in Possession ("DIP")
financing and use of cash collateraL. During the Interim Period, the Firm, among other things:
(1) performed work regarding exhibits and preparation of
witnesses; (2) attended to notice
issues; (3) performed work regarding an insurance premium financing motion; (4) prepared for
and attended a hearing on March 10,2009; (5) performed work regarding orders; (6) attended to
confidentiality issues; (7) attended to scheduling issues; and (8) corresponded and conferred
regarding financing issues.
Fees: $25,113.50;
Hours: 43.10
K. General Business Advice

25. This category includes work related to general business issues. During the
Interim Period, the Firm, among other things: (1) attended to communication procedures issues;
(2) prepared for and paricipated in case status conferences with the client; (3) attended to Board
of Directors issues; and (4) corresponded and conferred regarding general business advice issues.
Fees: $9,666.00;
Hours: 15.80
L. General Creditors Committee

26. This category includes work related to general Committee issues. During
the Interim Period, the Firm, among other things: (1) responded to a Committee request for
extension to time; (2) attended to confidentiality issues; (3) responded to Committee information
68773-001 \DOCS_DE: 147450. 1
10
requests; (4) reviewed and analyzed documents; and (5) corresponded and conferred regarding'
Committee issues.
Fees: $13,949.00;
Hours: 23.10
M. Liti2:ation (Non-Bankruptcv)
27. This category includes work related to non-Banuptcy Cour litigation.
During the Interim Period, the Firm, among other things, attended to issues regarding
administrative proceedings and State Cour litigation.

Fees: $360.00;
Hours: 0.60
N. Meetin2: of Creditors
28. This category includes work related to meeting of creditors issues. During
the Interim Period, the Firm, among other things: (1) attended to scheduling issues;
(2) performed work regarding the Committee Formation Meeting; (3) performed work regarding
notice of
Section 341 Creditors Meeting; (4) prepared for and attended the Committee Formation
Meeting on March 19, 2009; and (5) corresponded and conferred regarding meeting of creditors
issues.
Fees: $8,481.50;
Hours: 14.10
O. Operations
29. This category includes work related to meeting of operations issues.
During the Interim Period, the Firm, among other things: (1) attended to issues regarding escrow
account payments; (2) attended to cash management issues; (3) performed work regarding a
utilties motion; (4) attended to issues regarding Tesoro, Chevron and Marathon; (5) attended to
insurance issues; (6) attended to tax issues; (7) performed work regarding utility deposit issues;
68773-001\DOCS_DE: 147450. I
11
(8) attended to issues regarding governent agencies; (9) attended to environmental issues;
(10) attended to issues regarding critical vendors; and (11) corresponded and conferred regarding
operations issues.
Fees: $23,155.00;
Hours: 39.60
P. Retention of Professionals
30. This category includes work related to the retention of
the Firm. During
the Interim Period, the Firm, among other things, performed work regarding its retention
application.
Fees: $180.00;
Hours: 0.80
Q. Retention of Professionals--Others
31. This category includes work related to the retention of professionals, other
than the Firm. During the Interim Period, the Firm, among other things, performed work
regarding the Clemans, Zolfo, Lazard, Albrecht, Schully, and Rutan retention matters, and
regarding Ordinary Course Professionals issues.
Fees: $14,654.50;
Hours: 29.60
R. Stay Liti2ation
32. This category includes work related to the automatic stay and relief from
stay motions. During the Interim Period, the Firm, among other things: (1) performed work
regarding violation of stay letters; (2) performed work regarding the Chevron demand for relief
from the stay; (3) performed work regarding the Union Oil motion for relief
from stay;
(4) performed research; and (5) corresponded and conferred regarding stay issues,.
Fees: $15,476.50;
Hours: 25.70
68773-001\DOCS_DE: 147450. 1
12
S. Tax Issues
33. This category includes work related to tax issues. During the Interim
Period, the Firm, among other things, performed work regarding a tax motion and related order.
Fees: $450.00;
Hours: 0.80
T. Travel
34. During the Interim Period the Firm incured non-working time while
traveling on case matters. Such time is biled at one-half the normal rate.
Fees: $2,750.00;
Hours: 10.00
Valuation of Services
35. Attorneys and paraprofessionals ofPSZ&J expended a total 469.80 hours
in connection with their representation of
the Debtors during the Interim Period, as follows:
Na.lleof Professional
Individual
Positi()nf,tli~.lpp1icant, Number of Yearsinthat

Positon, Experience, Year Prior
Relevaint '
of Obtaining LicensetoPractice, Area of
Hourly. . . .. Totl ' " . Biling' Hours Biled Rate (including Changes)
$750.00 101.20
Total' Compensation
'Exenise
Ira D. Kharasch
Debra 1. Grassgreen
since 1982
$75,900.00
$ 208.50
Parner 1997; Member ofCA Bar since 1994; Member of FL Bar

since 1992
$695.00 0.30
$675.00 $675.00
$550.00 $275.00 $535.00
0.10 0.30
Jeffrey N. Pomerantz
Henry C. Kevane
Max B. Litvak
Partner 1995; Member ofCA Bar

since 1989
$ $
67.50

since 1986
202.50
t
f
Parner 2004; Member of TX Bar
46.70
10.00 13.90
$25,685.00
$ 2,750.00
since 1997; Member ofCA Bar

since 2001
James E. O'Neil
Partner 2005; Member ofPA Bar DE Bar since 1985; Member of

since 2001
$ 7,436.50
68773-001 \DOCS _DE: I 47450.1
13
Nm,e, ofPrfessonal
PositionoltheApplicalit, .'.
Number of Years in that
' Hourly
Individual
Billing
Totl Hours
Toti Compensation
Position,PriorR~leYant '
Lice.llse, to Practice,
Rate,
,Ghanges)
"
Biled
" ,
Expe..ience,,earoft?bt~iniig.... , (including,
...
,
EXDertise ,',,',' . "

SInce 1994; Member of since 1999
.',' ,,'" ," '. .',,' "
Area
of
Joshua M. Fried
$535.00
0.50
267.50
NY Bar
$525.00
73.20
Scotta E. McFarland
Of
Counsel 2000; Member ofCA

DE
$38,430.00
Bar since 1993; Member of
Bar since 2002
Robert M. Saunders
Of
Counsel
2001; Member of
NY
$495.00
105.1 0
$52,024.50
Bar since 1984; Member ofFL

Bar since 1995
Maria A. Bove
Of
Counsel 2001; Member of
NY
$475.00
$395.00 $395.00
0.60
1.40
$ $
285.00
553.00
Bar since 2001
Timothy P. Cairns Kathleen P. Makowski
Associate 2007; Member of
DE
David A. Abadir
Bar since 2002 Of Counsel 2008; Member ofPA Bar since 1996; Member of DE Bar since 1997 Associate 2008; Member ofMA
Bar since 2007; Member of NY
28.90
$11,415.50
$350.00
0.90
315.00
Bar since 2008

Mark M. Bilion
Associate 2009; Member of Bar since 2007; Member of NY DE
$325.00
1.00
325.00
Leslie A. Forrester
Kathe F. Finlayson
Bar since 2009 Law Library Director 2003

Paralegal 2000 Paralegal 2008
Shawn A. Quinlivan Beatrice M. Koveleski Charles 1. Bouzoukis Andrea R. Paul
Case Management Assistant 2009

Case Management Assistant 2001 Case Management Assistant 2001
$250.00 $225.00 $225.00 $125.00 $115.00 $115.00
5.80 37.50 31.80

1.70
4.20 4.70
$ 1,450.00 $ 8,437.50 $ 7,155.00 212.50 $ 483.00 $ 540.50 $
Grand Total:
$ 234,144.00
Total Hours:
Blended Rate: $
469.80 498.39
~
~ ~
36.
The nature of work performed by these persons is fully set forth in
Exhibit A attached hereto. These are PSZ&J's normal hourly rates for work ofthis character.
The reasonable value of the services rendered by PSZ&J for the Debtors during the Interim
Period is $234,144.00.
68773-001\DOCS_DE: 147450. I
14
37. In accordance with the factors enumerated in section 330 of
the
Banptcy 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 Banptcy Code. Moreover, PSZ&J has reviewed the
requirements of
DeL. Ban. 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 March 9, 2009
through March 31, 2009, an interim allowance be made to PSZ&J for compensation in the
amount of$234,144.00 and actual and necessary expenses in the amount of$18,780.98 for a
total allowance of $252,924.98, and payment of$187,315.20 (80% of
the allowed fees) and
reimbursement of$18,780.98 (100% of
the allowed expenses) be authorized for a total payment

as this Court may deem
of
$206,096.18 and for such other and fuher relief
just and proper.
Dated: April ;)0, 2009

aura Davis es (DE Bar o. 2436)
Ira D. Kharasch (CA Bar No. 109084) Scotta E. McFarland (DE Bar No. 4184, CA Bar No. 165391) Robert M. Saunders (CA Bar No. 226172) James E. O'Neil (DE Bar No. 4042) Kathleen P. Makowski (DE Bar No. 3648)
919 North Market Street, 17th Floor
,~ :1
~
~
P.O. Box 8705 Wilmington, DE 19899-8705

Telephone: 302/652-4100
~
~
Facsimile: 310/652-4400
Counsel for Debtor and Debtor in Possession
68773-001 \DOCS_DE: 147450. I
15
VERIFICATION
STATE OF DELA WARE
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 thoroughly familar with the work performed on behalf of the
Debtors by the lawyers and paraprofessionals ofPSZ&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. Ban. 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.
./
SWORN AND STBSCRIBE
before me this -i day of
MARY E. CORCORA NOTARY PUBLIC STATE OF DELAWAR

Mr commission expires Nov. 4, 20
, l/4/lf
68773-001 \DOCS_DE: 147450. I

In re: ) Chapter 11
)
PACIFIC ENERGY RESOURCES LTD., et al., i) Case No. 09-10785(KJC)
Debtors. )
) (Jointly Administered)
) Objections Deadline: May 21, 2009 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")
Pachulski Stang Ziehl & Jones LLP ("PSZJ"), counsel to the debtors and debtors
in possession in the above-captioned case (the "Debtors"), has fied its 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 March 9, 2009 through
March 31, 2009, seeking compensation for services in the amount of $234,144.00 and
reimbursement of costs incurred in the amount of $18,780.98 (the "Application").

PLEASE TAK 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 Banptcy 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 May 21, 2009 (the "Objection Deadline").

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 mailng
Objections or other responses to the Application, if any, must also be served so .
that they are received not later than May 21, 2009 at 4:00 p.m. prevailng Eastern time, by:
(a) the Debtors, (1) Pacific Energy Resources, 111 W. Ocean Boulevard, Suite 1240, Long
Beach, CA 90802, Attn: Gerry Tywoniuk, Senior VP & CFO and(2) Zolfo Cooper, 1166 Sixth
Avenue, 24th Floor, New York, NY 10036, Attn: Scott W. Winn, Senior Managing Director;
(b) counsel to the Debtors, (1) Pachulski Stang Ziehl & Jones LLP, 919 North Market Street, 17th
Floor, Wilmington, DE 19899-8705, Attn: Laura Davis Jones, Esq.; Fax: 302-652-4400, e-mail:
liones~pszilaw.com and (2) Pachulski Stang Ziehl & Jones LLP, 10100 Santa Monica Blvd.,
11th Floor, Los Angeles, CA 90067-4100; Attn: Ira D. Kharasch, Esq; Fax: 310-201-0760,
e-mail: ikharash~pszilaw.com (c) the Office of
the United States Trustee, 1. Caleb Boggs
Federal Building, 844 N. King Street, Suite 2207, Lock Box 35, Wilmington, Delaware 19801,
Attn: Joseph McMahon, Esq. and (d) counsel 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, Hercules 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 fied, served and received, a hearg on the Application will be held at the
convenience of the Bankruptcy Court. Only those objections made in writing and timely fied
and received in accordance with the Administrative Order and the procedures described herein
wil be considered by the Bankptcy Court at such hearing.
address for all of
PLEASE TAK FURTHER NOTICE that, pursuat to the Admnistrative Order,'if

no objection to the Application is timely fied, 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 fuher order of
the Banptcy Court.
Dated: May 1, 2009
P ACHULSKI STANG ZIEHL & JONES LLP
L r Davis Jones (DE Bar No. 2436)

I a . Kharasch (CA Bar No. i 09084)
cotta E. McFarland (DE Bar No. 4184, CA Bar No. 165391) Robert M. Saunders (CA Bar No. 226172)
James E. O'Neil (DE Bar No. 4042)
Kathleen P. Makowski (DE Bar No. 3648) 919 North Market Street, 1 ih Floor P.O. Box 8705 Wilmington, DE 19899-8705
Telephone: 302/652-4100
Facsimile: 310/652-4400
Email: liones~pszilaw.com
ikharasch~pszi law.com
smcfarland~pszilaw.com rsaunders~pszilaw.com ioneil~pszilaw.com kmakowski~pszilaw.com

Counsel for Debtors and Debtors in Possession.
68773-002\DOCS_DE: 147702.1
EXHIBIT A
PACHULSKI STANG ZIEHL & JONES LLP

10100 Santa Monica Boulevard 11th Floor Los Angeles, CA 90067
March 31, 2009
Invoice Number 82087
68773 00002
IDK
Gerr Tywoniuk
111 W. Ocean Blvd. ste. 1240 Long Beach, CA 90802

Net balance forward
$0.00
Re:
Post Petition
Statement of Professional Services Rendered Through
03/31/2009
Hours
Asset AnalysisfRecoveryiBl20)
03/09/09 03/09/09 03/09/09
03/1 0/09 03/1 0/09
Rate
Amount
RMS RMS
Review of voice mail from M Cervi and email back regarding needed information for CCAA
Email M. Cervi regarding needed information for CCAA.
0.30
0.50 0.10 0.70
1.20
495.00
495.00
525.00
$148.50
$247.50
$52.50
SEM SEM
Review emails from Rob Saunders regarding information

needed for the Canadian bankptcy filing
Review information on Canadian fiings (.6); Email to Rob Saunders with comments (.1)
Email exchanges with R Clark and K MacInnes in preparation for their filing CCAA proceeding in British petition and Columbia, Canada, including review of ail exchange with S supporting documents (.90); em McFarland and S Quinlivan regarding review and assuring conforming descriptions between CCAA petition and chapter 11 first day affdavit
Review and respond to email correspondence from Maxim
B. Litvak regarding fiing and docket information to
525.00
$367.50
RMS
495.00
$594.00
~
03/1 0/09
KPM
0.30
395.00
$118.50
Canadian counsel
03/1 0/09
KPM
Review and respond to email correspondence from Rob Saunders regarding fiing and docket information sent to
Canadian counsel
0.20
395.00
$79.00
t .
03/1 0/09
SAQ
SAQ
03/1 0/09
03/1 0/09
Review background section of Canadian bankptcy petition prepared by Devlin Jensen Devlin Jensen Conference with R. Saunders re review of petition and status of service lists for OMNI
Phone calI to Vanessa Soto at Devlin Jensen re revisions to background section for Canadian petition
0.30 0.40 0.20 0.10 0.20
225.00 225.00
225.00
$67.50 $90.00
SAQ SAQ SAQ
$45.00
$22.50 $45.00
03/10/09
03/1 0/09
Review R. Saunders email memos and attachments re orders entered to be forwarded to Devlin Jensen Review and respond to R. Saunders email memos re orders
225.00
225.00
Invoice number 82087
68773
00002
Page 2
entered on first day motions and forward same to V. Soto at Devlin Jensen
03/1 0/09 03/1 0/09
SAQ SAQ
Prepare memo to V. Soto at Devlin Jensen re first day orders

Exchange email memos with R. Saunders and S. McFarland re revisions to Devlin Jensen petition and background section
0.40 0.20
225.00 225.00
$90.00 $45.00
03/1 0/09 03/1 0/09 03/1 0/09
SAQ SAQ SAQ
Review and send joint administration orders from each case to V. Soto at Devliln Jensen
0.20
0.20 0.20 0.70 0.50
1.60
225.00 225.00 225.00

550.00 550.00
$45.00 $45.00 $45.00
Review and send orders on first day motions re utilties, taxes and critical vendors to V. Sota at Devlin Jensen
Review and respond to email memos re Canadian counsel and preparation of PERL bankrptcy petition
03/11/09 03/11/09 03/11/09
MBL
MBL
RMS
Finalize letter re entr of 010 Order; emails re same.

Emails re service lists; miscellaneous pending items.
$385.00 $275.00 $792.00
03/11/09
KPM
Assisting Canadian counsel regarding CCAA, including review of proposed Petition and related documents and ail to email exchange with R Clark and V Soto; (1.50) em Omni regarding posting CCAA documents on web site (0.10) Review, research and respond to email correspondence from Rob Saunders regarding documents sent to Canadian counsel
Review and respond to email correspondence from Maxim B. Litvak regarding final letter and documents for
Canadian counsel
495.00
0.30
395.00
$118.50
03/11/09
KPM
0.30
395.00
$118.50
03/11/09 03/11/09 03/11/09 03/11/09 03/11/09 03/12/09 03/12/09 03/12/09 03/13/09 03/13/09
KPM
KPM KPM
SAQ SAQ
Review, revise, compile, execute and transmit letter to Canadian counsel regarding fiing and docket information
Review and respond to email correspondence from Rob Saunders regarding documents sent to Canadian counsel
0.30 0.10 0.10 0.20 0.20 0.30 0.20 0.20
395.00 395.00
$118.50
$39.50 $39.50 $45.00 $45.00
Telephone call to Canadian counsel regarding receipt of documents conceming filing information and docket
Review memo from V. Soto re additional first day orders; re-send cash mgmnt order
395.00
225.00
225.00 750.00
Review and respond to V. Soto email request for copies of additional first day orders
E-mails and telephone conference with Canadian counsel on ancilary Canadian proceeding and its order re same.
10K
RMS
SAQ
RMS
$225.00
$99.00
Email exchange with V Soto regarding commencement of CCAA proceeding

Respond to multiple email requests from V. Soto re first day motions and orders and clarification of same
495.00
225.00 495.00 495.00
$45.00
~
RMS
Email exchange with K Macinnes regarding CCAA order Email exchange with H Rahmani or Devlin Jensen
regarding stock holdings (relevant to claims and equity transfer restrictions motion and interim order) (0.10); email
0.20
0.20
$99.00 $99.00
to I Kharasch and S McFarland regarding same (.10)

03/16/09 03/16/09 03/17/09
RMS RMS
Email exchanges with R Clark and K MacInnes regarding CCAA Beta Trust holding of treasury security research Review of
0.30
0.50 0.30
495.00 495.00 750.00
$148.50 $247.50 $225.00
10K
E-mails with R. Saunders re Canadian ancilary bankptcy
68773
00002
Page 3
proceeding and need to inform them of case status, and provide same.
03/17/09
RMS
Review of em ail from Devlin Jensen to CCAA Monitor and email from me to Monitor regarding setting up conference call (.20); em ail exchanges with Monitor and R Clark regarding setting up conference call (.20)
0.40
495.00
$198.00
03/19/09
RMS
Preparation for and conference call with Monitor Ron McMahon) for CCAA proceeding and R Clark (0.3); email to R Clark and V Domingo regarding creditors' committee and hearing dates (0.6)
0.90
495.00
$445.50
03/20/09 03/23/09 03/23/09 03/23/09 03/24/09 03/30/09 03/30/09 03/31/09
RMS
Email exchanges with M Cervi and K MacInnes regarding

Com push are
0.20 0.20
495.00
750.00
525.00
$99.00
10K
SEM
E-mails to client re need for feedback on Canadian related
$150.00
$52.50
fiing.
Responding to Rob Saunders' request re surety bonds and escrow accounts
0.10
0.10 0.10 0.20 0.20 0.40
RMS
SEM
Email to Devlin Jensen the Committee's request for extension of hearing and objection deadline in US cases
495.00
525.00
$49.50 $52.50
Follow-up with Mark Cervi to verify that no debtor ever

owned Texas propert
10K
RMS
RMS
Emails with Committee and R. Saunders re Canada insolvency proceeding.
750.00
$150.00
$99.00
Email exchanges with R Itkin and R Clark regarding CCAA proceeding

Conference call regarding CCAA proceeding with R Itkin, K Piper and Rustin of Steptoe, R Shwari (of DelloIte) and R Clark of Devlin Jensen.
495.00 495.00
$198.00
Task Code Total
15.00
$6,806.00
Asset Disposition (BI30)

~
;~
03/09/09
10K
Office conference with client re issues and concems in role and employment of Albrecht and Clemens in getting sale done, and consequence of losing Clemens and need to get
lenders involved.
0.40
750.00
$300.00
03/09/09
03/1 0/09
10K
RMS
E-mails with client and lenders re same. Drafted detailed email to S McFarland, including review of case law, regarding her drafting a motion to authorize payment into a State of Alaska escrow for plugging and abandonment obligations
0.10 0.50
750.00
$75.00
495.00
$247.50
03/1 1/09
10K
03/11/09
10K
E-mails with Kyle re lender concems on the Corsair transaction that began prepetition and whether it is now a post-petition out of ordinary course in need of court approval. E-mails and telephone conferences with Max Litvak, Rob Saunders re same and how to resolve, and resolution of same and confirmation with lender.
0.30
750.00
$225.00
0.40
750.00
$300.00
03/11/09 03/11/09
MBL
RMS
Calls with i. Kharasch, T. Marino & G. Sleichter re Corsair assignments.

Email exchange with I Kharasch regarding Corsair
0.50
0.20
550.00
$275.00
495.00
$99.00

03/16/09 03/17/09 03/17/09
MBL
IDK
IDK
68773
00002
Page 4
0.40 0.20 0.90
Call with lenders; follow up with i. Kharasch re status.

E-mails with client, Zolfo re coordination of call today on
sale process.
550.00
. $220.00
750.00
$150.00 $675.00
Attend conference call with client, Lazard, Zolfo re same and sale benchmarks in credit agreement and how it works given September 10 deadline to close sale, and need to contact lenders given logistical problem.
Telephone conferences and e-mails with M. Litvak re need to memo to lenders re same, and need to amend to add other issues.
750.00
03/17/09
IDK
0.30
750.00
$225.00
03/18/09 03/18/09
IDK IDK
Telephone M. Litvak re issues on abandonment and decommissioning liabilty.

Telephone conference with lenders' counsel re various problems in sale process timeline and how to close prior to maturity of DIP and issues re Chevron.
0.20 0.30
750.00
$150.00 $225.00
750.00
03/18/09 03/18/09 03/18/09
IDK IDK
Telephone conference with M. Litvak re same and need for follow up with client.
E-mails with client, M. Litvak re same and need for call on
sale process.
0.10
0.20 0.80
750.00 750.00 750.00
$75.00
$150.00
$600.00
IDK
Attend all hands conference call on sale process and result of communications with lenders re same, including timing of regulatory approvals for sale of oil and gas leases.
Call with lenders re sale issues (0.4); update client re same (0.4); calls with i. Kharasch re same (OJ). Call with client re sale issues; follow up with i. Kharasch. Email exchange with M Litvak regarding sale process for
Alaska Assets
03/18/09 03/18/09 03/18/09 03/19/09 03/20/09 03/20/09
MBL MBL
RMS
1.0
1.00
550.00
550.00
$605.00 $550.00
$49.50
0.10 0.40
OJO
495.00 495.00
750.00 750.00
RMS
Email exchange with M Cervi regarding Alaska Assets and review of relevant materials E-mails with R. Saunders re his abandonment preliminary memo and need for follow up on possessory interest.
Telephone conferences and e-mails with R. Saunders, L. Forester re result of call with client on same, need to expand legal and non-legal research on contingency planning re same and consider.
Miscellaneous em
$198.00
$225.00
IDK
IDK
0.70
$525.00
03/20/09 03/20/09
MBL
RMS
ails re pending issues.

ail
0.40 5.80
550.00
$220.00
$2,87 1.00
Email exchange with M Cervi regarding Alaska Assets and

review materials relevant to his questions (1.0), em
495.00
exchange withI Kharasch and M Litvak regarding M Cervi's questions (0.2); telephone conference with I Kharasch (OJ); conference call with M Cervi, K Tomossonie and L Wolf (0.8); email exchange with L Wolf regarding lenders' working interests and email I Kharasch and M Litvak (OJ); review of shell sale procedures motion and telephone conference with S Quinlivan (0.6); email exchange with T Marino regarding Alaska (.20); drafted detailed email to I Kharasch research regarding regarding Alaska (0.7); review of interests in Alaska Assets; telephone conference with M Cervi regarding abandonment (0.4); telephone conference with 1 Kharasch regarding abandonment (0.2); telephone
conference with L Wolf
regarding abandonment (0.4);
Telephone conference with I Kharasch regarding Alaska
68773 00002
Page 5
and lender's requests (0.2); email exchange with L Forrester regarding research (0.2); voice mail to GAmber regarding Redoubt and em ail exchange with him (0.3)
03/20/09 03/22/09 03/22/09 03/23/09
SAQ
Conference with R. Saunders re revisions to sale procedures motion
0.30
0.80
225.00
550.00
$67.50
MBL
RMS
Emails/call with i. Kharasch re Chevron issues. Email exchanges with I Kharasch and M Litvak regarding
abandonment questions
$440.00 $148.50 $225.00
0.30
0.30
495.00
750.00
10K
E-mails with R. Saunders re lenders' position on abandonment issues, and related issue of decommissioning liabilty, and further research by Leslie re same.
03/23/09
10K
Telephone conference and e-mails with R. Saunders re calls with client today re similar issues for the report to lenders.
E-mails with oil and gas counsel and R. Saunders re issue of liability for decommissioning costs.
Call/emails with Committee counsel re case status.
0.20
750.00
$150.00
03/23/09 03/23/09 03/23/09
10K
MBL
RMS
0.40 0.40 0.80 0.80

1.70
750.00 550.00 495.00
$300.00
$220.00
$396.00 $200.00 $382.50 $208.50 $150.00 $450.00
Review of abandonment question; email exchange with S McFarland regarding surety bonds
03/23/09
03/23/09 03/24/09 03/24/09 03/24/09
LAF
SAQ
DG
Legal research re: Environmental cliams & abandonment. Review and revise sales procedures motion
Brief analysis of issues re: environmental claims/abandonment E-mails with client, M. Litvak re client's desire for full abandonment of part of AK assets.
250.00 225.00
695.00 750.00
0.30 0.20 0.60
10K
10K
E-mails and telephone conferences with attomeys re recent research/precedent on issues re abandonment of environmentally challenged propert to a secured creditor, including whether PEAO has direct decommissioning liabilty .
750.00
03/24/09 03/24/09 03/24/09 03/24/09 03/24/09 03/24/09 03/24/09 03/24/09 03/25/09
10K
MBL MBL
RMS
MB
E-mails with client, Zolfo, re issues on cost of decommissioning oil wells in various locations.
Research and analysis Alaska issues.
Emails with team re pending tasks.
0.30 3.50 0.70 0.70 0.60 0.50

5.00
750.00 550.00 550.00
$225.00
$1,925.00
$385.00
$346.50
Research regarding abandonment Review pleadings and cases regarding abandonment of propert (.4); email to i. Kharasch regarding same (.2) Research abandonment issue and emails to/from i. Kharasch re same.
Legal research re: Abandonment of environmental obligations.
Research precedent where Debtor attempts to abandon environmentally challenged propert to secured lenders.
495.00 475.00
535.00
$285.00 $267.50
$1,250.00
$315.00 $375.00
JMF
LAF
DAA
250.00
350.00 750.00
0.90
0.50
10K
E-mails and telephone conferences with M. Litvak, client re our preliminary conclusions on whether we can abandon the AK non-operating working interest, the liabilty of PEAO for decommissioning liabilty and open issues and further research conclusions of R. Saunders re same.
03/25/09 03/25/09
MBL MBL
Call with i. Kharasch regarding Alaska issues; email client regarding same.
Call with A. Marino regarding Alaska.
0.70 0.30
550.00
550.00
$385.00 $165.00

03/25/09 03/25/09
MBL
RMS
68773
00002
Page 6
1.00 1.70
Attend call with team regarding Alaska operations.
550.00
$550.00
Drafting detailed email to M Litvak regarding abandonment including citations to case law and legal research Review of Alaska Asset presentation received from Zolfo Cooper and preparation for conference call (including
review of relevant materials outside of email exchange with L Wolf
495.00
$841.0
$1,930.50
03/25/09
RMS
3.90
495.00
presentation) (0.6); regarding Alaska (0.2); email
exchange with M Cervi regarding Alaska (0.2); conference call (all hands) regarding Zolfo Cooper presentation to
lenders (2.0); review of Alaska (.10); em voice mail from L Wolf regarding
ail to M Cervi regarding charts in presentation (0.10); review of estimated plugging and abandonment liabilty (.40); other related review and analysis regarding Alaska (0.30)
03/26/09 03/26/09 03/26/09
10K
MBL
RMS
E-mails with client, R. Saunders re other wells in AK that may give rise to decommissioning liabilty. Begin memo on abandonment issues. Telephone conference with M Cervi regarding Alaska strategy (0.2); telephone conference with I Kharasch
regarding same (0.2); review of
0.10 0.00 0.80
750.00 550.00
$75.00
$0.00
495.00
$396.00
relevant materials (0.40)
03/27/09 03/27/09 03/30/09
10K
MBL
E-mails and telephone conference with potential buyer of assets and status of marketing and Lazard contact.
Miscellaneous emails with team re pending issues. Emails with R. Saunders re need for memo on re sale of Alaska assets with co-interest of Chevron under 363(h), and issues re prior research, factual data re same.
0.30 0.40 0.40
750.00 550.00 750.00
$225.00
$220.00
$300.00
10K
03/30/09 03/30/09
MBL
RMS
Calls with i. Kharasch; emaIls regarding Committee requests.

(0.30); review of
0.50
550.00
$275.00
Email exchange with I Kharasch regarding Alaska leases relevant material regarding Alaska leases
2.50
495.00
$1,237.50
research (2.2)
03/3 1/09
10K
Telephone conference with R. Saunders re various issues on 363(h) and selIng free and clear of Chevron's working interests. Research and review thereof related to sale of certain Alaska Assets (3.4); telephone conference with I Kharasch (0.4)
0.40
750.00
$300.00
~ ~
, ..
03/31/09
RMS
3.80
495.00
$ i ,88 1.00
Task Code Total
52.20
$26,728.50
Bankruptcy Litigation (L430)

03/09/09
10K
~.
Communications late last night after fiing chapter 11 with

client, team, lenders re confirmation of
0.50
750.00
$375.00
fiing, cases
numbers.
03/09/09
10K
Communications with team, client, professionals re coordination of getting first day hearing, which judge pulled, getting notice out for same.
0.50
750.00
$375.00
03/09/09
10K
Prepare for oral argument for all first day motions except DIP, including noting numerous changes to motions made
3.50
750.00
$2,625.00
68773
00002
Page 7
yesterday prior to fiing chapter 11.
03/09/09
IDK
E-mails with S. McFarland re questions on certain first open issues re cash management and wages, and need to coordinate with UST.
Telephone conference and e-mails with UST re coordinating call on first days and attend call with Joe M.
Meet with client, Zolfo, Lazard on general issues and hearing tomorrow on first days and DIP. Meet with client re prep for critical vendor motion
tomorrow re UST problems re such motion, and strcture
0.40
750.00
$300.00
03/09/09 03/09/09 03/09/09
IDK
0.80
750.00 750.00 750.00
$600.00
IDK
IDK
2.20
1.20
$1,650.00
$900.00
of evidence for same, and need to get info to UST to same re list of critical vendors, and descriptions of justification for each.
03/09/09 03/09/09 03/09/09
IDK
SEM
SEM
E-mails with S. McFarland and client re info re same for UST.

Telephone Conference with Rob Saunders regarding status of service lists for first day motions
0.20 0.20 0.20
750.00
525.00 525.00
$150.00 $105.00
Email exchange with Ira Kharasch regarding the notice of first day hearings, the agenda and the DIP Notice (.1); Telephone confemece with Tim Caims re same (.1)
Preparing notice of
$105.00
03/09/09
SEM SEM SEM
hearing on first day motions (.9)
0.90
1.80
525.00 525.00
$472.50 $945.00 $315.00
03/09/09 03/09/09
Drafting agenda for 3/1 0/09 first day hearing
Telephone conference with Ira Kharasch, Laura Davis Jones and Joe McMahon regarding first day motions and orders Telephone conference with Rob Saunders, Shawn Quinlivan, Kitt Makowski and Brian Osbome regarding service lists for first day motions
0.60
525.00
03/09/09
SEM
0.60
525.00
$315.00
03/09/09
SEM
Various telephone conferences with Kitt Makowski regarding first day motions and the up coming hearing thereon
Email exchange with Ira Kharasch and Rob Saunders re service of first day motions
0.40
525.00
$210.00
03/09/09 03/09/09 03/09/09

03/09/09
SEM SEM
SEM
0.10
0.10 0.10 0.10
525.00 525.00
525.00 525.00 525.00
$52.50 $52.50
Email exchanges with Rob Saunders and Kitt Makowski regarding changes to agenda for first day hearing
Email to Omni re service list of equity holders
$52.50 $52.50
$52.50 $52.50
SEM SEM SEM SEM
Review and respond to email from Rob Saunders regarding the core group service list
Email communications with Hourak Rahmani and Shawn quinlavan regarding the equity holders service list
03/09/09 03/09/09 03/09/09 03/09/09 03/09/09 03/09/09 03/09/09
0.10
0.10 0.30
Attention to the service list for the royalty and overriding royalty interest holders
525.00
525.00 535.00 535.00 535.00
JEO JEO JEO

RMS
Responding to requests ofUST for additional infomation on first days Work on order for new case Work on noticing issue for first day Review agenda and service regarding first day hearing Preparation for hearing on first day motions, including telephone conferences and email exchange with I Kharasch regarding notice (5.7); voice mail and em ail to K Makowski regarding first day motions (.10); email
$157.50
2.00
0.90
1.20
$1,070.00
$48 i .50
$642.00
9.90
495.00
$4,900.50
68773 00002
Page 8
exchange with K MacInnes regarding halt of stock trading notice of fiing (0.2); emails (0.20); drafting and review of to L Jones and J O'NeiI regarding docket items (0.20); emails exchange with S McFarland regarding preparation for week (0.3); email exchange with I Kharasch, S McFarland, K Makowski and S Quinlivan regarding notice, agenda and service lists (0.5); revision of Interim Order on and Notice of claims and equity transfer restrictions and telephone conference with I Kharasch and email exchange with I Kharasch, K MacInnes and K Makowski and email to B Osbome (1.50); conference call with Omni and S McFarland, K Makowski and S Quinlivan regarding service lists (0.6); telephone conference with K Tomossonie regarding insurance premium financing motion and critical vendors service
lists (0. i); email exchange with S McFarland regarding
Redoubt (0.20); telephone conference with I Kharasch regarding status of preparation for hearing and his pending call with OUST (0.30)
03/09/09
TPC
SAQ SAQ SAQ SAQ SAQ
Assist in preparation of first day hearing

Review and respond to email memos re fax/email/service information for first day motions
Reply to email memo inquiring fax/email/service information for Bateman & Co.
0.50
395.00
$197.50
$45.00 $22.50 $67.50 $45.00 $67.50 $22.50
03/09/09 03/09/09 03/09/09 03/09/09
0.20
0.10 0.30 0.20 0.30
225.00
225.00
Coordinate search for first day service information for Bateman & Co in Cayman Islands
Coordinate revision of service lists for first day motions
225.00 225.00 225.00 225.00

225.00
03/09/09
03/09/09 03/09/09 03/09/09 03/09/09
Respond to multiple email inquiries as to the status of various service lists and service issues
Review and respond to email memos re service lists and
service issues
SAQ SAQ SAQ SAQ SAQ SAQ SAQ

KPM
0.10 0.20
0.10 0.20 0.20 0.30 0.60
Prepare service lists
$45.00
$22.50
Prepare email memo to R. Saunders re status of service

lists
225.00 225.00 225.00

225.00 225.00 395.00 750.00
Respond to multiple inquiries re service lists, additional parties, and service issues
$45.00 $45.00 $67.50

$135.00
03/09/09 03/09/09 03/09/09

03/09/09 03/10/09
Review equity trading restrictions and banks service lists and forward to Omni Mgmnt
Prepare various service lists for first day motions
Conference call with R. Saunders, S. McFarland, K. McKowski and Omni
Prepare orders and notices for first day hearing
9.00
0.70
$3,555.00
$525.00
10K
Telephone conference with UST, client, Zolfo re UST remaining issues on all first day motions and how to
resolve and consider.
03/1 0/09
10K
Utilty Order, Cash Management Order, and Omni Order, and which revisions to take.
Review and consider UST mark-ups of
0.50
750.00
$375.00
03/1 0/09
10K
Offce conferences and e-mails with attomeys re need to further revise various first day orders to incorporate various parts ofUST comments.
E-mails and telephone conferences with R. Saunders re stock claims trading motion and UST further problems
0.40
750.00
$300.00
03/1 0/09
10K
0.40
750.00
$300.00
68773
00002
Page 9
with same and need for feedback on various issues re same as a result of initial par of hearing today on such contested motion.
03/1 0/09 03/1 0/09
10K 10K 10K 10K
Review of R. Saunders memo on such motion.
0.20
750.00
$150.00 $600.00 $750.00 $450.00
03/10/09
03/1 0/09
Meet with client re same, and prepare for later hearing today on such contested motion. Meet with client, Zolfo, Lazard re upcoming first day
hearing generally.
0.80
1.00
750.00 750.00 750.00
Telephone conferences and e-mails with counsel for Chevron re today's hearing and how operations with Chevron wil be impacted by chapter 11.
Draft Omnibus Notice regarding First Day Orders, including organizing documents and downloading orders
0.60
03/1 0/09 03/1 0/09 03/1 0/09
KFF
SEM SEM
3.60
225.00
525.00 525.00
$810.00
$52.50
Email communications with Kitt Makowski regarding getting notices out and service list ready
notices of
0.10
0.70
03/1 0/09
03/1 0/09
SEM
SEM
SEM
Telephone conference with Kitt Makowski regarding first day hearing and sevice of same (.4); Drafting email regarding notices of first day motions and service of each (.3) Review emails re service of Forest Oil Telephone conference with Rob Saunders regarding first day hearing
$367.50
0.10 0.10 0.20 6.70
525.00 525.00
525.00
$52.50 $52.50
03/1 0/09 03/1 0/09
Telephone conference with Ira Kharasch regarding notices that need to be served as result of first day hearings
Preparation for hearing on first day motions (2.7); Email and voice mail exchange with I Kharasch prior to call with
OUST (0.3); conference call with Joe McMahon of OUST,
$105.00
RMS
495.00
$3,316.50
G Tywoniuk, M Cervi, I Kharasch and M Litvak regarding

OUST's comments to proposed orders (0.5); telephone
with J McMahon (0.2); revision of
conference and email exchange with I Kharasch after call proposed interim order on claims and equity transfer restrictions (0.3); email exchange with I Kharasch regarding Chevron (0.1); review of relevant materials regarding first day motions (0.8);
pro hac admissions request (0.1);
review and execution of
email exchange with B. Osbom of Omni regarding service (0.20); revision of claims and equity trading notice (0.5); telephone conference and email exchange with I Kharasch during break from hearing (0.2); Drafting detailed email regarding claims trading portion of proposed interim order (0.4); telephone conference with G Tywoniuk and I Kharasch regarding claims trading order (0.2); email exchange with K MacInnes and H Rahmani regarding notice to shareholders of (among other things) the date and time of the final hearing on the claims and equity transfer
restrictions motion (0.2)
03/1 0/09
KPM
Telephone call from C. Christianson (counsel to Chevron) regarding request to appear by telephone for first day hearing
Draft email correspondence to Ira Karasch and others regarding voicemail from C. Christianson (counsel to Chevron)
Organize and coordinate service of
0.10
395.00
$39.50
03/1 0/09
KPM
0.10
395.00
$39.50
03/1 0/09
03/1 0/09
KPM KPM
first day orders
3.50
5.50
395.00 395.00
$1,382.50 $2,172.50
Prepare for and attend first day hearing with Ira Karasch

03/1 0/09
68773 00002
Page 10
0.50
SAQ
Review K. Tomossonie email re Aera, Swepi, Noble and Chevron debt; review status of claimants over 1 milion for
UST list
225.00
' $112.50
03/10/09
SAQ
Review back-up data re unsecured creditors and claim amounts; prepare email memo to R. Saunders re claims over 1 milion dollars for UST
0.30
225.00
$67.50
03/1 0/09 03/1 0/09
SAQ SAQ
Review and revise Core Group service list
0.20
225.00 225.00 225.00

225.00
$45.00 $22.50 $22.50 $45.00 $45.00 $22.50 $45.00 $22.50 $22.50 $90.00 $65.00
Respond to R. Saunders email memo re milion dollar claimants and status of SWEPI and Aera claims
Review and respond to em
0.10
0.10 0.20 0.20
03/10/09
03/1 0/09 03/1 0/09 03/1 0/09 03/1 0/09 03/1 0/09 03/1 0/09
03/1 0/09
SAQ SAQ SAQ SAQ

SAQ
ail memo from K. Nownes at Omni re revisions to service lists
Review R. Saunders email and forward all first day entered orders to OMNI
Update chart of 1 millon or over unsecured claims Coordiinate preparation of service list for milion dollar claims
Review Pacer docket for all entered orders on first day motions; forward employee wage motion to Omni
Review and respond to K. Nownes email memo re finalization of service lists
225.00 225.00 225.00 225.00 225.00 225.00

325.00 325.00 395.00 525.00
0.10 0.20 0.10 0.10 0.40

0.20 0.80 0.20 0.20
SAQ SAQ SAQ
Review service list of milion dollar or more creditors for equity trading restrictions order
Review service lists for first day orders from Omni Mgmnt
Arrange delivery of
03/1 0/09 03/1 0/09 03/1 0/09 03/1 0/09
MMB MMB
key documents for use in Court
Attend first day hearing

Correspondence with chambers re: scheduling of hearings
$260.00
$79.00
TPC
SEM
Email exchange with Rob Saunders and Kitt Makowski regarding issues with his pro hac vice motion (.1); Review docket for Rob Saudners Pro Hac Vice Motion and review same for issue (.1)
Email communications with Jamie O'Neil and Kitt
$105.00
03/10/09
SEM
0.10 0.50
525.00
$52.50
Makowski regarding future hearing dates

03/11/09
10K
Numerous e-mails and telephone conferences with team re status of coordinating all notices of first day orders, and notices of final hearing, as wen as status of initiation of ancilary Canadian bankrptcy proceeding and status of coordinating with Toronto stock exchange re freezing of trading and re press release to Toronto exchange, issues re service of critical trade. Telephone conferences with S. McFarland re my summary of various items in certain ftrst day orders that must get noticed up for final hearing, as in utilty changes with UST
and others.
750.00
$375.00
03/11/09
10K
0.30
750.00
$225.00
03/11/09 03/11/09
KFF KFF
Order transcript for March 10 hearing Draft Notices of Hearing re: (I) Retain PSZ&J (2) Retain
Lazard (3) Retain Albrecht (4) Retain OCP (5) Interim
0.20
5.80
225.00
225.00
$45.00
$1,305.00
Comp, including downloading motions and orders and preparing service, and revising exhibits to omnibus notice re; Insurance Premium, Vendors, Taxes, Wages, Joint Administration and Claims Agent motions
03/11/09
SEM
Responding to inquiries from interestes parties re receipt of

notice of fiing
0.20
525.00
$105.00

03/11/09
SEM
68773
00002
Page
0.20
11
$105.00
Review the status of notices resulting from the first day hearing (.1); Email Kathe Finlayson and Shawn Quinlivan
re same (.1)
525.00
03/11/09 03/11/09 03/11/09 03/11/09 03/11/09
SEM
Review information received from Kathe Finlayson regarding notices of motions to be heard on April 8th
0.10
525.00
$52.50
$52.50 $52.50
SEM SEM SEM

SEM
Responding to inquiry from Rob Saunders re service on first day issues Review email from Rob Saunders regarding orders that
have been entered
0.10
0.10
525.00 525.00
525.00
Addressing issues regarding the various service lists for the first day motion
Conference with Shawn Quinlivan regarding the notices as certain of the motions to be noticed for hearing on April 8th.
preparation of
1.0
0.10
$577.50
$52.50
525.00
03/11/09
SEM
Telephone conference with Jamie O'Neil regarding notices of orders entered first day, orders granting interim relief and motions to be set for hearing on April 8th
0.30
525.00
$157.50
03/11/09 03/11/09 03/11/09

03/11/09
SEM SEM SEM

RMS
Review notice of entr of first day orders Read and consider each of the first day orders regarding required noticing
Coordinating service of notices re first day orders and motions with Delaware, Kathleen McGinnis and Omni
0.20 0.90
1.40
525.00 525.00
525.00
$ 105.00
$472.50 $735.00
Preparation for service and publication related to hearing on first day motions including email exchanges with I Kharasch, S McFarland, K Makowski and S Quilvan, and B Osbom and K Nownes (ofOmni) and K MacInnes of Devlin Jensen and emails to B Lyng, J Kuritz, K Tomossonie (3.7); Telephone conference with K Tomossonie regarding first day orders (0.2); telephone conference with I Kharasch regarding notice and service (0.2); telephone conferences with S McFarland in
preparation for service of
5.90
495.00
$2,920.50
notices and orders (0.3);

~
,.
(-
conference call with Omni, Zolfo Cooper and Devlin Jensen regarding notices, etc. (0.7); telephone conference with K Nownes of Omni regarding service list (0.2); email exchange with S McFarland (and Omni) regarding notice of claims and equity trading restrictions (0.30); em ail T Marino, L Wolf and G Amber regarding Chevron (.30)
03/11/09
03/1 1/09
t5
if ':
KPM KPM
SAQ SAQ
SAQ
Draft email correspondence to Rasheda Stewart regarding changes to 2002
0.10 0.20
395.00 395.00 225.00
$39.50
$79.00
Telephone call from Beecher Carlson and Landmark Square regarding requests for changes to 2002
Review and respond to multiple email memos re notices, service lists, and agenda from first day hearings
03/11/09 03/11/09
0.20
0.10 0.10 0.20 0.20
$45.00
$22.50 $22.50 $45.00
Review and respond to K. Finlayson email memo re noticing tasks

Review Pacer docket re entered orders on first day motions Phone call from Gary Mulheri at Clariant Corp. re change in mailng address
Review service lists index and prepare em
225.00 225.00 225.00

225.00
03/11/09
03/11/09 03/11/09 03/11/09
SAQ SAQ SAQ
ail memo to K.
$45.00
$22.50
Nownes at Omni re address change for Clariant Corp.

Review agenda for first day hearings
0.10
225.00

03/11/09
03/11/09 03/11/09
SAQ
SAQ
68773 00002
Page 12
notices offirst
Conference with S. McFarland re status of
0.20
225.00
$45.00
$45.00
day orders
Exchange email memos and attachments with K. Nownes at Omni re revisions to service lists Review and respond to multiple emails re revisions to service lists, additions to critical vendors, status of notices
re orders; review revised service lists
0.20
0.60
225.00
225.00
SAQ
$135.00
03/12/09 03/12/09
10K
KFF
E-mails re status of various noticing of first day orders and final re DIP.
Prepare 11 Notices of
0.30
750.00 225.00
$225.00 $630.00
Hearing on First Day Motions and
2.80
Interim orders for service, including drafting affdavits of
service for e-fiing with Court

03/12/09 03/12/09
KFF
RMS
Draft critical dates (initial)
1.40
225.00 495.00
$315.00 $148.50
Email exchanges with K MacInnes and Jarrett Creed regarding notice of claims and equity transfer interim order in Canada
Review emails from Omni regarding service of
0.30
03/12/09
KPM
SAQ
SAQ
first day
0.40
0.30 0.10
395.00 225.00 225.00
$158.00
$67.50 $22.50 $45.00
orders
03/12/09 03/12/09 03/12/09
Review email with attachments on first day notices and orders served on critical vendors; review service list
Reply to K. Nownes request for federal tax 10 numbers

Review em ail with attachments for service of first day notice and orders on cash managment motion; review service list Review K. Nownes em ail memo re correction on first day motions and orders served on financial institutions
SAQ
0.20
225.00
03/12/09 03/12/09 03/13/09
SAQ
0.10
225.00 525.00 750.00
$22.50 $52.50
SEM
10K
03/13/09 03/13/09 03/15/09 03/16/09

03/16/09
SEM
RMS
Email exchange with Kathe Finlayson and Ira Kharasch and Rob Saunders regarding fiing date E-mails re issue of confusion on fiing date for various of cases given docket information re different dates and how to deal re critical dates and in pleadings. Email exchange with Ira Kharasch regarding various pending matters Email exchange with I Kharasch and S McFarland regarding critical dates in cases
0.10
0.30
$225.00
0.10 0.20
1.20
525.00
$52.50 $99.00
495.00 225.00 225.00

525.00
KFF KFF
SEM
Draft agenda for April 8 hearing, including organizing documents for binders
Update first day binders with signed orders in connection with upcoming formation and 341 meetings
$270.00
0.80 0.10
$180.00
$52.50
Review email communication between Rob Saunders to Ritchie Clark re upcoming April 8th hearing and the Monitor's report and respond to Rob Saunders re same Dealing with updating service list re request of Kellan Grant
Discussion with Myra Kulick regarding maintenance of the
03/16/09
03/16/09
SEM SEM SEM SEM
0.10 0.10 0.10
525.00
525.00 525.00
$52.50 $52.50 $52.50 $52.50
2002 service list

03/16/09 03/16/09 03/16/09
Attention to local rules on fiing and service of motions
SEM
and the notice of commencement of case Review critical dates Email exchange with Kathe Finlayson and Ira Kharasch regarding the critical dates memo
0.10
0.10
525.00
525.00
$52.50

03/16/09 03/16/09 03/17/09 03/17/09 03/17/09 03/17/09 03/17/09
KPM
SEM
68773
00002
Page 13
0.20 0.10
1.60
Draft email correspondence to Peg Broadwater regarding status of pro hacs for PSZ&J lawyers
395.00
525.00
$79.00
Email exchange with James O'Neil and Kitt Makowski regarding obtaining additional hearing dates
Revise critical dates to include additional pleadings fied and changing petition date to March 9
Review critical dates memo and email Kathe Finlayson re comments
Review revised critical dates memo
$52.50
$360.00 $105.00
KFF
SEM SEM SEM
SEM
225.00
525.00 525.00 525.00 525.00
0.20 0.10 0.10 0.10
$52.50 $52.50 $52.50
Email to K. Finlayson regarding critical dates memo and distribution of same to company
Review email from Vanesa Soto re Canadian critical dates to be added to critical dates memo and forward same to
Kathe Finlayson
03/17/09 03/17/09 03/17/09 03/17/09
SEM
MBL
Working on the Critical dates memo Emails with team re pending issues. Review status of petition and communicate with court
clerk regarding docket correction
0.10 0.40 0.40 0.40
525.00 550.00 535.00
$52.50
$220.00 $214.00 $198.00
JEO
RMS
Email exchange with K Finlayson regarding critical dates memorandum and inclusion of CCAA proceeding in it (0.10); email exchange with K Finlayson, M Litvak and S McFarland regarding deadlines for schedules and bar date in the DIP financing documents (0.10); emaIl exchange with S McFarland regarding LBR 2015.3 disclosure (.20)
Review of first day orders and related filings
495.00
03/17/09 03/17/09 03/17/09 03/17/09 03/18/09 03/18/09 03/18/09 03/18/09
RMS
0.50 0.10
0.10
495.00
525.00 525.00
$247.50
$52.50 $52.50 $52.50
SEM SEM SEM
Email exchange with Jamie O'Neil and Kitt Makowski

regarding obtaining hearing dates
Communication with court re omnibus hearing dates

Attention to omnibus hearing dates Prepare a set of First Day Binders, including signed orders and send to Scotta McFarland, Esq.
Draft, e-fie and serve Certification of
0.10
1.00
525.00
KFF KFF
RMS
225.00 225.00 495.00

395.00
$225.00 $157.50
$99.00 $79.00
Counsel regarding
0.70
omnibus hearing dates, including affidavit of service
Email exchange with B Osbom regarding creditors and equity holders matricies and email to Devlin Jensen
Review email correspondence between Kathe Finlayson and Rob Saunders regarding hearing dates and motion
fiing deadlines
0.20
0.20
KPM
03/18/09 03/18/09 03/18/09 03/19/09 03/20/09 03/20/09 03/20/09
SEM SEM SEM
Email exchange with Maney Hunt re hearing dates and email to Ira Kharasch, Rob Saunders et al re hearing dates
0.20
525.00
$105.00 $105.00
$52.50
Review, sign and send to Del for fiing and service the COC and order re hearing dates
Dealing with getting certs of service for 3/12 service fied Review issues regarding amended matrix E-mails with 1. O'Neil re coverage of both final hearing on 324(a). first day motions for April 8 and coverage of
E-mails with S. McFarland re process for fiing motions in
case.
0.20
0.10 0.20 0.20 0.20 0.10
525.00 525.00
535.00
JEO 10K
$107.00 $150.00 $150.00

$52.50
750.00 750.00
525.00
10K
SEM
Email communications with Ira Kharasch regarding filing motions in this case

03/22/09 03/22/09 03/22/09
KFF
SEM
68773 00002
Page 14
0.50 0.10
Revise agenda notice for April 8 hearing Email exchange with Ira Kharasch and Kathe Finlayson re finalizing critical dates memo Review of calendar items and placing on my Outlook calendar and emaIls to K Finlayson, M Litvak and S McFarland
225.00
525.00
$112.50
$52.50
RMS
1.0
0.70 0.10
495.00
$544.50
03/23/09
03/23/09
KFF
SEM
Revise agenda and documents for April 8 hearing

Consideration of continued to a later hearing date and em
225.00
525.00
$157.50
$52.50
motions and applications that could be ail to Ira Kharasch
re same
03/23/09
SEM
Email communication with Rob Saunders regarding the

request of
0.10
525.00
$52.50
the committee to continue motions currently
scheduled for April 8th hearing

03/23/09 03/24/09
SEM
Review Critical Dates Memo

Serve signed order scheduling omnibus hearing dates, including drafting affdavit of service for e- fiing with Court
0.10 0.60
525.00
$52.50
KFF
225.00
$135.00
03/24/09 03/24/09
KFF
SEM
03/24/09 03/24/09 03/24/09
SEM SEM
Serve three signed orders approving admission, including drafting affdavit of service for e-fiing with Court Conference with Rob Saunders regarding the Bar Date Motion, the Motion to Limit Information the Committee can share and other pending matters Review critical dates memo and email to Kathe Finlayson re same
0.60 0.30
225.00
525.00
$135.00 $157.50
0.10
525.00 525.00
$52.50 $52.50 $45.00
Discussion with Shawn Quinlivan regarding revision of Background section for future motions
Review and respond to email memos from R. Saunders re revisions to sales procedures and committee information motions
Prepare email memo to S. McFarland re revisions to background section for subsequent motions
0.10 0.20
SAQ
225.00
03/24/09 03/25/09 03/26/09
SAQ
0.10 0.80 0.30
225.00 225.00
750.00
$22.50
KFF
10K
Draft core service list for special fiings E-mails and telephone conferences with S. McFarland re Committee request re information on critical vendor, whether such order approving same can be reconsidered, and consider info to be delivered.
E-mail with S. McFarland re same.
$180.00 $225.00
03/26/09 03/26/09
10K
SEM
0.10 0.30
750.00 525.00
$75.00
Consider status of each pending motion for hearing and draft email to PSZ&J re status of each for hearing and agenda
$157.50
03/26/09 03/26/09
SEM
SEM
Email to Ira Kharasch regarding the procedure for challenging orders entered at the first day heaing
Email to Kathe Finlayson regarding questions on critical dates
Review and respond to R. Saunders em
0.10 0.10 0.20 0.20 0.10 0.10
525.00 525.00
$52.50 $52.50 $45.00 $45.00 $52.50 $52.50
03/26/09
03/26/09 03/27/09 03/27/09
SAQ
ail memo regarding
225.00 225.00
525.00
525.00
open tasks and deadlines
SAQ
Review and segregate numerous email memos and

paperflow attachments
SEM
SEM
Follow-up with Shawn Quinlivan regarding the status of the background section for post first day motions
responding to Ira Kharasch's request regarding the local

Delaware rules
03/27/09 03/27/09
03/30/09
SAQ SAQ
68773
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Page 15
Review and track email memos re various open tasks to be completed and deadlines thereon Exchange email memos with S. McFarland re revisions to general background section for pending motions Emails and Telephone conferences with counsel to
Marathon, Chevron, and S. McFarland re their various
0.20 0.10 0.30
225.00
225.00
750.00
$45.00 $22.50
10K
$225.00
questions on royalty motion.

03/30/09 03/30/09 03/30/09 03/30/09 03/30/09 03/30/09
03/3 1/09
SEM
ARP
SAQ SAQ SAQ
SEM
Review and revise the critical dates memo to send to Brian ail same Prepare hearing notebook for hearing on 4/8/09. Review, revise and condense background section for subsequent motions to be fied in case
Osbome for the website and em
0.30
525.00
115.00
$157.50 $287.50 $247.50

$67.50
2.50
1.0
0.30 0.10 0.40 0.20
225.00 225.00 225.00

525.00 750.00
Further revisions to condensed background section ail memo to S. McFarland re condensed background section for subsequent motions
Prepare em Conference with Ira regarding the status of
$22.50
motions for the
$210.00
$150.00
April 8th hearing

10K
Emails with S. McFarland re status of issues up for April 8

omnibus, and UST feedback re same and extension of time
to object.
03/31/09
03/3 1/09
SEM SEM SEM
Telephone with Joe McMahon regarding April 8th hearing and objection deadlines Email to Ira Kharasch and Rob Saunders re discussions with Joe McMahon regarding April 8th heaing matters
0.10 0.10 0.10 0.10 0.10
525.00
525.00
$52.50 $52.50
$52.50 $52.50 $52.50 $22.50
r:
03/31/09
Email communications with Jamie O'Neil regarding the various continuances of motions to April 15th hearing
525.00 525.00 525.00
03/31/09 03/31/09 03/31/09
SEM
SEM
Email communications with Jamie O'Neil regarding

revised orders
Review and comment on critical dates memo
SAQ
Revise Cameros Energy Inc. schedules F & H re Forest Oil note
0.10
225.00
Task Code Total
120.20
$52,476.00
Case Administration (B110)
03/09/09 03/11/09
BMK
Prepare daily memo and coordinate client distribution. Prepare daily memo and coordinate client distribution.
0.50
125.00
$62.50 $25.00
t'
'
BMK
KPM
0.20
0.10
125.00
03/11/09
03/13/09 03/13/09
Draft email correspondence to Kathe Finlayson regarding contact list for case
Prepared daily memo narrative and coordinated client distribution.
395.00
125.00
$39.50
$12.50 $52.50
BMK
SEM
0.10 0.10
Email communications with Ira Kharasch regarding fiing date as shown on the docket and the issues that creates with critical dates
Email exchange with Ira Kharasch and Rob Saunders regarding what to do about the incorrect fiiing date on the docket for the PERL case
525.00
03/13/09
SEM
0.10
525.00
$52.50

03/14/09 03/16/09 03/16/09 03/16/09 03/16/09 03/17/09 03/17/09
KFF
BMK
SEM
RMS
RMS
68773 00002
Page 16
0.50 0.20
0.10 0.20 0.30 0.10 0.40
Review updated docket and incoming pleadings and draft critical dates
225.00
125.00
$112.50
$25.00
Email communications with Rob Saunders and Laura Davis Jones re changing the fiing date on the docket
525.00
$52.50 $99.00
$148.50
$49.50
Email exchange with S McFarland regarding correction of

fiing date on docket
495.00 495.00 495.00

750.00
Email K Finlayson and B Koveleski regarding critical dates in CCAA proceeding in Canada and paperflow
RMS
Review of email from J O'NeiI to court regarding conforming petition date on docket.
10K
E-mails with team, and Canadian counsel re anciIary proceeding re coordination of initial critical dates and process for same.
Responding to inquiry from WW Grainger regarding service Review email correspondence from Kathe Finlayson regarding upcoming deadlines
$300.00
03/17/09 03/17/09 03/18/09 03/18/09

03/18/09 03/19/09
SEM
0.10 0.20
0.10 0.30
1.00
525.00 395.00
125.00
$52.50 $79.00 $12.50
KPM
BMK
RMS
Prepared daily memo narrative and coordinated client distribution. Review of critical dates and deadlines in cases, including email exchange with K Findlayson
Prepare hearing notebook for hearing on 4/8/2009.
495.00
115.00
$148.50 $115.00 $157.50
ARP
SEM
Telephone conference with beth Reesberg with the OCC re notices in this case (.2); Email exchange with Mark Cervi and Brain Osbome regarding identifying why OCC is receiving notices (.1)
receipt of
0.30
525.00
03/19/09 03/19/09 03/20/09 03/20/09 03/20/09
KPM
KPM
Review and respond to email correspondence from Scotta E. McFarland regarding fiing amended matrix
0.10 0.20
1.20
395.00 395.00
115.00 125.00
$39.50 $79.00
ARP
BMK
SEM
Address fiing amended matrix Prepare hearing notebook for hearing 4/8/2009.
Telephone conference with Bobby WiIiams of
$138.00
0.10 0.30
$12.50
$157.50
the US
525.00
Merit System Protection Board re why they received notice of the case (.2); Email communications with Mark Cervi re same
03/22/09 03/22/09 03/23/09 03/23/09
KFF
SEM
BMK
SEM
Review updated docket and recently fied pleadings and draft critical dates Follow-up with Kathe Finlayson re getting the first page of the tax order replaced on the docket Prepared daily memo narrative and coordinated client distribution. Review eimail from Erma Garcia from the TX Commission on Environmental Quality and email to Kevin Tomissonie re same
1.00
225.00
525.00
125.00
$225.00
$52.50 $12.50 $52.50
0.10 0.10
0.10
525.00
03/23/09 03/23/09
SEM SEM
Att to getting the COS fied for the commencement of case and 341(a) notice Email communications with Kathe Finlayson regarding maintenance of 2002 service list
0.10
525.00 525.00
$52.50 $52.50
0.10

03/23/09 03/23/09 03/23/09 03/23/09 03/24/09 03/24/09
SAQ
68773 00002
Page 17
0.10
0.10 0.20 0.20 0.10 0.20
Update contacts list to include Fil Agusti at Steptoe & Johnson as counsel for the creditors commitee
225.00 225.00 225.00

225.00
125.00
$22.50 $22.50 $45.00
SAQ SAQ SAQ
Phone call with Fil Agusti re contact information for

Steptoe professionals
Phone call with J. Taylor re contact information for

Steptoe professionals
Update contacts list with Steptoe & Johnson contact information Prepared daily memo narrative and coordinated client distribution.
Telephone conference with Erma Garcia of
$45.00 $12.50
$105.00
BMK
SEM
the texas
525.00
Commission on Environmental Quality regarding receipt of notice

03/24/09 03/24/09 03/24/09 03/25/09
SEM SEM
CJB
Email to Erma Garcia regarding her agency's receipt of notice
0.10
525.00 525.00
115.00 125.00
$52.50 $52.50
Email exchange with Brian Osbome regarding how the matrix was compiled
Maintain document control.
0.10
1.40
$161.00
$25.00
BMK
SEM
0.20
03/27/09
Email communications with committee counsel and Omni regarding the website (.1) Conference with Brian Osbome re same (.1)
Email to Kathe Finlayson and Resheda Stewart re getting Omni a copy of the 2002 every Monday Maintain document control.
0.20
525.00
$105.00
03/27/09
SEM
0.10
525.00
115.00
$52.50
03/27/09 03/28/09 03/30/09 03/30/09
CJB
2.80
$322.00 $292.50
$12.50 $52.50 $52.50
KFF
BMK
SEM
SEM
03/30/09 03/30/09
03/31/09 03/31/09
Review updated docket and recently fied pleadings and draft critical dates Prepared daily memo narrative and coordinated client distribution. Investigate why the NLRB is getting notice Review Omni website at Brian Osbome's request and email re issues
Review emails regarding various issues
1.0
0.10
0.10 0.10 0.20 0.20 0.10
225.00
125.00
525.00 525.00 525.00 225.00
SEM
$105.00
$45.00 $22.50
SAQ SAQ
Update contacts list and circulate Review em ail memo from L. Wolfre additional contact information and update contact list
225.00
Task Code Total
16.20
$4,076.00
Claims Admin/Objections(B310)
$600.00
03/09/09
10K
Telephone conferences and e-maIls with R. Saunders re need for changes to order on claims/stock trading, including review of revised order, and issues re number of qualified creditors whose claims would be subject to
trading restrctions.
0.80
750.00
03/09/09
SAQ
Review and respond to R. Clark email memo re equity

trading restricitons motion
0.10
225.00
$22.50

03/1 0/09 03/1 0/09
68773
00002
Page 18
0.30 0.30
10K 10K
E-mails with S. McFarland and client re need to add further parties to royalty motion.
Office conference with client, Zolfo re royalty motion and whether we can continue to final hearing at request ofUST and avoid problems with lessors and State of Alaska and
Feds.
750.00
$225.00 $225.00
750.00
03/1 0/09
SEM
Email exchange with Jennifer Kuritz regarding payment of royalty and review of Royalty Motion (.1) Email to Ira Kharasch, Rob Saunders and Kitt Makowski regarding the Royalty Motion and who it covers (.1)
Email exchange with Ira Kharasch regarding royalty motion Review outstanding issues regarding Royalty Motion, Clemans, Sinking fund and email to Rob Saunders and Ira Kharasch re same
0.20
525.00
$105.00
03/1 0/09
SEM SEM
0.10
525.00 525.00
$52.50
$157.50
03/1 0/09
0.30
03/1 0/09
SEM
Review list of overriding royalty owners in Redoubt Unit and email to Ira Kharasch and Rob Saunders re same and email to Brian Osbome regarding adding to Royalty Owner service list
0.10
525.00
$52.50
03/11/09 03/11/09 03/11/09 03/11/09
SEM
SEM SEM
Email correspondence to Gerr Tywoniuk, Jennifer Kuritz and Mark Cervi regarding amendment to royalty motion Email communications with Rob Saunders regarding the trading restrictions service and publication of the notice of
Review and sign notice of publication notice of same
0.10 0.10 0.20 0.40
525.00
$52.50 $52.50
525.00 525.00 750.00
trading restriction motion and
$105.00 $300.00
10K
E-mails and telephone conferences with S. McFarland re issue of whether to add further entities to motion to pay royalties given further information on additional entities with royalty rights. Review and respond to email correspondence from Rob Saunders regarding claims and equity transfer restrictions motion
03/1 1/09
KPM
0.10
395.00
$39.50
03/12/09
SAQ
Review email with attachments for service of notice and order on equity trading restricitons motion; review service
list
0.20
225.00
$45.00
03/12/09 03/12/09 03/13/09 03/15/09
10K
RMS
E-mails with client and S. McFarland re issues on royalty motion and what to include on postpetition payments due.
Email exchange with I Kharasch and S McFarland regarding royalty motion
0.30 0.10
0.10 0.10
750.00
$225.00
$49.50
495.00
525.00 525.00
SEM SEM
Check with Mark Cervi on status of decision re royalty motion and email communications with company re same
$52.50
$52.50
03/16/09 03/16/09
SEM SEM
Email communications with Gerr Tywoniuk regarding including Redoubt overriding royalty interest owners in royalty motion royalty motion as to Coordinating filing and service of Beta Assets and Cook Inlet Assets
Review and respond to Rob Saunders re questions as to royalty motion, compliance with section 345, status of payment of sinking fund payment, and royalty motion
0.20 0.10
525.00 525.00
$105.00
$52.50
03/16/09 03/16/09
SEM
Attention to update of royalty owner service list
0.10 0.80
525.00
535.00
$52.50
JEO
Finalize Royalty motion and notice and prepare for fiing and service
$428.00

03/16/09
SEM
68773
00002
Page 19
0.40
royalty motions (.3): Prepare notice of
Telephone conference with Gerr Tywoniuk regarding the Royalty Motion
525.00
' $210.00
(.4)
03/16/09
SEM
Review list received from Company regarding royalty owners in Redoubt Unit and emails to Bi\ Lyng and Brian Osbome re same
0.10
525.00
$52.50
03/16/09
SEM
Email to Mark Cervi regarding obtaining a later hearing date for royalty motion related to Redoubt owners
timing of bar date motion and how to resolve the issue (.2); Email to James O'Nei\ re same (.1) Consideration of
0.10
525.00
$52.50
03/16/09
03/16/09 03/16/09 03/16/09
SEM
0.30 0.20
0.10 0.40
525.00 395.00 525.00 750.00
$157.50
$79.00
KPM
SEM
Telephone call to and from D. Hughes (claimant) regarding inquiry conceming insurance Email to Ira Kharasch regarding dealing with the Redoubt Unit royalty interest owners
E-mails to client and S. McFarland re numerous new royalty holders and whether to revise royalty motion or do second motion, and nature of holders.
$52.50
$300.00
10K
03/17/09
10K
E-mails with S. McFarland re claims bar date issues and credit agreement requirements and problems meeting benchmark.
Dealing with issues related to the Bar Date Motion Dealing with bar date issues (.1) and conference with Jamie O'Nei\ re same (.3) Drafting email to Rob Saunders and Ira Kharasch regarding the bar date Telephone conference with M Cervi regarding reclamation claim
0.20
750.00
$150.00
03/17/09 03/17/09 03/17/09 03/17/09

03/17/09
SEM SEM SEM

RMS
RMS
0.30 0.40 0.30 0.20 0.20 0.10 0.20
525.00 525.00 525.00
$157.50 $210.00 $157.50

$99.00
495.00
495.00 395.00 395.00
Voice mail exchange with Warren Callcut, attomey in Anchorage, AK regarding his vendor client
Draft email correspondence to Scotta E. McFarland regarding inquiry from Grainger Review and respond to email correspondence from Grainger regarding inquiry from creditor conceming
account information
$99.00
$39.50 $79.00
03/17/09 03/17/09
KPM
KPM
03/17/09 03/18/09
SAQ
SEM
Review critical vendors list and retum call to S. Wooley at Baker Hughes confirming critical vendor status
0.20 0.10 0.10 0.20 0.60 0.10
225.00
525.00 525.00 750.00 225.00
$45.00 $52.50
Email exchange with Ira Kharasch regarding the status of the Royalty Motion
03/18/09
03/18/09 03/19/09 03/19/09 03/20/09
SEM
10K
KFF
RMS
10K
Dealing with amended matrx and fiing of same E-mails with S. McFarland re status of royalty motion. Prepare six affdavits of service of claims agent regarding Notices of First Day Orders for e-fiing with Cour Review of email from K Tomossonie regarding Clariant reclamation claim and claim letter E-mails and telephone calls with client, S. McFarland re motion to extend schedules, sofas and justification as well
as problem of
$52.50
$150.00 $135.00
495.00
750.00
$49.50
$300.00
0.40
bar date and DIP.
03/20/09 03/20/09 03/20/09
10K 10K
SEM
Review various reclamation demands briefly.
0.20 0.20
750.00 750.00
525.00
$150.00 $150.00
$52.50
E-mails with S. McFarland, R. Saunders re same and process.

Voice message from IRS re EIN for Holdings and em
ail to
0.10
68773 00002
Page 20
Mark Cervi re same

03/20/09 03/20/09 03/20/09 03/20/09
SEM SEM SEM
Review reclamation demand and em ail communications with Rob Saunders and Ira Kharasch re same Coordiante with Omni the service of
0.10 0.10 0.10
525.00 525.00 525.00
$52.50
$52.50 $52.50
the next Royalty
Motion
Follow-up with Ira Kharasch regarding issues with Bar Date Motion
Analysis of reclamation claim process (.1) and em ail
SEM
0.20
525.00
$105.00
communications with Rob Saunders regarding reclamation claims and how to handle them (.1)
03/20/09 03/22/09 03/23/09 03/23/09 03/23/09
RMS
SEM
Email exchanges with K Tomossonie, I Kharasch, S Quinlivan and S McFarland regarding reclamation claims Email exchange with Ira Kharasch and Rob Saunders regarding payment of royalty Response to inquiry of stockholder as to how much claim should be
0.40 0.10
495.00
525.00 525.00
$198.00
$52.50
SEM
RMS
0.20
0.20 0.20
$105.00
$99.00 $45.00
Email exchange with S Quinlivan regarding reclamation claims
495.00
225.00
SAQ
Review and respond to email memos of i. Kharash and Rob Saunders re tracking reclamation claims; review attached claims of Clariant Corp., Compucom Systems, and R & T Pacific Associates
Review and respond to R. Saunders em
03/23/09 03/23/09 03/24/09 03/24/09 03/24/09 03/24/09 03/24/09 03/24/09
SAQ
SAQ
ail memo re
0.10
225.00 225.00
750.00 750.00 750.00 750.00 525.00
$22.50
$22.50
reclamation claims
Prepare email memo to K. Tomossonie at Zolfo re

reclamation claims
Consider problem of
0.10 0.20
0.30 0.10
10K 10K 10K
required bar date by DIP and delay of
$150.00
$225.00
our fiing schedule.
Telephone conferences and e-mails with R. Saunders re same, and how to resolve and need for motion ASAP.
Review briefly Marathon reclamation demand.
$75.00
$75.00 $52.50
10K
SEM
E-mails with R. Saunders re same and need to vet same.
0.10
0.10 0.30
RMS
Review reclamation claim and forward to Shawn Quinlivan Telephone conference with I Kharasch regarding bar date motion in light of DIP financing document requirements and voice mail and email exchange with S McFarland regarding same Review Marathon Oil Company reclamation claim E-mails with Committee counsel, client and R. Saunders re need to answer numerous questions on royalty motion and
give numerous documents, and how to coordinate.
495.00
$148.50
03/24/09
SAQ
0.10
0.30
225.00
750.00
$22.50
03/24/09
10K
$225.00
03/25/09
10K
Review briefly e-mails with client, R. Saunders, others re issues on Marathon's reclamation demand re fuel deliveries.
Review of Marathon reclamation demand letter and email exchange with M Cervi, L Wolf, G Amber and G Tywoniuk and related legal research
0.30
750.00
$225.00
03/25/09
RMS
1.0
0.20 0.80
495.00
$544.50
03/26/09 03/26/09
10K
RMS
E-mails to counsel to Noble energy re royalty motion issues.

Review of
750.00
$150.00
$396.00
Marathon's, Chevron's and other Alaska- related
495.00

claims
68773
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03/26/09 03/27/09
03/27/09
SEM
Responding to Ira Kharash issues re critical vendors motion
0.10
0.20 0.10
525.00 750.00
525.00 525.00
$52.50
$150.00
10K
SEM
E-mails with S. McFarland re bar date motion and issue of publication.

Follow-up with Mark Cervi regarding ownership of Texas
$52.50
properties
03/27/09 03/30/09 03/30/09 03/30/09 03/30/09
SEM
Begin work on the Bar Date Motion
0.70
0.70 0.10
$367.50
$157.50
$52.50 $52.50
KFF
SEM SEM SEM
Draft certification of no objection regarding Equity Transfers' Motion
225.00
525.00
Email to Mark Cervi and Kevin Tommosonnie regarding the committee's request for a weekly critical vendor report
Review reclamation claim
0.10
0.20
525.00 525.00
Review Royalty Motion and respond to Mark Cervi and

Kevin Tomossonie regarding what royalties and ORRs are
$105.00
covered
03/30/09
SEM
Email communications with Brian Osbome regarding service list for Royalty Owners
Email communication with Kevin Tomossonie and Brain Osbome regarding the service list needed for the Royalty Motion
0.10
0.10
525.00
$52.50 $52.50
03/30/09
SEM
525.00
03/30/09
SEM SEM SEM
Review email from Cabot Christianson and email Kevin Tomissonie re same re Royalty Motion
0.10
0.10 0.10 0.20
525.00
$52.50
03/30/09 03/30/09 03/30/09
Obtaining confirmation that the Royalty Motion re the lenders share has been continued
525.00
525.00
$52.50 $52.50
$99.00
Telephone conference with Kevin Tomossonie regarding

payment of royalites
RMS
Review of voice mail from Quality Refrigeration and email exchange with K Tomossonie regarding him contacting this vendor Draft email correspondence to Scotta E. McFarland regarding response to inquiry from NLRB Draft email correspondence to Scotta E. McFarland regarding reclamation claims
Review, revise and update claims bar date motion
495.00
03/30/09 03/30/09 03/30/09 03/30/09 03/31/09 03/31/09 03/31/09 03/31/09 03/31/09
KPM
KPM
SAQ SAQ
0.10
0.10
395.00 395.00
$39.50
$39.50
$292.50
$45.00
1.0
0.20 0.20
225.00 225.00
750.00 750.00 750.00 225.00 750.00
Review and update royalty payment motion
10K 10K 10K

KFF
Emails with counsel for Noble Energy and S. McFarland re its questions on royalty motion and its own payment rights. Emails with S. McFarland re whether lenders on board continuing ORR payment request in royalty motion.
Emails with client, S. McFarland, oil & gas counsel, re whether entire royalty motion can be continued.
Draft certification of no objection for Royalty Interests' Motion
$150.00
$75.00
0.10
0.20 0.70 0.40
$150.00 $157.50 $300.00
10K
Emails with S. McFarland, R. Saunders re same and need for response on paying pre petition claims of oil & gas, prior related correspondence and memos re same, and whether we can continue entire motion to April 15. Telephone conference with John Seemers regarding royalty motion and payment of royalties
03/31/09
SEM
0.20
525.00
$105.00

03/31/09 03/31/09
SEM SEM
68773 00002
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0.10 0.10
03/31/09 03/31/09 03/31/09 03/31/09 03/31/09
SEM
Various voice messages from Lyn Levengood, attomey for Alaska royalty owners Email communications with Ira Kharasch and Rob Saunders regarding the payment of royalties in response to issues raised by committee Responding to parties requesting list of royalty owners to be paid with amounts to be paid
Review critical vendor information and forward to committee per request Checking on status of continuance
Responding to Katherine Piper's questions re critical
525.00 525.00
$52.50 $52.50
0.10 0.10 0.10 0.10 0.10
525.00 525.00 525.00 525.00 525.00
$52.50
SEM
SEM SEM SEM
$52.50
$52.50 $52.50 $52.50
vendors signing trade agreement
Email from Ira Kharasch re continuance of lenders part of royalty motion to April 15th and email to Katherine Piper re same
Telephone conference with Ira Kharasch regarding continuance of entire Royalty Motion (.1); Email to Mark Cervi, Kevin Tomossonie and Gerr Tywoniuk regarding a the entire Royalty Motion continuance of
Email to Lynn Wolf regarding the royalty motions and the memo needed re same
03/31/09
SEM
0.20
525.00
$105.00
03/31/09
SEM
SEM
0.10
525.00
525.00
$52.50 $52.50
03/31/09
Email communications with Lynn Wolfre continuing Royalty Motion and email communications with Ira Kharasch re same
Dealing with reclamation claim issues and procedures for handling
0.10
03/31/09 03/31/09 03/31/09

03/3 1/09 03/3 1/09
SEM SEM
0.40
0.10
525.00 525.00
$210.00
$52.50
Review char re trade terms with critical vendors and draft email to Katherine Piper re same
Research regarding reclamation claims and email exchange with S McFarland
Review and track reclamation claim of General Petroleum Prepare email memo to R. Saunders re chart of reclamation claims Review of email correspondence from oil and gas counsel, etc. at request ofi Kharasch to address question from F Agusti regarding royalties
RMS
SAQ SAQ
RMS
0.30 0.20
0.10 0.50
495.00 225.00 225.00 495.00
$148.50
$45.00 $22.50
03/31/09
$247.50
03/31/09 03/31/09
SEM
Responding to Katherine Piper regarding negotiations with critical vendors
0.10 0.20
525.00
$52.50 $45.00
SAQ
Conference with i. Kharash and legal research re royalty issues
225.00
Task Code Total
25.90
$13,287.00
Compo of Prof.!Others
03/11/09 03/16/09 03/20/09
SEM SEM SEM
Review notice of motion for interim comp procedures Responding to Mark Cervi inquiry regarding application of prepetition retainer by OCP attomey
0.10 0.10 0.10
525.00 525.00 525.00
$52.50 $52.50 $52.50
Responding to inquir from Mark Cervi regarding payment of expenses by professionals and to professionals

03/30/09 03/30/09
KFF
68773
00002
0.70
Page 23
225.00 525.00
$157.50
$52.50
Draft certification of no objection regarding interim compensation motion
SEM
Gathering information regarding the committee request re change to interim comp procedures re committee members request for expenses
0.10
Task Code Total
1.10
$367.50
Em ployee Benefi/Pension-B220
03/09/09
10K
Meet with client on UST issues, potential objections to wage motion on temp agencies, independent contractors and evidence in support of same, and what might be delayed.
Review employee payment chart and email exchange with Bil Lyng re same (.1); Email communications with Ira Kharasch re same (.1) Review and respond to em ail memo from Omni re order on employee wage motion Offce conferences with client and Zolfo re UST markups of same and how to respond, including as to independent contractors and temp agencies in wage motion.
1.0
750.00
$825.00
03/09/09
SEM
0.20
525.00
$105.00
03/1 0/09
SAQ
0.10
225.00 .
$22.50
03/1 0/09
10K
0.40
750.00
$300.00
03/11/09 03/11/09 03/12/09 03/12/09 03/17/09 03/17/09 03/17/09
SEM
Consider issue of service of employees with wage motions and respond to inquiry from Rob Saunders re same
Drafting notice of
0.10
525.00
$52.50
SEM
Wage Order and hearing on interim
0.50
0.20 0.10
525.00
$262.50
$45.00 $22.50
relief granted
SAQ SAQ
Review email with attachments for service of notice and order on employee wage motion; review service list
Review K. Nownes em
225.00 225.00
750.00 525.00
ail on correction of employee wage
motion service
10K
SEM
RMS
E-mails with R. Saunders and client re inquiries by PBGC. Email communications with Rob Saunders regarding any defined benefit plans per PBGC questions
0.20 0.10 0.70
$150.00
$52.50
Retumed call from PBGC regarding whether there is a defined benefit plan and spoke with Mike Baird (.10);
V oice mail to Sara Eagle at PBGC (0.10); email to I
495.00
$346.50
Kharasch regarding PBGC (0.10) Call from M Baird regarding requested representation from debtors that he ail exchange with S McFarland wil em ail to me (0.10); em regarding PBGC (0.10); email exchange with G Tywoniuk regarding no defined benefit plan (0. i 0); email exchange
with M Baird of
the PBGC regarding confiring that the

0.30
Debtors have no defined benefit plans (0.10)

03/18/09
RMS
Review of email reply from M Baird of PBGC and follow up emaIl to G Tywoniuk Telephone conference with Cervi re issue of giving salary raise to two essential non-insider employees that would stil be in the market range, and consider.
Draft certification of
495.00
750.00
$148.50 $150.00
03/18/09
10K
0.20
03/30/09 03/30/09
KFF
SEM
no objection regarding Wages'
0.80 0.20
225.00
525.00
$180.00 $105.00
Motion
Email communication with Gerr Tywoniuk regarding the
68773
00002
Page 24
temp employment agencies the company wants to pay

03/31/09
IDK
Emails and telephone conference with client, S. McFarland re employee severance, vacation pay issues, as well as Cobra issues.
Emails with Committee counsel, S. McFarland, client re payment of temp employee agencies.
need for justification of
0.40
750.00
$300.00
03/31/09
IDK
0.20
750.00
$150.00
03/3 1/09
IDK
SEM SEM SEM SEM
SEM SEM
Emails with client, S. McFarland re issues of employment contracts and termination, rejection.
0.20 0.10
0.10 0.10 0.10
750.00 525.00 525.00 525.00 525.00

525.00 525.00 525.00
$150.00
$52.50 $52.50
03/31/09 03/31/09 03/31/09 03/31/09 03/31/09

03/31/09 03/31/09
Telephone conference with Mark Cervi regarding severance payments

Email communications with Katherine Piper regarding information on the Wage Motion Review the chart prepared re the temp agency employees
to be supplied to the committee
$52.50
$52.50 $52.50 $52.50
Further review Gerr Tywoniuk's write-up re temporary
agencies, make revisions and emaIl to committee
Resonding to Katherine Piper regarding amounts owed to temp agencies Obtaining additional information for committee on temp agencies and email to Katherine Piper re same
0.10
0.10
SEM
Review wage motion re COBRA coverage and respond to Ira re same
0.20
1.40
$105.00
03/31/09
SAQ
Review emaIl memos ofS. McFarland and G. Tywoniuk and prepare chart of temporary employees to be retained with explanations of duties, rates, and value to the company
225.00
$315.00
Task Code Total
8.20
$4,102.50
Executory Contracts (BI85)
03/11/09 03/12/09 03/13/09
RMS
Telephone conference with M Cervi regarding office leases

Responding to inquiry from Mark Cervi regarding new lease
E-maIls with client as to entering into postposition agreements for offce equipment and for new offce space inAK.
0.20 0.10 0.20
495.00
525.00 750.00
$99.00 $52.50
SEM
IDK
$150.00
03/13/09 03/16/09
RMS
EmaIl exchange with M Cervi regarding Konica
0.20 0.80
495.00
525.00
$99.00
SEM
Conference with Ira Kharasch regarding rejection of car lease (.1); Responding to inquiry from Mark Cervi regarding car lease (.7)
Cervi regarding issue with payment of
$420.00
03/16/09
SEM
Telephone conference with Kevin Tomossonie and Mark parking garage (.2); Review parking agreement (.1); Email exchange with Rob Saunders re same (.1)
agreement and example of stay violation letter; em
0.40
525.00
$210.00
03/16/09
RMS
Email exchange with B Lyng regarding Konica; review of ail J O'Neil and K Makwoski regarding same and review of reply by K Makowski
0.50
495.00
$247.50

03/17/09 03/17/09 03/18/09
SEM
RMS
68773 00002
Page 25
0.10 0.20
Email exchange with Rob Saunders regarding the issue of the agreement with the parking garage
Email exchange with S McFarland regarding parking agreement Review and analysis of lease of headquarters and parking garage agreement (.6); Email to Kevin Tomossonie re
same (.1)
525.00
$52.50
495.00
525.00
$99.00
SEM
0.70
$367.50
03/19/09 03/20/09 03/20/09
RMS
Email exchange with M Cervi regarding Alaska offce

lease
0.20 0.10
495.00
525.00
$99.00 $52.50
SEM
RMS
Review email from Mark Cervi regarding Alaska lease
Review of Alaska offce lease in preparation for call with M Cervi (0.30); conference call with M Cervi and B Walker (0.2); left message for Gary Sleeper, attomey for Whale (landlord) (0.10)
Email exchange with Rob Saunders regarding the use of
pipeline issue
0.60
495.00
$297.00
03/23/09 03/23/09 03/23/09
SEM
0.10 0.10 0.50
525.00
525.00 525.00
$52.50
SEM
SEM
Email exchange with Mark Cervi regarding the payment of Beecher Carlson Insurance
Email communications with Robert Saunders re payment of stub rent on real propert leases (.2); Review Goody case and analysis of same (.3) Email exchange with M Cervi regarding Alaska office lease (0.30); telephone conference with landlord attomey Paul Sleeper in Anchorage (0.30); telephone conferences with M Cervi after call with landord's attomey (0.30); email exchange with S McFarland regarding Alaska offce lease (0.20); legal research and review of case law (0.40) Review of case law regarding postpetition stub rent and email exchange with G Sleeper (landlord's attomey for Alaska office space); email to M Cervi and K Tomossonie regardign amount of stub rent
E-mails with R. Saunders re Longbeach lessor's admin non-365(d)(3) claim and desire to pay.
$52.50
$262.50
03/23/09
RMS
1.0
495.00
$742.50
03/24/09
RMS
0.80
495.00
$396.00
03/25/09
10K
RMS
0.20
750.00
$150.00
$99.00 $52.50
03/26/09
Telephone conference with M Cervi regarding postpetition stub rent and email I Kharasch after Review emails from company re termination of certain ail to Ira Kharasch regarding rejection of employment agreements
employees and em
0.20
0.10
495.00
525.00
03/31/09
SEM
Task Code Total
7.80
$4,053.00
~
Financial Filngs (BII0)

03/10/09
SEM
Email exchange with Bill Lyng, Jennifer Kuritz and Kevin Tomissonie regarding schedules and statements
0.10
0.10
525.00
$52.50
$52.50 $22.50 $45.00
03/10/09
03/1 0/09 03/1 0/09
SEM
Conference with Shawn Quinlivan regarding current drafts of scheudles and statements
Review and respond to S. McFarland email memo re deadline for filing schedules and SOFAs
525.00
SAQ SAQ
0.10
0.20
225.00 225.00
Review and respond to email memos re due date for statements and schedules

03/1 0/09 03/1 0/09 03/1 0/09
68773
00002
Page 26
0.80
SAQ
PDF schedules and SOFAs for all entities and prepare to be sent to Pacific Energy for updates and revisions
Prepare email memo to B. Lyng, J. Kuritz and K.
Tomossonie re review of
225.00 225.00
225.00
525.00
$180.00
$22.50
SAQ
SAQ
SEM
0.10
0.10 0.10
schedules and SOFAs
Review and respond to email memos re conference call to review statements and schedules
$22.50
$52.50
03/11/09
Email exchange with Jamie O'Neil and Kitt Makowski regarding the timing of fiing the MORs and the stub period
Responding the request of Kevin Tomossonie re form for MOR
Email exchange with Joe McMahon regarding issues with 345 compliance and the cash management order
Review em
03/11/09 03/11/09 03/11/09 03/12/09 03/13/09

03/13/09
SEM SEM
0.10 0.10
525.00
525.00 525.00
$52.50 $52.50 $52.50 $52.50
SEM SEM
ail from Mark Cervi regarding various
0.10
0.10 0.20 0.40 0.10 0.10 0.10
questions regarding reporting during chapter 11
Email response to Jennifer Kuritz regarding compliance with section 345

E-mails with client, S. McFarland re need to get extension on schedules given recent issues on delay of closing books. Preparing for and holding conference call regarding the completion of the scheudles and statements
525.00 750.00
525.00
10K
SEM SEM SEM SEM SEM
$150.00 $210.00
$52.50
03/13/09 03/15/09 03/15/09 03/16/09 03/17/09
Email communications with Eric Schwarz of Omni regarding compliance with section 345
525.00
525.00 525.00 525.00 750.00
Email to Ira Kharasch, Rob Saunders regarding extension of time to fie schedules and time for fiing bar date motion Email communications with Ira Kharasch regarding extension of time to fie schedules Email correspondence with Eric Schwarz regarding compliance with section 345
E-mails with J. O'Neil and Zolfo re coordination of initial
$52.50
$52.50 $52.50
0.10
0.30
10K
$225.00
101 and information for client on reporting requirements, other UST issues, and coordination of call re same.
03/17/09 03/17/09
10K
SEM
E-mails with S.McFarland re new reporting requirements for non-debtor entities re substitute interest. Review Periodic Report Regarding Value, Operationa dn Profitability in which the Estate Holds a Substantial or ControlIng Interest and email exchange with Rob Saunders re same
0.20 0.10
750.00
525.00
$150.00
i~:
$52.50
~; ~t
03/17/09 03/17/09 03/17/09
SEM
Attention to status of Schedules and statements Call with client on reporting requirements Review case opening correspondence from UST and send documents and email memo to client Email to client regarding chapter 11 reporting requirements and U.S. Trustee requirements
Email exchange with Eric Schwarz of Omni re 345 issues Prepare Motion to Extend Time to File Schedules and Statements for e-fiing and service, including drafting Notice and affdavit of service
0.70 0.50 0.80 0.80 0.10 0.80
525.00 535.00
$367.50 $267.50 $428.00 $428.00

$52.50
~
f'
JEO
JEO JEO
SEM
535.00 535.00
525.00
03/17/09
03/18/09 03/20/09
KFF
225.00
$180.00
03/20/09 03/20/09
10K
SEM
E-mails with S. McFarland re coordination and deadline of UST reporting requirements.
0.20
1.40
750.00 525.00
$150.00
$735.00
Drafting motion and order re extension of time to fie

schedules
68773 00002
Page 27
03/20/09 03/20/09
03/20/09
SEM SEM
Follow-up regarding status of ititial report

Coordinate fiing and service of
0.10 0.20 0.10
525.00
525.00 525.00
$52.50
$105.00
motion to extend time to fie schedules with Kathe Finlayson
SEM
Email communicaitons with Brian Osbome regarding information needed for Motion to Extend Time to File Schedules
Email to Ira Kharasch, gerr Tywoniuk and Mark Cervi re Motion to Extend Time to File Schedules
$52.50
03/20/09 03/20/09
SEM SEM
0.10 0.10
525.00
$52.50 $52.50
Email exchange with Kitt Makowski regarding the preparation of the notice of the motion for extension of time to fie schedules
Review and respond to em ail correspondence from Scotta E. McFarland regarding initial reporting requirements
525.00
03/20/09
03/20/09
KPM
KPM
0.20
395.00 395.00
$79.00 $79.00
Review and respond to email correspondence from Scotta E. McFarland regarding fiing motion to extend time to fie schedules and statements
Email exchange with Rob Saunders regarding the initial reporting requirments
0.20
03/22/09 03/23/09 03/23/09
SEM
0.10 0.20 0.20
525.00 750.00 395.00
$52.50
10K
KPM
E-mails with Zolfo re initial reporting requirements due tomorrow.
$150.00
$79.00
Review email correspondence between James E. O'Neil and others regarding fiing deadline for initial reporting requirements
Draft em ail correspondence to James E. O'Neil regarding status of final draft of initial reporting
03/23/09 03/24/09
03/25/09
KPM
0.10
395.00 535.00
$39.50
JEO
KFF
SEM
Review and finalize Initial Monthly Operating Report of Pacific Energy Resources Ltd
0.60 0.40 0.10
$321.00
$90.00 $52.50
03/26/09
03/26/09 03/26/09
JEO
KPM
Serve initial operating report, including drafting affdavit of service for e-fiing with Court Email communication to Bil Lyng, Jennifer Kuritz, Mark Cervi, Kevin Tomossonie and Shawn Quinlivan regarding discussion of schedules and SOFAs Review information from client regarding initial information requests
Review and respond to email correspondence from James E. O'Neil regarding compilng and serving initial reporting documents
225.00
525.00
0.60 0.10
535.00 395.00
$321.00
$39.50
03/26/09 03/26/09 03/27/09 03/27/09 03/27/09 03/27/09 03/31/09

03/3 1/09
KPM KPM
RMS
Address compilation of documents for initial reporting Draft letter to M. Panachio (Trustee's offce) regarding initial reporting documents
Email exchange with S McFarland regarding Schedules
and SOFAs
0.50 0.20
395.00
395.00
$197.50
$79.00 $49.50
$237.00
$79.00
0.10
0.60
495.00
395.00 395.00 395.00
KPM
KPM
Address compilation of documents for initial reporting

Review and respond to em E. O'Neil regarding status of
ail correspondence from James initial reporting documents
0.20 0.10 0.70 0.20
KPM
Review and respond to email correspondence from Rob Saunders regarding status of initial reporting Draft certification of no objection regarding Motion to Extend Time to File Schedules
$39.50
KFF
JEO
225.00
535.00
$157.50
$107.00
Follow up with client regarding disclosure of financial

interest.
68773
00002
Page 28
03/31/09
KPM
Review, research and respond to email correspondence from K. Tommasini (Zolfo) regarding request for B26 form
Conference call with S. McFarland, 1. Kuritz, M. Cervi, B. Lyng re schedules and SOFAs
0.20
395.00
$79.00
03/31/09 03/31/09
03/3 1/09 03/3 1/09
SAQ
2.30
0.20 0.80 0.20 0.10 0.10 0.10 0.10 0.20
225.00 225.00 225.00 225.00 225.00 225.00 225.00 225.00 225.00 225.00
$517.50
SAQ SAQ SAQ SAQ SAQ SAQ SAQ SAQ
Prepare email with attachment re bank accounts for PERL & PEAO
Revise schedules and SOFAs
$45.00
$180.00
$45.00 $22.50
Review Forst Oil senior subordinated accreting note re amount due at petition date and parties to the note
03/31/09 03/31/09
03/31/09
03/3 1/09
Revise SPBP schedules F & H re Forest Oil note

Revise Petrocal Acq schedules F & H re Forest Oil note Revise Gotland Oil schedules F & H re Forest Oil note
$22.50 $22.50 $22.50

$45.00 $22.50
Revise Cameros Acq Corp. schedules F & H re Forest Oil note

Revise PERL schedules F & H re Forest Oil note
Review and respond to S. McFarland email memo re intercompany debt and payments made to creditors by PERL on behalf of other entities
Revise PEAH schedules F & H re Forest Oil note Revise PEAO schedules F & H re Forest Oil note Revise schedules for all entities to redact account numbers
03/31/09 03/31/09
SAQ
0.10
03/31/09 03/31/09 03/31/09
SAQ SAQ
SAQ
0.20 0.20 0.30
225.00 225.00 225.00
$45.00 $45.00 $67.50
Task Code Total
20.00
$8,011.50
Financing (B230)
03/09/09 03/09/09
10K
SEM
E-mails with Lazard re coordination of meeting them re testimony for DIP tomorrow and issues.
0.30
0.10
8.50
750.00 525.00
550.00
$225.00
$52.50 $4,675.00
Email to Jennifer Kuritz, Kevin Tomossonie re AFCO order changes Draft proffer for hearing (1.0); prepare demonstrative exhibit (0.8); review proposed order (0.7); confer with team and emails re first day preparations (1.5); revise financing order, review credit agreement (2.0); prepare for
hearing and draft witness outline (2.5).
03/09/09
MBL
03/09/09 03/09/09
HCK
Telephone conferences with M. Litvak re lien review/security interest questions (3/7/09)

E-mails and telephone conferences with lender counsels re
UST concems on DIP, status and coordination of meeting
0.30 0.40
675.00
750.00
$202.50
~
10K
$300.00
tomorrow before hearing.

03/09/09 03/09/09
SEM SEM
Drafting notice of hearing re DIP Financing Review email from Robert Ratner with AFCO regarding the terms of the Insurance Premium Finance Order and the payment due (.1); Email exhange with Gerr Tywoniuk and Robert Ratner re same (.2)
0.40 0.30
525.00 525.00
$210.00 $157.50
a;
03/1 0/09
10K
Attend hearing on first day motions, beginning at 10:30 a.m. and then reporting back to court at 5:00 p.m. for
5.00
750.00
$3,750.00
68773
00002
Page 29
second part of hearing, and in between meetings with UST and lenders to work out problems with DIP financing.
03/1 0/09
10K
E-mail and telephone conferences with S. McFarland re issues in insurance premium payment motion and AFCO's feedback re order today.
0.40
750.00
$300.00
03/1 0/09
JEO
03/10/09
10K
Call regarding AFCO insurance Meet with lenders' counsels and client prior to first day hearing re various issues in DIP and UST problems with same and presentation to court generally.
Follow-up regarding payment of AFCO re insurance premium finance and email to Robert Ratner re same
0.20
1.00
535.00
$107.00 $750.00
750.00
03/1 0/09 03/1 0/09
SEM
0.10
525.00 525.00
$52.50 $52.50
SEM SEM
03/10/09
03/1 0/09 03/1 0/09 03/1 0/09 03/1 0/09 03/1 0/09 03/1 0/09
SEM SEM
MBL MBL MBL MBL

RMS
Email exchange with Kitt Makowski regarding terms of Insurance Premium Finance order Email communications with Ira Kharasch regarding terms of Insurance Premium Finance Order and AFCO comments Email communications with Robert Ratner regarding AFCO and the Insurance Premium Finance Order Telephone conference with Ira Kharasch and Gerr Tywoniuk regarding insurance premium finanace issues Prepare for and handle DIP financing hearing. Meetings with creditors and US Trustee re DIP financing;
revise order.
0.10
1.00
525.00
$525.00
0.10
0.10
525.00
$52.50 $52.50
525.00
550.00 550.00
4.50 4.00
$2,475.00
$2,200.00
$825.00 $385.00
$99.00
Continued hearing re DIP financing.
1.0
0.70
0.20 0.70 0.30 0.90
550.00 550.00
Calls/emails with Rutan re docket letter; DIP credit agreement.

Email exchange with G Amber, I Kharasch and M Litvak regarding lenders' requirements Revise and edit interim DIP order in preparation for first
day hearing
03/1 0/09
495.00
395.00 525.00 225.00
03/10/09 03/11/09 03/11/09 03/11/09 03/11/09
TPC
SEM
$276.50
Review and revise notice of motion re use of cash

management system
$157.50
$202.50
$45.00 $52.50
SAQ SAQ
SEM
Final Hearing on Motion To Approve Interim and Final DIP Orders

Draft Notice of
Final Hearing on DIP Motion Review letter from AFCO re payment of insurance finance premiums and email to Bil Lyng, Jennifer Kuritz and Kevin Tomissonie re same
Prepare exhibits to Notice of
0.20
0.10
225.00
525.00
03/11/09
SEM SEM
03/11/09
03/11/09 03/12/09
Email exchange with Robert Ratner re payment of DIP Financing Ordre Review and revise notice of final hearing on dip financing motion and email to Max Litzak re same
insurance premiums and entr of
0.10
0.30 0.20 0.10
1.60
525.00
$52.50
525.00 225.00
$157.50
$45.00
$49.50
~.
;.
SAQ
RMS
Review Interim DIP order

ail on which I was cc'd by M Litvak on DIP financing and email to S McFarland
Review of em
495.00 495.00
395.00 395.00
03/16/09
03/16/09 03/16/09
RMS
Review of financing and other documents
$792.00
$39.50 $39.50
KPM
KPM
Telephone call from M. Perlick (Zurich) regarding inquiry conceming insurance financing motion Draft email correspondence to Scotta E. McFarland regarding inquiry from Zurich Insurance conceming
0.10 0.10
68773
00002
Page 30
insurance financing motion

03/17/09 03/23/09 03/23/09 03/23/09
MBL
10K 10K
10K
Call with team re sale issueslDIP financing requirements. Review and consider Committee's list of questions relating
to DIP motion.
0.80
550.00 750.00
750.00
$440.00 $150.00 $150.00 $450.00
0.20
0.20 0.60
Telephone conference with M. Litvak re same and potential need for confidentiality agreement.
Telephone conference and e-mails with client, M. Litvak re potential continuance of DIP hearing and cash flow concems and impact of CFO's unavailabilty for continued
date, and Scott W's availabilty.
750.00
03/23/09
RMS
Email exchange with I Kharasch regarding call with

lenders' counsel regarding committee request for extension
1.70
495.00
$841.50
of final DIP financing hearing and objection date (0.30); Review emails from lenders' counsel (0.30); telephone conference with M Cervi regarding report to lenders he is
drafting (0.3); drafting detailed email to L Wolf
and email
03/24/09
10K
exchange with her regarding questions from lenders counsel (0.50); voice mail to I Kharasch regarding my conversation with M Cervi and email exchange with him (0.30) Telephone conferences and e-mails with M. Litvak re how to coordinate responses to Committee issues and inquiries on DIP, and confidentiality concems.
0.20
750.00
$150.00
03/24/09
10K
Telephone conferences with M. Litvak later re specific information requests and how to respond to each, and consider. E-mails with Committee counsel, client, M. Litvak re Committee's further new information requests re DIP and values.
0.30
750.00
$225.00
03/24/09
10K
0.20
750.00
$150.00
03/24/09 03/25/09
10K
E-mails with 1. O'Neil re status of continuance of DIP and Committee delayed response.
E-mails with M. Litvak re issues on Committee information requests and natue of unencumbered assets, and with client, Lazard re other Committee requests on
altemative DIP.
0.20 0.40
750.00 750.00
$150.00 $300.00
10K
03/26/09
10K
Numerous e-mails with Committee, Lenders, 1. O'Neil re

various dates for a continued DIP motion, court's
0.70
750.00
$525.00
availabilty, and inabilty to agree between Committee, lenders and summary for cour clerk of why further continuance necessary.
03/26/09
10K
SEM
Emails with client re same, and whether enough funds in budget for further extended continuance of DIP.
0.30 0.10 0.30
750.00 525.00 750.00
$225.00
03/26/09
03/27/09
Telephone conference with Jennifer Kuritz regarding insurance premium finance issues
$52.50
$225.00
10K
E-mails and telephone conferences with Sabin re status of DIP negotiations, communications re hearing scheduling with Committee.
E-mails and telephone conferences with Fil Agusti re
same.
03/27/09
03/27/09
10K
0.30 0.30 0.20
750.00 750.00 750.00
$225.00
$225.00 $150.00
10K 10K
Further e-mails with lenders, Committee and 1. O'Neil re final agreement on new DIP hearing date.
E-mails over this weekend with Committee counsel re feedback from lenders on DIP motion and par of royalty
03/27/09
68773
00002
Page 31
motion re their ORR payments.

03/27/09 03/30/09 03/30/09
JEO
KFF
SEM
Review issues regarding DIP hearing

0.40 0.80
0.10
535.00
$214.00
no objection regarding Ban
225.00
525.00
$180.00
$52.50
Accounts Motion
Email exchange with Ira Kharasch, Max Litvak and Jamie O'Neil regarding deadline for committee to object to DIP Motion Emails with team re status of coordinate of new deadline for Committee to object to continued DIP hearing. Emails with lenders' counsel and Committee counsel re DIP issue coordination. Emails with lender counsel re need to coordinate call on DIP and related op issues on AK.
03/30/09 03/30/09 03/30/09
10K
10K
10K
0.20
750.00
$150.00
$ 150.00
0.20
0.30
750.00 750.00 750.00
$225.00
$ 150.00
03/31/09
10K
Emails with Committee counsel, J. O'Neil re lenders' agreements re continued DIP hearing and Committee response.
0.20
Task Code Total
43.10
$25,113.50
General Business Advice (B410)
03/11/09
03/12/09 03/12/09 03/13/09 03/16/09
10K 10K 10K 10K

10K
E-mails with client re need to set and communicate with certain large creditors about process.
E-mails re coordination of call with major creditor and company re committee and case. Attend conference call re same. E-mails with CEO re general issues re committee representation and attomeys pursuing same.
0.30
750.00
$225.00 $150.00 $375.00 $225.00 $300.00

:= ;l; p:
0.20
0.50 0.30 0.40
750.00
750.00
750.00 750.00
03/16/09 03/16/09
10K
RMS
Telephone conferences and e-mails with Win re general status of case and outstanding issues and negotiations between lenders and Lazard, Zolfo re employment. Telephone conferences with F. Agusti re general case
status and issues, and Forest.
0.30
750.00
$225.00 $544.50
Review of open matters in case and email M Cervi, including review of relevant email correspondence and documents and email exchange with M Cervi and S McFarland
1.0
495.00
03/19/09
10K
E-mails and telephone conference with client, professionals re weekly call and attend part of same on various issues, including fuel gas purchase problems. Email communications with Rob Saunders re weekly call re status of pending matters (.1); Telephone conference with Rob Saunders re same (.1)
Preparation for (0.3) and participation in weekly client cal1 (0.7) Coordinate and attend conference call with R. Saunders, S. McFarland re status of numerous issues, including
employment apps of Lazard, its change in role, potential
0.50
750.00
$375.00
~
03/19/09
SEM
0.20
525.00
$105.00
03/19/09
RMS
1.00
495.00
750.00
$495.00
$600;00
03/24/09
10K
0.80
supplement to tax motion, Zurich America, lease office space disputes/stuff rent issues, supplement to royalty motion, broker fees re Beecher and reclamation.

03/24/09
SEM
68773
00002
Page 32
0.60
Telephone conference with Rob Saunders and Ira Kharasch regarding pending matters and how we intend to deal with various pending issues, including pending motions and orders and motions to be drafted
Review Mark Cervi's open item list
525.00
$315.00
03/24/09 03/24/09
SEM
RMS
0.10
1.00
525.00
$52.50
tasks in preparation for conference call (0.4); conference call with I Kharasch and S McFarland regarding tasks (0.6)
Review of
495.00
$495.00
03/26/09 03/26/09 03/26/09 03/26/09 03/26/09 03/26/09

03/26/09
10K 10K 10K 10K 10K

SEM
RMS
E-mails with client re upcoming weekly call and issue list.
0.20
750.00 750.00 750.00 750.00 750.00

525.00
$150.00 $525.00
$150.00
$75.00
Attend weekly conference call with client and all other groups on numerous issues.
E-mails with attomeys re need to prep a general issues list.
E-mails with R. Saunders re same and Canada securities issues for Board.
0.70
0.20 0.10 0.20 0.60
1.60
E-mails with client, Amber re Board meeting next week and issues re same.
Conference call with Zolfo and company regarding various pending matters Telephone conference with M Cervi (0.2) and email to I Kharasch, M Litvak and S McFarland regarding today's
scheduled conference calls with Committee counsel, on
$150.00
$3 i 5.00
495.00
$792.00
Chevron, with Lender and Weekly Client Call (0.2); preparation for weekly call (0.20); weekly conference call; weekly call (0.8); email exchange with S McFarland, M Litvak and S Quinlivan regarding tasks (0.2)
03/27/09 03/27/09 03/30/09 03/30/09
10K
RMS
Telephone conferences with client re Board call coming up and status.

task/to do list for case Emails R. Saunders, S. McFarland re coordination of all task call tomorrow.
Preparation of
0.20
0.60 0.10 0.80
750.00
$150.00
$297.00
$75.00
495.00
750.00 750.00
10K
10K
Telephone conference and e-mails with Winn, Cervi re various case-strategy issues re sales of assets, problems with Chevron.
Email exchange with I Kharasch and S McFarland
regarding weekly call
$600.00
~
03/30/09
RMS
0.10 0.50
495.00
750.00
$49.50
~r
03/31/09
10K
Telephone conference with Zolfo re various ideas for a

restrcturing, potential plan with outside investors,
preserving public shelL.
$375.00
03/3 1/09
10K 10K
SEM
RMS
Review memo on all outstanding issues.

Attend weekly team call on status of
0.20 0.50
750.00
$150.00 $375.00
~' .
03/31/09 03/31/09
numerous outstanding
750.00
525.00
case-task issues.
Telephone conference with Ira Kharasch and Rob Saunders regarding the status fo pending matters
Drafting task responsibilty list for weekly call with I Kharasch and S McFarland (0.60); email exchange with S McFarland (0.30); conference call with I Kharasch and S
McFarland (0.5)
0.50
1.40
$262.50
$693.00
~
~-
03/31/09
495.00
Task Code Total
15.80
$9,666.00
General Creditors Comm. (8150)
68773 00002
Page 33
03/19/09
03/19/09
10K 10K
RMS
Telephone F. Agusti re selection of committee counsel and next steps.

E-mails with client, team re same and our history.
0.20
750.00 750.00
$150.00 $225.00
$99.00
03/22/09 03/23/09
Email exchange with F Agusti (Committee counsel) regarding coordination for sharing case information E-mails with Committee counsel re coordination on issues with Committee, its request for continuance, and re status,
including Chevron's demands re setoffre Tesoro.
0.30 0.20
0.40
495.00
750.00
10K
$300.00
03/23/09 03/23/09 03/23/09
10K
E-mails with lenders' counsel re same, and need for conference call re same, and their initial feedback.
0.20 0.50 0.40
750.00 750.00 750.00
$150.00 $375.00 $300.00
10K 10K
Attend conference call with Lenders' counsel re same and

related Chevron issues if
hearing extended.
E-mails with J. O'NeiI, others re possible extension of time for Committee to object, and which motions Committee may want continued and how to respond to them.
E-maIls with client re giving Committee extension of time
03/23/09 03/23/09
10K
to object to all motions.

10K
E-mails with Committee counsel re extension of time to respond to all motions except for DIP, and then re result of
0.30
0.40
750.00 750.00
$225.00 $300.00
lender call and proposal for one week continuance on DIP.
03/23/09
10K
Telephone conference and e-mails with M. Litvak re how to respond to its request to continue motions set for April 8, and need to communicate with client and lenders re same, and need for further interim financing if continued.
Call with lenders re Committee extension request.
0.30
750.00
$225.00
03/23/09 03/24/09
MBL
SEM
0.50 0.10
550.00 525.00
$275.00
$52.50
Voice message to Robbin Itkin regarding motion to limit information shared by committee with unsecured creditors and telephone conference with Robbin Itkin re same
03/24/09
SEM
Responding to committee request regarding form of motion re limiting the information the committee can share with unsecured creditors
motion (.1) em
0.10
525.00
$52.50
,". t ii~ ;';l,
03/24/09
SEM
Review committee demand for information on the royalty ail exchange with Rob Saunders, Max Litvak and Ira Kharasch re same (.1)
0.20
525.00
$105.00
d
03/24/09
10K
Consider issues re confidentiality with Committee re its information requests, and whether separate confidentiality needed, including discuss with others. Telephone Committee counsel re same confidentiality issues, committee motion re process and other creditor communications and status of negotiations on hearing dates, oppositions. Telephone client, CFO re general status of case and open issues. Conference with Ira D. Kharasch regarding confidentiality agreement.
Call with M. Cervi and G. Twyoniuk re Committee information request.
0.30
750.00
$225.00
03/24/09
10K
0.30
750.00
$225.00
~
03/24/09 03/24/09 03/24/09 03/24/09
10K
JNP
MBL MBL
RMS
0.20 0.10
750.00
$150.00
$67.50
675.00 550.00
550.00
0.40
0.40 0.70
$220.00
$220.00 $346.50
Call with i. Kharasch re information request.

Telephone conference with I Kharasch regarding
03/24/09
495.00
68773 00002
Page 34
committee information motion (0.10); email to I Kharasch, M Litvak, S McFarland and S Quinlivan regarding committee information motion (0.20) voice mail to S McFarland; review of information request email from F Agusti and email exchange with I Kharasch and S McFarland and voice mail to I Kharasch (0.20); email
exchange with G Tywoniuk, T Marino, L Wolf
and G
Amber regarding Committee request regarding information
03/25/09
10K
(0.20) E-mails and telephone conferences with Fil Agusti, Committee counsel, re general issues, coordination of sharing information with FA's, value and motions.
0.40
750.00
$300.00
03/25/09 03/25/09 03/25/09 03/25/09 03/25/09
10K
Review Committee's list of all motions and their comments re same.
0.20
750.00
$150.00
10K
MBL
MBL
Telephone conference and e-mails with F. Agusti re same and what we can agree to.
Call with Committee counseL.
0.40
0.90 0.60
750.00
550.00 550.00
$300.00
$495.00 $330.00
RMS
Email responses to information requests. Review of email correspondence regarding Committee request for documents related to royalties, review of related materials and telephone conference with T Marino
0.40
495.00
$198.00
03/26/09
10K
E-mails with Committee, client, M. Litvak re further information supplied to Committee in response to its information demands, including issues of expressions of
interest in assets.
0.30
750.00
$225.00
03/26/09
10K
E-mails with R. Saunders re status of coordination of extensive response to Committee inquiries on royalty motion.
E-mails and telephone conference with S. McFarland re Committee questions on various first day motions and its right to seek reconsideration on some, and need to supply information on critical vendors.
Respond to additional Committee inquiries. Preparation for call including email exchange with T Marino prior to call with F Agusti and S Reed regarding Committee request for information on royalties (.20); review of request prior to call with T Marino (0.20); Telephone conference with T Marino prior to call with Committee counsel (0.2); conference call with F Agusti, S Reed, T Marino, L Wolf and D Castle regarding document request (0.2); email to I Kharasch and G Amber after (0.20) Telephone conference and e-mail with R. Saunders re need to coordinate confidentiality issues with Comiittee.
0.20
750.00
$150.00
03/26/09
10K
0.30
750.00
$225.00
03/26/09 03/26/09
MBL
RMS
0.40
1.00
550.00
$220.00 $495.00
~
~~
495.00
i,_:
" '"
"
03/27/09
03/27/09
10K
0.20
750.00 750.00
$150.00
~
f'
10K
E-mails with Committee counsel re its intent to employ Deloitte as its financial advisor and its request to get its
financial advisor information.
0.30
$225.00
03/27/09
10K
E-mails with client, R. Saunders re same, including

Deloitte's memo re its visit to company and with
0.30
750.00
$225.00
Committee re confidentiality issues.

03/27/09
RMS
Voice mail to and email exchange with R Itkin regarding Committee confidentiality (0.30); review of voice mail from I Kharasch regarding committes confidentiality (0.10); review of voice mail from and email exchange with
3.30
495.00
$1,633.50
68773
00002
Page 35
K Piper regarding Redoubt (0.20); email exchange with L Wolf regarding responses to Committee counsel requests for information (0.30); email; review of email exchange with K Piper regarding Omni web site (0.10); email exchange with R Itkin (and M Cervi etc separately)
regarding Delloitte's planned visit to company on Monday
(0.30); email exchange with F Agusti regarding

confidentiality (0.20); telephone conference and em ail
exchange with and voice mail to I Kharasch regarding

confidentiality (0.30); email to Jeff
Pomerantz and Jeffey
Dulberg regarding Committee confidentiality (0.20); review of Committee by-laws and example by-laws in other cases and Committee confidentiality agreements and email exchange with 1 Kharasch (0.50); drafting confidentiality agreement and em ailng it to R Itkin (0.50); review of information requests and related materials (0.30)
03/30/09
SEM
Email to Ira Kharasch, Robert Saunders and Max Litvak regarding committee request for information regarding
pending motions
Drafting em
0.10
525.00
$52.50
03/30/09 03/30/09
SEM SEM
ail to respond to committee requests of earlier
0.50 0.10
525.00 525.00
$262.50
$52.50
today
Review email from Katherine Piper regarding information that the committee requests regarding pending motions and
respond by email
03/30/09
SEM
Responding to inquires from Katherine Piper regarding critical vendors, insurance premium finance, and the website Responding to inquiry from Katherin Piper regarding the status of the information the committee requested earlier today Review additional email from Katherine Piper regarding the committee's need for the information requested and email to Ira Kharasch re same
Telephone conference with F. Agusti re general case issues, including operations and cash flow, Alaska issues-Chevron, DIP motion and deadline to object. Review emails from Committee counsel re numerous issues for most motions/apps up for 4/8.
0.30
525.00
$157.50
03/30/09
SEM
0.10
525.00
$52.50
03/30/09
SEM
0.10
525.00
$52.50
03/30/09
10K
0.60
750.00
$450.00
I:
03/30/09
03/30/09 03/30/09 03/30/09
10K 10K
10K
0.20
750.00 750.00
750.00 750.00
$150.00
$300.00
Office conferences and e-mails with S. McFarland re same and how to resolve each Committee concem.
Review memo to Committee re resolution of its various
issues.
0.40
0.10 0.60
$75.00
$450.00
10K
E-mails and telephone conference with client, R. Saunders re Committee's Financial Advisor's visit to Company today and need to work out immediate stop-gap confidentiality with Financial Advisor while negotiation of full confidentiality going on, including various drafts of full confidentiality. Emails with R. Saunders re problems with Committee's revisions to confidentiality.
Emails with F. Agustire need for info on his local counsel,
and revise contact list re same and other info.
03/30/09
10K
0.30
750.00 750.00
$225.00 $150.00
03/30/09 03/30/09
10K
RMS
0.20
3.60
Review of email from R Itkin regarding Delloite (0.10);

drafting confidentiality statement for Delloite (0.30); em ail
495.00
$1,782.00
68773
00002
Page 36
exchange with I Kharasch regarding Committee by-laws ail exchange with R (0.20); telephone conference and em Itkin regarding confidentiality and timing of adoption of committee by-laws, etc. (0.2); telephone conference with M Cervi regarding Delloite's visit to company today and confidentiality (0.2); voice mail and em ail to I Kharasch summarizing calls regarding Delloite visit to company today (0.1); email exchange with R Itkin regarding Delloite's comments to overall confidentiality agreement Delloite's proposed changes to (0.2); review of confidendiality agreements and email exchange with I Kharasch (0.40); drafting responses to comments from Steptoe and Delloite and em ailed them to R Itkin (.40); email exchange with R Itkin regarding her requests for web sites with public information (0.20); email exchange with S McFarland regarding Committee request for information regarding matters on for hearing on Apr. 8 and May 1
(0.20); review of revised draft of Confidentiality
Agreement and email exchange with I Kharasch and M

Litvak and related review of
relevant material (1.0)
03/3 1/09
SEM
Review email from Josh Taylor, committee counsel,

regarding outstanding requests
0.10
525.00 750.00
$52.50 $75.00
03/31/09
10K
Telephone conference with Committee counsel re its cone ems on paying pre-petition claims of lessors of oil & gas leases, and consider.
0.10
Task Code Total
23.10
$13,949.00
Litigation (Non-Bankruptcy)
03/20/09 03/27/09
10K
SEM
E-mails with attomeys re how to handle state cour litigation in AK with Chevron, Forest.
Telephone conference with Lynn Wolfe regarding oil and gas related administrative proceedings re extension of leases
0.20 0.40
750.00 525.00
$150.00
$210.00
Task Code Total
0.60
$360.00
Meeting of Creditors (B1501
03/1 0/09
10K
10K 10K
JEO
E-mails with UST re its proposed formation meeting date and need to reschedule, and its proposed 341(a) date.
0.20 0.20 0.20 0.60 0.20
750.00 750.00 750.00 535.00 395.00
$150.00
~ ~
03/11/09 03/11/09 03/11/09 03/11/09
E-mails with UST, Panacio, re 341 and need for pre-meeting, and initial debtor meeting.
E-mails with Joe M., USTre scheduling of
$150.00
both 341 and
$150.00
$321.00
$79.00
formation meeting.
KPM
Work on issues regarding formation meeting Review and respond to email correspondence from Ira Karasch regarding scheduling and logistics for 341 meeting
03/12/09
10K
E-mails with J. O'Neil and secretary re coordination of
0.40
750.00
$300.00
68773
00002
Page 37
numbers.
formation meeting with UST and estimate of
03/12/09 03/12/09 03/12/09 03/12/09 03/12/09 03/12/09 03/12/09 03/12/09
10K
E-maIls with USTP re coordination of initial 101 at formation meeting.
0.20 0.20
750.00 750.00 750.00

750.00
$150.00
$150.00
10K
10K
10K
SEM
SEM
Offce conference with J. O'Neil re coordination of formation and coverage of same.

E-mails with Omni, S. McFarland re coordination of341 notice.
E-mails with client re status and coordination of both scheduled 341 and formation meeting.
0.20
0.30 0.10 0.10
$150.00
$225.00
$52.50
$52.50
$32 1.00
Email exchange with Ira Kharasch regarding the notice of

the 341 meeting
525.00
525.00
JEO
KPM
Email to Jamie O'Neil and Kitt Makowski regarding the 341 Notice and em ail to Brian Osbome re same Preparation for committee formation meeting Review and respond to email correspondence from James E. O'NeiI and others regarding scheduling 341 meeting and meeting rooms
E-maIls with firm secretar and 1. O'NeiI re coordination
of
0.60
0.30
535.00 395.00
$118.50
03/13/09
10K
0.30
750.00
$225.00
both formation meeting and initial IDI and who attends

0.20 0.30
from client and firm.
03/13/09 03/13/09
10K 10K
E-mails with USTP re same and room for IDI at formation.

coordination of
750.00 750.00
$150.00 $225.00
E-mails with client and Zolfo and J. O'NeiI re both formation, 101 and 341 and prep for
initial 101.
03/13/09 03/15/09 03/15/09 03/16/09
KPM
SEM SEM
Draft email correspondence to Kathe Finlayson regarding form 341 notice

Email exchange with Mark Cervi regarding the initial
debtor interview
0.10 0.10 0.10
395.00
525.00
$39.50
$52.50
Email exchange with James O'Neil regarding the initial debtor interview
525.00 750.00
$52.50
10K
E-mails with L. Jones and J. O'Neil re coordination of coverage of formation meeting and break out room for
initial 101.
0.30
$225.00
~'
03/16/09 03/16/09 03/16/09
10K 10K
SEM
E-mails to client re same, which offcer should attend, and issues for related preliminary 101.
E-mails and telephone conferences with prospective law firms re info about formation meeting and case status.
0.30
750.00
750.00 525.00
$225.00
0.40
0.30
$300.00
$157.50
Review and comment on draft of commencement of case and meeting of creditors notice (.2); Email Brian Osbome re status (.1)
Conference with James E. O'NeiI regarding drafting 341 notice Draft email correspondence to Scotta E. McFarland regarding drafting 341 notice
Draft 341 notice
03/16/09
03/16/09 03/16/09 03/17/09
KPM KPM KPM
0.10 0.10 0.40 0.40
395.00
395.00
$39.50 $39.50
l;; I::
395.00 750.00
$158.00 $300.00
10K
Emails with Bateman, 3rd largest creditor, in house counsel re its lack of notice of formation meeting and provide them with same, and status of same.
03/17/09
03/17/09
10K
RMS
E-mails with 1. O'Neil, R. Saunders re problem of Bateman and how to resolve with UST.
Email exchange with J O'NeiI and K Makowski regarding
0.30 0.20
750.00
$225.00
$99.00
495.00
68773 00002
Page 39
Operations (B210)
03/09/09 03/09/09 03/09/09
SEM SEM SEM
Dealing with verification of the Utilty service list

Review email from Lynn Wolf regarding plugging and abandonment liabilties and email to Rob Saunders re same
0.10 0.10
525.00
525.00
$52.50
$52.50
$262.50
Telephone conference with Jennifer Kuritz and Kevin Tomissonie regarding the San Pedro Sinking Fund and the Alaska Escrow account payments (.1); Email communications with Rob Saunders re same (.1); Email communications with Gregg Amber and Tony Marino re same (.1); Review San Pedro Pipeline Sinking Fund Agreement (.1); Review Alaska Escrow Account
Agreement (.1)
0.50
525.00
03/09/09
SEM
Email exchange with Ira Kharasch and Jennifer Kuritz regarding cash management and deposits into lockbox accounts
Email exchange with Shawn Quinlivan regarding preparation of notices for utilty and cash management hearings
Telephone conference with Lynn Wolf
0.10
525.00
$52.50
03/1 0/09
SEM
0.10
525.00
$52.50
03/1 0/09
SEM SEM
regarding payment
0.50 0.20
525.00
$262.50 $105.00
of the escrow payment due to Alaska

03/10/09
Email communications with Lynn Wolf and analysis of information regarding a motion for authortiy to pay the Alaska escrow
Review and respond to email from Rob Saunders re payment of escrow payment due in Alaska
Draft Notice of
525.00
03/1 0/09
SEM
SAQ
0.10
0.70
525.00 225.00 525.00
$52.50
03/11/09 03/11/09 03/11/09 03/11/09 03/11/09 03/11/09 03/11/09 03/11/09
Interim Order re Adequate Protection for
$157.50 $105.00
$45.00 $45.00 $45.00
~)
Utilties Providers
SEM
SAQ SAQ SAQ

SAQ
Review and revise notice of utilty deposit motion Prepare exhibits to Interim Order re Utilities Providers Review cash management and utilties orders re notice provisions Prepare exhibits to notice of order re cash mgmnt
Draft Notice of Entr of
0.20
0.20 0.20
225.00
225.00
~~ .,
0.20
0.70 0.10 0.30
225.00 225.00
525.00
~ ~
Order on cash mgmnt
$157.50
$52.50
SEM SEM
Email exchange with Lynn Wolf regarding payment of Alaska escrow and hearing therreon
Analysis of issue with payment of Alaska escrow and email to Ira Kharasch, Max Litvak and Rob Saunders re same Email to Ira Kharasch regarding the escrow payment related to the Redoubt Unit
525.00
$157.50
03/11/09
03/1 1/09
SEM
RMS
0.10 0.20 0.40
525.00
$52.50 $99.00
Telephone conference with Tara Richard of Jones Walker in N.O. re critical vendor payment to Universal Sodexho
E-mails and telephone conferences with counsel to Tesoro re its concems on its oil purchases.
Drafting em ail to Gerr Tywoniuk, Bil Lyng and Jennifer Kuritz regarding the requirements and the timing of such in the cash management order
495.00
750.00 525.00
03/11/09 03/11/09
10K
SEM
$300.00
$52.50
0.10
03/12/09
SAQ
Review email with attachments for service of notice and
0.20
225.00
$45.00
68773
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03/12/09
10K
order on utilties motion; review service list E-mails with oil and gas counsel, R. Saunders, S. McFarland re issue about need to fund Redoubt escrow agreement with State of Alaska for decommissioning liabilties and whether cour approval is needed, including review of escrow documents.
Telephone conferences and e-mails with Amber re same
and his view as corporate counseL.
0.80
750.00
$600.00
03/12/09 03/12/09 03/12/09
10K
SEM SEM
0.40
0.10 0.10
750.00 525.00
525.00
$300.00
$52.50 $52.50
Conference with Ira Kharasch regarding the payment of the Alaska Redoubt escrow amount
Email to Lynn Wolf and email to Jennifer Kuritz, Mark
Cervi and Kevin Tomossonie regarding payment of the
Alaska escrow payment

03/12/09
10K
Telephone conferences and e-mails with Counsel to Tesoro re its demand for decision by company to honor contract to sell oil and whether ordinary course, and consider.
E-mails with client and Max re same re Tesoro demand, and whether court approval needed. E-mails with Chevron counsel re its demand that we continue to allow Tesoro to pay Chevron on our share of oil sale proceeds and automatic stay issues and its summary of its analysis of its secured status in our working interest in Trading Bay oil fields and prior agreement to all same, including my review of documents.
E-mails with client re same re Chevron demand. Communications with both oil and gas counsel and M. Litvak re same Chevron demand and how to respond.
0.40
750.00
$300.00
03/12/09
10K 10K
0.30
750.00 750.00
$225.00 $450.00
03/12/09
0.60
03/12/09 03/12/09
10K
10K
0.20 0.20 0.30 0.50 0.30
750.00 750.00
750.00
$150.00 $150.00
03/12/09
03/12/09
03/12/09
10K
RMS RMS
E-mails with client and S. McFarland re need to contact banks re UST requirements re collateralization and other.
Conference with T Marino, I Kharasch, M Litvak and S McFarland regarding Beta Assets and Alaska Assets
$225.00 $247.50
$148.50
~' " ;~
495.00 495.00
Telephone conference with M Cervi regarding South Coast ail from him regarding same
Air Quality and insurance payments; review of em
03/13/09
10K
E-mails with S. McFarland re San Pedro Sinking Fund and whether its a payment we need to continue to fund, and summary of same, and consider.
E-mails with Zolfo re confirmation of
0.40
750.00
$300.00
;1
03/13/09
10K
how to handle sinking fund obligations and Redoubt abandonment obligations.
0.20
750.00
$150.00
03/13/09 03/13/09
SEM
Email to Ira Kharasch regarding payment due to San Pedro

Bay Pipeline sinking fund
0.10
0.40
525.00 750.00
$52.50
10K
E-mails with client re my proposal on how to respond to Chevron demand re Tesoro payment and to stipulate to relief from stay re same. Prepare memo to Chevron and Tesoro re our agreement to allow Tesoro to hold up Trading Bay payment until Chevron issues are resolved.
E-mails with client, lenders re status of Tesoro oil purchasing contract, and how and need to implement now, and revised purchase contract re same, and lender
$300.00
fi ~
03/13/09
10K
0.20
750.00
$150.00
03/13/09
10K
0.40
750.00
$300.00
approvaL.

03/13/09 03/13/09 03/16/09
68773 00002
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0.20 0.10
10K
SEM SEM
E-mails with oil and gas counsel re summary of its call with Fed Governent - Minerals Management Office.
Email exchange with Lynn Wolf regarding conference call with MMS and DOl Review emails regarding emission fees and email to Rob Saunders and Ira Kharasch re motion for authority to pay same
750.00
525.00
$159.00
$52.50 $52.50
0.10
525.00
03/16/09 03/16/09
SEM
Responding to Mark Cervi regarding inquiry about

payment of tax Review of em ail correspondence with Zolfo Cooper and others regarding various critical vendors and taxing authorities, and review of relevant materials and email exchange with S McFarland
0.10
1.00
525.00
$52.50
RMS
495.00
$495.00
03/16/09 03/16/09 03/16/09 03/16/09 03/16/09 03/16/09
SEM
Email exhange with Kitt Makowski regarding question on paying Zurich premium
E-mails with lender counsels re their request to coordinate call today on Chevron operating issues.
Attend conference call with lenders' counsel re same and other operating issues.
0.10 0.30 0.30 0.10
525.00 750.00
750.00
$52.50
10K
10K 10K 10K 10K
$225.00 $225.00
$75.00
Telephone conference with Max re follow up and Chevron. E-mails with Tesoro counsel and client re execution of
contract today to purchase oiL.
750.00 750.00 750.00
0.30
0.40
$225.00 $300.00
Telephone conference with counsel to Chevron re general view of case and how to resolve operating issues with Chevron and its request to stipulate to relief from stay on
Trading Bay platform.
03/16/09
10K
Telephone conferences with counsel to State of Alaska Natual Resources re status of the Alaska operations and various pre and post-petition transactions and impact of chapter 11.
departent of
0.40
750.00
$300.00
03/16/09
10K
Telephone conferences and e-mails with S. McFarland and client re issues on utilties and supplemental procedure, how ordinary course retainers professionals dealt with, and contracts to reject process.
0.40
750.00
$300.00
03/16/09
SEM
Email exchange with Kevin Tomossonie re Southem Calif Ed. demand for deposit (.1); Review SCE demand (.1); Telephone conference with Kevin Tomossonie re same
Checking on status of notification to bank regarding what prepetition checks are outstanding per requirement of cash management order
Drafting critical vendors trade term letter to Countr
0.40
525.00
$210.00
03/16/09
SEM
0.10
525.00
$52.50
03/17/09
RMS
0.60
495.00
$297.00
~
Foods; email exchange with M Cervi and K Tomossonie regarding critical vendors
03/17/09
RMS
Telephone conference with Susan Wooley of oil services company Baker Hughes regarding trade terms and email to M Cervi and K Tomossonie regarding same Email exchange with Rob Saunders re insurance coverage and payment for same
Review emails regarding insurance brolerage fees (.1); Discussions with Zolfo re same (.3)
0.20
495.00
$99.00
03/17/09 03/17/09 03/17/09
SEM
SEM SEM
0.10 0.40
0.10
525.00
$52.50
525.00 525.00
$210.00
$52.50
Review information received from Bil Lyng re San Pedro Bay Pipe Line and email exchange with Rob Saunders re

same
68773 00002
Page 42
03/17/09
RMS
V oice mail exchange with M Cervi regarding insurance
0.30
495.00
$148.50
and conference call with M Cervi and K Tomossonie regarding same

03/17/09
lDK
E-mail and telephone conferences with new outside counsel for State of Alaska re status of Alaska operations and future, and general case status.
0.40
750.00
$300.00
03/17/09 03/17/09 03/18/09 03/18/09
lDK
SAQ
RMS
E-mails and telephone conferences with Alaska Oil & Gas News re status of case. Review voice message from Susan Wooley at Baker Hughes re current shipment and payment status
Review of materials regarding Chevron and email to M Litvak, and email exchange with I Kharasch
0.40
750.00
$300.00
$22.50
0.10
0.40 0.30
225.00 495.00
750.00
$198.00 $225.00
lDK
Telephone conferences with lenders and M. Litvak re how to respond to Chevron demands, and potential abandonment issues and consider.
E-mails to client and M. Litvak re same and other Chevron
issues.
03/18/09
03/18/09 03/18/09 03/18/09 03/18/09 03/18/09 03/19/09 03/19/09 03/19/09 03/19/09 03/20/09 03/20/09 03/20/09
lDK lDK
SEM SEM SEM SEM
0.30 0.30 0.10 0.10 0.20 0.20

1.00
750.00 750.00 525.00

525.00 525.00
$225.00 $225.00
$52.50 $52.50
E-mails to client, S. McFarland re issues on utilties that either do not request or are refusing the deposits.
Checking on the status of deposits to utilties Email exchange with Rob Saunders and Ira Kharasch
regarding utilty deposits
Review interim utilty order and respond to Kevin Tomossonie regarding payment of deposits
telephone conference with Jennifer Kuritz and Kevin Tomossonie regarding the payment of utilty deposits
$105.00 $105.00 $550.00 $105.00

$52.50 $99.00
525.00
550.00 525.00
MBL
SEM
SEM
Calls with i. Kharasch and Chevron counsel re Chevron issues; emails re same.
Email to Ira Kharasch and Rob Saunders regarding the
status of the payment of
0.20 0.10 0.20 0.20
utilty deposits
Email exchange with Rob Saunders regarding Edison's demand for a deposit
525.00
RMS
Email exchange with S McFarland regarding utilty deposits

E-mails with oil and gas counsel re lenders' ORR interests and how taken in separate subs.
Review further e-mails re logistics of shut down of wells,
495.00
750.00
750.00 750.00
lDK
lDK lDK
$150.00 $225.00
0.30
0.40
and issues of either Forest, or D&O liabilty.

E-mails and telephone conference with R. Saunders re client's inquiries as to consequence of a chapter 7 on PEAO and how environmental issues would work, and issue re AK landlord threats and potential relocation.
E-mails with R. Saunders re same after his calls with Company.
$300.00
~
03/20/09 03/20/09 03/20/09
lDK lDK lDK
0.20 0.20 0.20
750.00
$150.00 $150.00 $150.00
E-mails with Arlington re Chevron operating issues and setoff.
750.00 750.00
E-mails with attomeys re issues on Canadian stock exchange and requirements re same and possible move to other exchange.
03/20/09
lDK
E-mails with attomeys re life insurance policy of officer
0.20
750.00
$150.00

and DIP.
68773
00002
Page 43
03/20/09 03/20/09 03/22/09
10K RMS
RMS
E-mails re deal with S. Cal Edison on utilty dispute. Email exchange with I Kharasch and S McFarland regarding utility deposits
Review of voice mails from I Kharasch and M Cervi regarding Marathon gas pipeline (0.20); review of assignment from Forest Oil (0.80); email exchanges with L Wolf and M Litvak regarding same; legal research (2.0) e-mails to client re impact of
0.10 0.10
750.00
$75.00
495.00 495.00
$49.50 $1,485.00
3.00
03/23/09 03/23/09
10K
10K
Redoubt volcano eruption on Redoubt driling operations and review news re same.
0.20 0.20
750.00 750.00
$150.00 $150.00
Review numerous e-mails with R. Saunders, oil and gas counsel, re how to force Marathon to supply fuel gas to
Alaska operations and issue of utilty. ail Research regarding Marathon pipeline (1.); em
03/23/09
RMS
2.10
495.00
$1,039.50
exchanges with L Wolf, and S McFarland regarding Marathon (0.30); review of Marathon Agreement and
email L Wolf
(detailed email) (0.30)
03/24/09 03/24/09
SEM
Telephone conference with Mark Cervi regarding payment of insurance broker Telephone R. Saunders re issues on disposition of AK assets, client report to lenders re same this week, and issue of solving fuel supply to AK ops re same.
E-mails with oil and gas counsel and R. Saunders re issues on Marathon fuel supply and utilty issue. Telephone conference with I Kharasch regarding Marathon gas contract; telephone conference with M Cervi regarding same; em ail exchange with L Wolf E-mails with client, Zolfo re coordination of call on Alaska
Ops Report.
0.20
0.20
525.00 750.00
$105.00
10K
$150.00
03/24/09 03/24/09
10K
RMS
0.20
1.20
750.00
$150.00
495.00
$594.00
03/25/09 03/25/09 03/25/09 03/25/09 03/25/09 03/26/09 03/26/09
10K 10K 10K

SEM
0.20 0.30
750.00 750.00
$150.00 $225.00
$1,500.00
$52.50
'. i~ ~~
Review draft of Alaska OP Report.
Attend conference call with client, all hands, re same and Alaska aItematives.
2.00 0.10
0.10
750.00
525.00
Voice message from Kit Tumer regarding environmental

insurance policy
KPM
SAQ
ail correspondence from Jankovich Co.; Forward to Scotta E. McFarland for response
Review em
395.00 225.00
750.00
$39.50
~
::t' .:.
10K
Review and respond to S. McFarland email memo re exhibit to Utilties Motion Telephone conference with R. Saunders re lenders' decision not to fund cap-ex in Alaska and potential consequences re shutdown scenarios and environmental
issues.
0.20
0.20
$45.00
$150.00
03/26/09 03/26/09 03/26/09 03/26/09
10K
SEM
E-mails re Jankovich fuel supply concems re its credit to debtor, and whether a line of credit is necessary, or LC.
voice message from Ira Kharasch regarding critical vendors information for Joe McMahon
0.20 0.10
750.00
525.00
$150.00
$52.50 $52.50
SEM
SEM
SEM
03/26/09
Att. to getting company to revise utilty list Review lists of critical vendors for PERL and PEAO and forward same to Fil Agusti per his request Email communications with Ira Kharasch regarding critical vendor motion being final motion (.1); review local rule re
0.10
0.20
0.20,
525.00 525.00
525.00
$105:00
$105.00
68773
00002
Page 44
challenging first day orders and email to Ira Kharasch re

same (.1)
03/26/09
RMS
Telephone conference with Ana Romero of Jankovich regarding fuel supply payment assurances, drafted detailed email to G Tywoniuck and others and email exchange with J Kuritz regarding terms
E-mails with client re fuel gas supply options given
Marathon problem.
0.80
495.00
$396.00
03/27/09 03/27/09 03/27/09 03/27/09 03/30/09 03/30/09 03/30/09 03/30/09 03/30/09 03/31/09
10K 10K
SEM SEM
0.20 0.30 0.10
750.00 750.00
525.00
$150.00 $225.00
$52.50 $52.50
E-mails with Committee, client on impact of eruptions from Redoubt volcano on Alaska operations.
Voice message from and to Kit Tumer regarding premium for enviommental insurance Telephone conference with Kit Tumer regarding premium for environmental insurance
0.10 0.80 0.20

0.10
525.00
KFF
no objection regarding Utilties'
Motion
225.00
750.00 750.00 525.00 525.00 750.00
$180.00 $150.00
$75.00 $52.50 $52.50
10K
Emails counsel for Chevron re its numerous questions on royalty motion.
10K
SEM SEM
Emails to Committee re its request for AK Operations Report.

Review 'committee changes to cash management order and
email same to Ira Kharasch for comment Telephone conference with Kevin Tomossonie regarding
the utilty deposits
0.10 0.10 0.80
10K
Attend conference call with lenders' counsel on numerous operational issues, and potential shut down of AK operations re driling and consequences.
Telephone conference with M. Litvak re same.
$600.00
03/31/09 03/31/09 03/31/09

03/3 1/09
10K
SEM
0.10 0.20 0.10 0.10 0.70
750.00 525.00
525.00
$75.00
SEM
SEM
drafting notice of fiing revised exhibit A to Utitiy Motion review situation with tax motion and respond to committee re same
Coordinating fiing and service of
$105.00
$52.50 $52.50
$385.00
$45.00
,~,
revised exhibit
525.00
550.00
03/31/09 03/31/09
MBL
SAQ
Call with lenders regarding operational issues; Chevron. Review utilties schedules re revised list of utilty providers
~ ..
,-~ l ~:
0.20
225.00
Task Code Total
39.60
$23,155.00
Retention of Prof. (BI60) 03/30/09
KFF
no objection for Application to Retain
PSZ&J as counsel
0.80
225.00
$180.00
f~
Task Code Total
0.80
$180.00
Ret. of Prof.Other
?,
03/09/09
SEM
Review and consider the terms of Clemans engagement
0.80
525.00
$420.00
68773
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Page 45
agreement (.6); Email to Ira Kharasch and Rob Saunders re same (.2)
03/09/09
SEM SEM
SEM
Begin draft of
Clemans employment app
0.10
525.00
$52.50
$52.50
03/10/09
03/10/09
Addressing questions re Mark Clemans employment app Email exchange with Ira Kharasch re Omni order and review changes made by UST (.1); Telephone conference with Brian Osbome re Omni Order changes (.1)
0.10 0.20
525.00 525.00
$105.00
03/1 0/09
RMS
Review of email correspondence among G Tywoniuk, M Clemans and S McFarland regarding Clemans retention Telephone conferences and e-mail with Amber re need to employ 2 Alaska litigation firms.
Review of lenders' proposal to Lazard, Zolfo, Albrecht re its proposal on their requested bonus and consider.
0.10 0.20 0.20 0.40 0.20 0.10 0.10 0.10
495.00
750.00 750.00 750.00 525.00 525.00 525.00 525.00 395.00
$49.50
$150.00 $150.00 $300.00 $105.00
$52.50 $52.50 $52.50 $39.50
03/11/09 03/11/09
10K
10K 10K
SEM
SEM
03/11/09
03/11/09 03/11/09 03/11/09 03/11/09 03/11/09
Communications with client, CFO re same and potential problems.

Drafting notice of app to employ Zolfo
Review notice of app to employ Lazard
SEM
SEM
Review notice of app to employ Albrecht

Review notice of app to employ OCPs
ail correspondence from Rob Saunders regarding status of fiing Zolfo retention application
Review and respond to em
KPM
0.10
03/11/09 03/12/09 03/12/09 03/12/09
KPM
10K
SEM SEM SEM
Prepare Zolfo retention application for filing and service E-mails with S. McFarland re issues about new professionals to employ including AK litigation firms.
0.20 0.20 0.10 0.10 0.10 0.20 0.10 0.10 0.30
395.00 750.00 525.00 525.00 525.00 750.00

525.00
$79.00
$150.00
$52.50
Email exchange with Ira Kharasch regarding firms to be included in OCP motion
Email exchange with Lynn Wolf employment of
regarding the
$52.50
$52.50
her firm
03/12/09
03/13/09 03/16/09 03/16/09 03/16/09
Email to Mark Clemans regarding his employment application

E-mails with S. McFarland re retention of professional
10K
SEM SEM
issues and more firms.
$150.00
$52.50 $52.50
r; :~k
Responding to Mark Cervi regarding inquiry on adding OCP's to list Email communications with Gregg Amber regarding adding firms to the OCP list
Review, research, respond to email correspondence from Scotta E. McFarland regarding notice period for retention applications E-mails with team, client re its desire to pay D&M consulting ASAP to get marketing process started, and how to resolve given OCP requirements re timing re payment.
Responding to Mark Cervi request re OCP Motion
~~
525.00
KPM
395.00
$118.50
l:; :~
03/17/09
10K
0.30
750.00
$225.00
03/17/09 03/17/09 03/17/09 03/17/09
SEM
0.10
0.10 0.20 0.20
525.00
525.00
$52.50 $52.50
SEM SEM
Email exchange with Lynn Wolfe regarding preparation of the application for Schully employment
Responding to inquiries from Zolfo regarding ordinar course professionals and payment of same
email exchange with Ira Kharasch and Rob Saunders
525.00 525.00
$105.00 $105.00
SEM
,.
68773
00002
Page 46
regarding issues with OCP's
03/17/09 03/17/09 03/17/09 03/17/09 03/17/09 03/18/09
SEM SEM SEM SEM

RMS
SEM
Email communications with Rob Saunders regarding the employment of OCP's

Working with Schully and company to get the Schully
application ready for fiing
0.10 0.30 0.10 0.10 0.40
525.00
$52.50
$157.50
525.00 525.00
525.00
Review emails regarding employment and payment of D&M

Review emails regarding employment and payment of
Netherland Sewell
$52.50
$52.50
$ 198.00
Email exchange with M Cervi and S McFarland regarding D&M invoice and Netherland Sewell
Drafting the employment application for Mark Clemans
495.00
525.00 525.00
525.00
4.60
0.10 0.30 0.40 0.70
$2,415.00
$52.50
03/18/09 03/18/09
03/18/09 03/18/09
SEM
SEM
Email exchange with Mark Cervi and Rob Saunders regarding employment of Devlin Jensen
Attention to getting Schully employment app fied and
$157.50 $210.00
served in time for hearing on April 8th

SEM
RMS
Various email exchanges with Mark Clemans regarding his

employment application
525.00
Email exchanges with M Cervi and S McFarland regarding Devlin Jensen, and review of draft affdavit and retention precedent for Canadian counsel
495.00
$346.50
03/18/09 03/19/09 03/19/09

03/19/09
KPM
Review, respond to email from James E. O'Neil re:

assisting with fiing/service of
0.10 0.30
395.00 750.00 750.00 225.00
$39.50
retention application;
10K
10K
KFF
E-mails and telephone conference with Amber re issues on Rutan retainer and status of employment application.
E-mails with S. McFarland re same and 328(e) issue. Prepare Application to Employ Schully as Special Counsel for e-filing and service, including drafting Notice and
affdavit of service
$225.00
$75.00
$ 180.00
0.10
0.80
03/19/09 03/19/09 03/19/09
SEM SEM
Attention to getting the Schully Employment App fied

Responding to Mark Cervi re Devlin Jensen's employment and informing him of status of Mark Clemans application Email exchange with Mark Clemans re his employment app (.2); Telephone conferences with Mark Clemans regarding his employment application (.2); review information received from Mark Clemans for employment
application (.1)
0.10
0.10
525.00 525.00 525.00
$52.50 $52.50
~
SEM
0.50
$262.50
t.:.: t."
"
p~
tl
03/19/09 03/19/09 03/19/09
SEM SEM SEM
Review and begin revisions to Mark Clemans employment application
0.70 0.10
525.00 525.00 525.00 525.00 525.00 395.00 395.00 395.00
$367.50
$52.50 $52.50
03/19/09 03/19/09
03/19/09 03/19/09 03/19/09
SEM SEM
Coordinating with Delaware regarding the fiings today Email communications with Kitt Makowski regarding Rutan's employment app Email communications with Rutan re their employment
app
0.10 0.20
0.10 0.10 0.20 0.10
$105.00
$52.50 $39.50
,
Email exchange with Ira Kharasch regarding Rutan's

employment app
KPM KPM
KPM
Review and respond to email correspondence from Kathe Finlayson regarding draft notice for Schully retention
Review and execute Schully retention application Review and respond to email correspondence from Scotta
$79.00 $39.50
68773
00002
Page 47
E. McFarland regarding status of drafting retention application for Rutan.

03/23/09
SEM
Review and consider draft of Rutan employment application received from Rutan (.4); Revise Rutan
1.60
525.00
$840.00
03/24/09 03/24/09 03/24/09 03/24/09 03/24/09 03/24/09 03/25/09 03/25/09

03/25/09
SEM SEM SEM SEM
Telephone conference wtih Mark Cervi regarding OCP's payments and disclsoure affidavits
0.10 0.10 0.10 0.10 0.10 0.10 0.20 0.20 0.10 0.20 0.20
525.00 525.00
525.00
$52.50 $52.50
Email to Renelope Parmes regarding Rutan application

FoIlow-up on issue or revised employment agreements
$52.50
$52.50
Email communications with Shawn Quinlivan and Josh

Taylor regarding employment of Steptoe
525.00
SAQ SAQ
Review and respond to K. Nownes email memo re conflcts information for creditors' committee counsel Prepare email memo with attachments to J. Taylor at Steptoe re conflcts list
225.00 225.00
750.00 750.00 750.00 750.00 750.00
$22.50 $22.50
$150.00 $150.00
10K
10K
10K
E-mails with DWT firm re its concem on representing PEOA in Alaska litigation with being employed as OCP.
E-mails with S. McFarland re same and OCP order.
E-mails with S. McFarland re status of
revisions to
$75.00
$150.00
engagements of Lazard, Albrect.

03/25/09 03/25/09
10K
10K
E-mails with Committee counsel, S. McFarland re issues and documents re Zolfo application.
E-mails with S. McFarland re employment issues re OCP, and need to get them employed nunc pro tunc to petition
date.
Responding to inquir from Ira Kharasch regarding
$150.00
03/25/09 03/25/09
03/25/09 03/25/09 03/25/09 03/25/09
SEM
0.20 0.10 0.20 0.80 0.50 0.10
525.00 525.00 525.00 525.00 525.00 395.00
$105.00
$52.50
committees issues with Zolfo applicaiton

SEM
SEM SEM SEM
Email communications with Ira Kharasch regarding amendments to employment agreements Review terms of OCP employment procedure and email to Ira Kharasch regarding same
Drafting Clemans application (.6); Emails to Clemans requesting information for application (.2)
Working on Clemans employment application
$105.00 $420.00 $262.50

$39.50
~i i:;
~-
,'~
KPM
Review and respond to email correspondence from Scotta E. McFarland regarding copy of services agreement for Zolfo retention agreement E-mails with client, Lazard, re status of revisions to engagement of Lazard, Albrecht and Clemens. Drafting employment app for Mark Clemans and email to Mark Clemans for review (.2)
03/26/09
10K
SEM SEM SEM SEM SEM
0.20
750.00 525.00 525.00

525.00
$150.00 $105.00
03/26/09
03/26/09 03/27/09 03/27/09 03/27/09
0.20 0.10
0.10
b
$52.50
$52.50 $52.50 $52.50
t'
Email communications with Mark Clemans regarding a revised employment agreement

Email to Ira Kharasch re status of Follow-up with Penelope Parmes re status of
Rutan employment app

Rutan
0.10
0.10
525.00
525.00
employment app
Email exchange with Nina Hong and Rob Saunders regarding board resolutions and employment of professionals
03/30/09
KFF
no objection regarding service
0.80
225.00
$180.00
68773
00002
Page 48
agreement with Zolfo Cooper

03/30/09 03/30/09 03/30/09
KFF
KFF
SEM
Draft certification of no objection regarding Application to Retain Albrecht as special counsel Draft certification of no objection regarding Motion to Employ ordinary course professionals
0.70
0.70
225.00 225.00
525.00 525.00 525.00
$157.50 $157.50
$52.50
Email exchange with Penelope Parmes regarding Rutan's

employment app
0.10
0.20
03/30/09
03/30/09
SEM
SEM
Email exchange with Mark Cervi regarding Mark Clemans

$105.00
$52.50
Email communications with Penelope Parmes regading

Rutan application and email to Mark Cervi and Gerr
0.10
Tywoniuk re same
03/30/09 03/30/09 03/30/09 03/30/09 03/30/09
SEM SEM
SEM SEM
Email to Ira Kharasch regarding the revised Lazard Employment Order Review email from Katherine Piper regarding employment app orders an email to Ira Kharasch re same
Review amendment to Albrecht's engagement agreement Revision to Lazard Employment Order per committee comment
0.10
525.00 525.00 525.00 525.00
$52.50 $52.50 $52.50
0.10
0.10 0.50 0.50
$262.50
$247.50
RMS
Telephone conference and email exchange with J DelConte of Zolfo Cooper regarding conflcts check for ordinary course professionals; review and revision of list to add Committee professionals
495.00
03/30/09 03/31/09 03/31/09 03/31/09 03/31/09 03/31/09 03/31/09 03/31/09 03/31/09
KPM
Review and respond to email correspondence from Scotta E. McFarland regarding Lazard retention
Emails with client, S. McFarland re status of getting amended retentions from various professionals.
Emails with Committee, S. McFarland re changes in various employment, and concem on duplicates.
0.10 0.30 0.20
395.00 750.00 750.00
$39.50
10K
$225.00 $150.00
10K
KFF
no objection regarding application to
retain Schully as special counsel

KFF
SEM SEM
0.80
0.80 0.10
225.00 225.00
525.00
$180.00
$180.00
~
Draft certification of no objection regarding Application to Retain Lazard Freres as investment banker Telephone conference with Jessie Del Conte regarding OCP issues
~~
$52.50
"
Voice message from and telephone conference with Mark Cervi re OCP issues Telephone conference with mark cervi regarding albrecht amendment
0.10
0.20 0.20
525.00 525.00 525.00
$52.50
SEM
SEM
$105.00 $105.00
~;
fiing amendment to Albrecht Engagement Letter (.1); Drafting revisions to amendment to Albrecht engagement letter
Drafting notice of Email to Ira Kharasch regarding the status of the
03/3 1/09
SEM
amendments to the egagement agreements of Zolfo, Lazard and Albrecht

03/31/09 03/31/09
SEM
SEM
0.10
525.00
$52.50
Rutan applicaiton Email communication with Mark Cervi re status of amended engagement letters for Lazard, Albrecht and Zolfo
Check on status of review of
0.10 0.10
525.00
$52.50 $52.50
525.00
03/31/09
SEM
Emails to committee counsel regarding Albrecht Amendment
0.10
525.00
$52.50

03/31/09 03/31/09 03/31/09 03/31/09
SEM
SEM SEM
68773 00002
Page 49
0.10
Responding to Katherine Piper re definitions in albrecht amended engagment agreement

Responding to continued inquires of committee counsel re status of revised engagement letters
Revise Albrecht Amendment to define the terms (.6); Email to Mark Cervi re same (.1)
525.00 525.00 525.00 395.00
$52.50
$52.50
0.10 0.70
0.10
$367.50
KPM
Review and respond to email correspondence from Scotta E. McFarland regarding revised Lazard retention
$39.50
Task Code Total
29.60
$14,654.50
Stay Litigation fB1401
03/13/09 03/17/09
10K JEO
RMS
whether stay litigation pending in state court. Emails with Rob Saunders regarding stay letter
E-mails with AK counsel re issues of implicated in Forest Oil Email exchange with J O'Neil regarding form of violation letter (for Konica) (0.20); review of stay
0.30 0.30 0.80
750.00 535.00
$225.00 $160.50 $396.00
03/17/09
495.00
03/18/09
10K
failure to perform under contract as violation of automatic stay (0.4); email exchange with J O'Neil regarding failure to perform under contract as violation of automatic stay (0.20) Telephone conferences with Chevron counsel re its demand for relief from automatic stay and potential resolution, and consider.
Telephone conferences with CFO and CRO re issues on from stay re setoff, as well as related issues to sale of Alaska assets
Chevron request for stipulation for relief
research on
0.30
750.00
$225.00
03/19/09
10K
0.60
750.00
$450.00
related to Chevron.
03/19/09 03/19/09 03/19/09 03/19/09 03/19/09
10K 10K 10K 10K 10K
Telephone conference with ML re same and coordinate call with Chevron.

Telephone conferences and e-maIls with Chevron counsel re same and need for general call on other issues.
0.20 0.30 0.60 0.60
750.00 750.00 750.00 750.00 750.00
$150.00 $225.00 $450.00

~~1' "
Ii
~~ ' "
Attend initial conference can with Chevron group on its stay issues and related operational concems.
Attend second conference call with Chevron re same. Telephone conferences and e-mails with Arlington re his concems and issues re Chevron setoffs and relief from
stay.
$450.00 $300.00
0.40
03/20/09
03/20/09 03/23/09 03/23/09
10K
10K 10K
E-mails with Chevron counsel and M. Litvak re Chevron's proposed revised stipulation.
0.30 0.20 0.20 0.50
750.00 750.00 750.00 750.00
$225.00 $150.00
E-mails with M. Litvak re same and issues with Chevron

re perfection, audit and DIP.
relief
f~::
Review and consider in detail Chevron's revised stip for from stay.
$150.00 $375.00
10K
E-mails and telephone conferences with M. Litvak yesterday, Sunday, re same and how to respond and need for memos to lenders, client and Chevron and for Chevron to explain other stay relief, and related issues as to sale of AK assets and abandonment, and consider.

03/23/09 03/23/09
SEM
RMS
68773
00002
Page 50
0.20
Review Motion for relief from stay fied by Union (.1) Email Rob Saunders and Ira Kharasch re same (.1)
Review of Union Oil Motion to Lift Stay (0.8) Email related to Union Oil motion client and Zolfo Cooper regarding Union Oil motion related legal research (.30)
525.00
$105.00 $544.50
1.0
0.20 0.30
495.00
03/24/09
10K 10K
E-mails with team and client re Chevron's motion for relief from stay and timing re same.
750.00 750.00
$150.00
03/24/09
Telephone conferences with R. Saunders re issues on that motion and whether Chevron properly perfected on proceeds of post-petition sale of oil to Tesoro and consider.
Review of research regarding Unocal lift stay motion (2.2); telephone conference with I Kharasch regarding same; voice mail to M Litvak regarding Union Oil Motion (.10); review of case law; em ail exchange with M Litvak regarding Union Oil Motion (.20)
$225.00
03/24/09
RMS
2.70
495.00
$1,336.50
03/25/09 03/25/09
10K 10K
E-mails with lenders' counsel re need for status call on Chevron reIieffrom stay.
Telephone conference with M. Litvak re result of that
0.20
750.00 750.00
$150.00 $225.00
conference call with lenders and potential other arguments vs Chevron and other AK considerations, including Committee and Chevron.
03/25/09 03/25/09 03/25/09 03/25/09 03/25/09
0.30
10K
MBL MBL MBL
RMS
E-mails with client, M. Litvak re coordination for call tomorrow re same and how to respond.
Review Union stay relief motion.
0.20 0.30
750.00
550.00
$150.00 $165.00 $220.00 $330.00 $346.50
Call with R. Saunders regarding Chevron issues.
0.40
0.60 0.70
550.00
550.00
Call with lenders regarding Chevron issues; update i.

Kharasch and client.
Voice mail and email exchange with M Litvak regarding Unocal motion to lift stay (.20); telephone conference with
M Litvak regarding Unocal (0.3); Review of relevant
495.00
materials regarding Unocal (0.20)

03/26/09 03/26/09
10K
E-mail with Tesoro counsel re its issues/concems with Chevron motion.

E-mails with R. Saunders re summary of our issues with Chevron perfection in proceeds, coordinate re our upcoming call and consider.
0.10 0.30
750.00 750.00
$75.00
h
10K
$225.00
ff ~, (
~ ,.
r
03/26/09
10K
Attend conference call with client, Zolfo and others re issues re Chevron motion for relief from stay, how to respond given audit claims and claims for imprudent operating.
draft of
,'.
0.80
750.00
$600.00
03/26/09
10K
E-mail and telephone conference with M. Litvak re his response to Tesoro re same and need to pay debtor
0.30
750.00
$225.00
for other non-Chevron operations and markup of client's
~
0.70 0.40 0.50
direction letter to Tesoro.
03/26/09 03/26/09
03/26/09 03/26/09
MBL MBL MBL

RMS
Call with client regarding Chevron stay relief. Emails with Tesoro regarding Chevron stay relief; confer with i. Kharasch regarding same.
Revise letter to Tesoro.
Drafted em research in progress and review of
550.00
550.00 550.00
$385.00 $220.00 $275.00 $198.00
ail to I Kharasch and M Litvak regarding legal relevant materials
0.40
495.00
regarding Unocal.
03/27/09
10K
Telephone conference with counsel to Chevron re its
0.20
750.00
$ i 50.00
68773
00002
Page 51
motion and our anticipated opposition and general status.

03/27/09 03/27/09 03/27/09 03/30/09 03/30/09
10K 10K
RMS
E-mails with m. Litvak re same.

E-mails with Chevron counsel and Tesoro re Chevron's
0.10
750.00
$75.00 $75.00
0.10
750.00
clarification of its motion.
10K 10K
Research for response to Unocal lift stay motion Emails with Committee counsel re need for call re Chevron stay motion and its local counsel and Steptoe conflct.
1.0
0.20 0.30
495.00 750.00
750.00
$544.50 $150.00 $225.00
Telephone conferences with Pepper Hamilton re issues on Chevron relief from stay motion, and confusion re time to object.
Telephone conferences with M. Litvak re same and how to
resolve Chevron's notice problem.
03/30/09 03/30/09 03/30/09
10K
MBL
RMS
0.20
0.40
1.00
750.00 550.00
$150.00 $220.00
$495.00 $300.00
Call with i. Kharasch and Committee counsel regarding Chevron; follow up with L. Jones.
motion to lift stay and review of
Emails exchange with B Godshall regarding Unocal's related materials
495.00
750.00
03/31/09
10K
Telephone conference and e-mails with M. Litvak, oil & gas counsel re potential defects in Chevron perfection in working interests given lack of updates to owner name in AK county records and fixtures, and next steps. Emails with Committee Counsel, and M. Litvak re potential continuance of Chevron motion for 1 week.
Review Union motion; prepare response.
Research Union lien issues; calVemails regarding same.
0.40
03/31/09 03/31/09 03/31/09
10K
MBL MBL
0.20 3.50
1.70
750.00 550.00 550.00
$150.00
$1,925.00
$935.00
Task Code Total
25.70
$15,476.50
Tax Issues (B240J
03/09/09
10K
E-mails and telephone conferences with R. Saunders re UST concems on tax motion and need for legal justification re various taxes that might be excise taxes, franchise tax issue, and his memo re same.
Telephone conference with Brian Osbome regarding the issue with the Tax Order on the docket
Review email with attachments for service of notice and order re tax motion; review service list Follow-up with Kathe Finlayson about getting the tax order changed on the docket to correct the error in
recording it
0.40
750.00
$300.00
03/12/09 03/12/09 03/13/09
SEM
0.10
525.00
$52.50
SAQ
SEM
0.20
0.10
225.00
525.00
$45.00
$52.50
Task Code Total
0.80
$450.00
Travel
03/09/09 03/11/09
MBL MBL
Travel to Delaware for first day hearing. (Biled at 1/2 normal rate) Travel following first day hearig in DE.
5.00 5.00
275.00 275.00
$1,375.00 $1,375.00
68773 00002
Page 52
Task Code Total
10.00
$2,750.00
Total professional services:
469.80
$234,144.00
Costs Advanced:
03/09/2009
03/09/2009
BM
Business Meal (E 111) Exchange on Market, dinner with client, 10K

Federal Express (E 1 08) 91 1999045
$103.00
$9.27
$10.75
FE
03/09/2009
03/09/2009
FE
FE
Federal Express (E 108) 911999045
Federal Express (EI08) 911999045

$6.29 $6.29 $18.75
03/09/2009 03/09/2009
03/09/2009
FE
FE
FE FE FE
FE FE FE FE

Federal Express (EI08) 911999045 Federal Express (EI08) 911999045 Federal Express (EI08) 911999045
Federal Express (E 1 08) 911999045
$6.29
$10.28
$6.29 $10.28
$10.75
03/09/2009 03/09/2009
03/09/2009
03/09/2009
03/09/2009 03/09/2009
$10.75 $10.28 $9.27 $10.28 $10.28

$10.75
03/09/2009
03/09/2009
FE
FE
Federal Express (E 108) 911999045 Federal Express (E 108) 911999045

03/09/2009
03/09/2009
FE FE
FX FX FX
Federal Express (E 108) 9 i 1999045
03/09/2009 03/09/2009 03/09/2009 03/09/2009

03/09/2009
(CORR 65 ~ i .00 PER PG)
$65.00
$65.00 $68.00 $65.00 $65.00
" ;'j
(CORR 65 ~1.00 PER PG) (CORR 68 ~i.00 PER PG)

(CORR 65 ~ 1.00 PER PG)
(CORR 65 ~ 1.00 PER PG)
.:.
FX
FX
03/09/2009
03/09/2009
FX FX
FX
FX
(CORR 65 ~ 1.00 PER PG) (CORR 65 ~ 1.00 PER PG)
$65.00
$65.00 $65.00 $12.00 $12.00 $12.00 $12.00 $12.00
~
~'
03/09/2009
03/09/2009
03/09/2009
03/09/2009 03/09/2009
FX
FX
FX
03/09/2009
03/09/2009
FX FX FX FX FX
FX
03/09/2009 03/09/2009
03/09/2009
03/09/2009
(CORR 65 ~i.00 PER PG) ( 12 ~i.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~i.00 PER PG) ( 12 ~i.00 PER PG) ( 12 ~i.00 PER PG) ( 12 ~i.00 PER PG) ( 12 ~i.00 PER PG) ( 12 ~i.00 PER PG) ( 12 ~i.00 PER PG) ( 12 ~i.00 PER PG)
$12.00
$12.00 $12.00
$12.00
$12.00

03/09/2009 03/09/2009
03/09/2009 03/09/2009
FX
FX FX
FX
68773 00002
Page 53
$12.00 $12.00 $12.00
( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG)

( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) ( 12 ~1.00 PER PG) 68773.00002 PACER Charges for 03-09-09
$12.00
$12.00 $12.00
03/09/2009
03/09/2009 03/09/2009
FX FX
FX FX
$12.00
$12.00 $12.00
03/09/2009 03/09/2009
03/09/2009
FX FX FX FX FX
FX
$12.00 $12.00 $12.00

$12.00 $12.00
03/09/2009 03/09/2009
03/09/2009 03/09/2009
03/09/2009
03/09/2009
FX FX FX
$12.00
$12.00 $12.00 $12.00 $12.00
03/09/2009 03/09/2009
03/09/2009 03/09/2009
FX FX FX FX FX FX
FX
$12.00 $12.00 $12.00 $12.00

$12.00 $12.00
03/09/2009 03/09/2009
03/09/2009 03/09/2009
03/09/2009
03/09/2009
FX FX
FX
$12.00
$12.00 $12.00 $12.00
03/09/2009 03/09/2009
03/09/2009 03/09/2009
FX
FX
FX
$12.00
$12.00 $12.00
03/09/2009 03/09/2009
03/09/2009
FX FX
FX FX
FX
$12.00 $12.00 $12.00

$12.00 $12.00 $12.00
~'.
03/09/2009 03/09/2009 03/09/2009

03/09/2009
FX FX FX
FX FX FX FX
03/09/2009 03/09/2009 03/09/2009 03/09/2009

03/09/2009 03/09/2009
$12.00 $12.00 $12.00

$12.00
$6.00
PAC

03/09/2009 03/09/2009 03/09/2009
03/09/2009 03/09/2009
RE
RE RE
68773
00002
Page 54
$'10
$ I 1.40
(AGR 11 ~0.1 0 PER PG)

(AGR 1 14 ~O.1O PER PG)
(AGR 231 ~O. I 0 PER PG)
$23.10
$0.10
RE RE RE RE RE RE RE RE RE RE
RE RE RE
(CORR 1 ~O.1O PER PG)
(CORR 1483~0.1O PER PG)
$148.30
$1.90 $0.30
03/09/2009 03/09/2009
03/09/2009
(CORR 19~0.10 PER PG) (CORR 3 ~0.1 0 PER PG)

(CORR 384 ~0.10 PER PG)
(CORR4468~0.10 PER PG)
$38.40
03/09/2009 03/09/2009
03/09/2009 03/09/2009 03/09/2009
$446.80
$0.50
(CORR 5 ~0.1 0 PER PG)
(CORR 7518 ~0.10 PER PG) (CORR 952 ~0.1 0 PER PG)
(DOC 5 ~O.IO PER PG)
(DOC 530 ~O.1O PER PG)
(DOC 74 ~~0.10 PER PG)
$751.80
$95.20
$0.50
$5.30
03/09/2009 03/09/2009 03/09/2009

03/09/2009 03/09/2009 03/09/2009
03/1 0/2009
$7.40 $9.40 $0.10
(DOC 94 ~0.1 0 PER PG)

( 1 ~O.1O PER PG) Secretarial Overtime M. Corcoran
RE2
SO
SO
$88.70
Secretarial Overtime R. Stewart

(2 ~1.00 PER PG)
$101.67
$2.00
$0.96 $1.20
FX
03/1 0/2009
PAC
68773.00002 PACER Charges for 03-10-09
03/10/2009
03/1 0/2009 03/1 0/2009 03/1 0/2009
RE RE
RE
(AGR 12 ~0.10 PER PG)

(AGR 209 ~O.1O PER PG)
$20.90 $24.50
$5.00 $5.50
$1.30
(AGR 245 ~0.1 0 PER PG)
RE
RE RE
(AGR 50 ~0.1 0 PER PG) (AGR 55 ~0.1 0 PER PG)

(CORR 13 ~0.1 0 PER PG) Business Meal (Elll) Deep Blue, dinner with client, 10K
03/1 0/2009 03/1 0/2009
03/11/2009
03/11/2009 03/11/2009
BM
$116.00
$6.72
PAC
RE RE
RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2
(CORR 308 ~0.1 0 PER PG) (CORR 567 ~0.1 0 PER PG)
(2 ~0.10 PER PG) (5 ~0.10 PER PG) (4 ~0.10 PER PG) (5 ~0.10 PER PG)
$30.80 $56.70
$0.20 $0.50 $0.40 $0.50 $4.90 $1.20 $0.40 $0.30 $0.40 $0.70 $0.20 $0.50
~
03/11/2009 03/11/2009 03/11/2009 03/11/2009 03/11/2009

03/1 1/2009 03/1 1/2009
r
(
(49 ~0.10 PER PG)
( 12 ~0.10 PER PG)

(4 ~0.10 PER PG) (3 ~0.10 PER PG)
03/11/2009 03/11/2009
03/11/2009 03/11/2009 03/11/2009

031.11/2009
RE2
(4 ~O.1O PER PG) (7 ~0.10 PER PG) (2 ~O.iO PER PG) (5 ~O.1O PER PG)
RE2
RE2
RE2

03/11/2009
RE2 RE2 RE2
RE2
68773
00002
Page 55
$2.10
(21 ~0.i0 PER PG) (21 ~0.i0 PER PG) (41 ~0.i0 PER PG) (64 ~0.10 PER PG) (42 ~0.1O PER PG)
03/11/2009 03/11/2009 03/11/2009 03/11/2009 03/12/2009

03/12/2009 03/12/2009 03/12/2009 03/12/2009 03/12/2009
$2.10 $4.10
$6.40 $4.20 $0.24
RE2
PAC
PO
PO PO PO PO PO

Postage (E 1 08) Postage (E 1 08)
$98.70
$8.65
Postage (E I 08)
$10.00 $55.80
Postage (E 108)
Postage (E 1 08)
Postage (E 1 08)
$115.20
$32.50 $24.10
$132.75
03/12/2009 03/12/2009 03/12/2009 03/12/2009 03/12/2009

03/12/2009 03/12/2009 03/12/2009 03/12/2009 03/12/2009 03/12/2009 03/12/2009 03/12/2009
PO PO PO PO PO PO
PO PO PO PO PO PO
Postage (E 1 08) Postage (E 1 08) Postage (E 1 08) Postage (E 1 08)
$405.95
$29.64
$18.48
$4.95
Postage (EI08)
Postage (E 108)
Postage (E 108)
$98.70
$8.65
Postage (E I 08)
$10.00 $55.80
Postage (E 1 08)
Postage (E 1 08)
$115.20
$32.50 $24.10
$132.75 $405.95
03/12/2009 03/12/2009 03/12/2009

03/12/2009 03/12/2009 03/12/2009
PO
PO
Postage (E 1 08)
Postage (E 108)
Postage (E 1 08)
PO
PO
Postage (E 108)
$29.64
$ I 8.48
PO PO RE RE
RE RE
$4.95
03/12/2009
03/12/2009
(CORR 111 ~0.1 0 PER PO) (CORR 59 ~0.1 0 PER PG) (CORR 535 ~0.1 0 PER PG)
$11.0
$5.90
03/12/2009 03/12/2009 03/12/2009 03/12/2009

03/12/2009 03/12/2009
$53.50
$15.60
(AGR 10 ~O. 10 PER PG)
RE RE
RE
$44.00
$1.00
~ ,
(CORR 9146 ~O. 10 PER PG)
$914.60
RE RE RE RE
RE RE
(CORR 5544 ~0.1 0 PER PG)
$554.40
$1,822.00
$53.10
$9.30 $0.40 $0.20
03/12/2009
03/12/2009 03/12/2009 03/12/2009 03/13/2009
(CORR 18220 ~0.1 0 PER PG)
(CORR 531 ~0.10 PER PG)
(CORR 93 ~0.10 PER PG) (CORR 4 ~0.1 0 PER PG) (CORR 2 ~0.1 0 PER PG)

03/13/2009 03/13/2009
03/13/2009 03/13/2009
RE RE RE
WL
68773 00002
Page 56
$2.80
(CORR 28 ~0.1 0 PER PG) (CORR 1132 ~O.lO PER PG) (CORR 7 ~0.1O PER PG) 68773.00002 Westlaw Charges for 03-13-09
$113.20
$0.70
$94.80
$1.44
$6.50
03/16/2009 03/16/2009 03/16/2009

03/16/2009 03/16/2009 03/17/2009
PAC
RE RE RE
(CORR 65 ~0.1 0 PER PG)

(CORR 2795 ~0.1 0 PER PG)
$276.50
$1.30 $0.10
(CORR 13 ~0.10 PER PG)
RE2
PAC
RE RE
RE RE
( 1 ~0.10 PER PG) 68773.00002 PACER Charges for 03-17-09

(CORR 1 ~0.10 PER PG) (CORR 24 ~0.1 0 PER PG)
(CORR 16 ~0.1 0 PER PG) (CORR 24 ~0.1 0 PER PG) Transcript (El 16) J Ryan, transcript 09-10785 (KJC), K. Finlayson
$1.2
$0.10 $2.40
$ i. 60
03/17/2009 03/17/2009 03/17/2009

03/17/2009 03/17/2009 03/18/2009 03/18/2009 03/18/2009
$2.40
TR
$396.75
$8.48
PAC
PO
PO PO
Postage (EI08)
$70.20 $62.66
$8.40
03/18/2009 03/18/2009 03/18/2009 03/18/2009

03/18/2009 03/18/2009 03/18/2009
PO PO PO PO PO
PO
Postage (EI08) Postage (EI08)

Postage (E 108)
Postage (E 1 08)
$476.92
$5.04 $8.40 $9.40
Postage (EI08)
Postage (E 108)
Postage (E 1 08)
$70.20 $62.66
$8.40
03/18/2009 03/18/2009 03/18/2009

03/18/2009 03/18/2009 03/18/2009
PO PO PO PO PO RE
Postage (E 108)
Postage (E 1 08)
$476.92
$5.04
$8.40 $9.40 $0.10 $4.00 $0.10 $0.30 $0.80 $0.30

(CORR 40 ~0.10 PER PG) (CORR 1 ~0.1O PER PG)
(CORR 8 ~O. i 0 PER PG)
03/18/2009 03/18/2009 03/18/2009

03/18/2009 03/18/2009 03/18/2009 03/19/2009
RE
RE
RE RE RE RE

(CORR 540 ~0.1 0 PER PG) 68773.00002 PACER Charges for 03-19-09
$54.00
$1.44 $2.50
PAC
RE
03/19/2009 03/19/2009 03/19/2009 03/20/2009
(CORR 25 ~0.1 0 PER PG) (CORR 1615 ~0.1O PER PG)
RE
RE2
RE
$161.50
$0.10
( 1 ~0.1O PER PG)

(CORR 15 ~0.1O PER PG)
$1.0

03/20/2009
03/20/2009
RE
68773
00002
Page 57
$'1.00
(CORR I 0 ~0.1 0 PER PG)

(64 ~O.IO PER PG)
RE2
WL
$6.40
03/20/2009 03/22/2009
03/23/2009
68773.00002 Westlaw Charges for 03-20-09
$189.82
WL

(CORR 9 ~O. i 0 PER PG)
$782.82
$20.24
PAC
RE
03/23/2009
03/23/2009
$0.90
$0.30
RE
RE
WL WL
PAC
PO

(CORR 177 ~0.1 0 PER PG) 68773.00002 Westlaw Charges for 03-23-09
03/23/2009 03/23/2009
03/23/2009
$17.70
$393.77
$2,254.15
$4.08
03/24/2009
03/24/2009 03/24/2009

Postage (E 108)
Postage (E 1 08)
$62.00 $62.00
$0.50
PO
RE
03/24/2009
03/24/2009 03/24/2009 03/24/2009
(CORR 5 ~O. I 0 PER PG)
RE
(CORR 153 ~0.10 PER PG) (CORR 370 ~0.10 PER PG)
$15.30
RE RE RE RE
RE
$37.00
$0.10
03/24/2009
03/24/2009
$36.50
$0.20

(CORR 11 ~0.1 0 PER PG) 68773.00002 WestIaw Charges for 03-24-09
03/24/2009
03/24/2009 03/24/2009
$1.0
$212.00
$745.57
$1.68
$ 11.80
WL WL
03/25/2009
03/25/2009
PAC
PO
PO

Postage (E 1 08)
Postage (E 1 08)
03/25/2009 03/25/2009
03/25/2009
$11.80 $24.00
RE RE
RE2
(CORR 240 ~0.1 0 PER PG)

(CORR 308 ~0.1 0 PER PG)
(26 ~0.10 PER PG)
$30.80
:.:
03/25/2009
03/25/2009
$2.60
::
h
WL

Postage (E 1 08)
$289.80
;.
03/26/2009
03/27/2009
PAC
PO
PO
$5.20
,.
$1.4
$1.34 $1.30 $762.63
03/27/2009
03/27/2009
Postage (E 108)
RE
WL
03/27/2009 03/29/2009
03/30/2009
(AGR 13 ~0.1O PER PG) 68773.00002 WestIaw Charges for 03-27-09

(CORR 143 ~O. 10 PER PG)
( 8 ~O. 10 PER PG) 68773.00002 Westlaw Charges for 03-30-09
RE RE2
WL
LN
$14.30
$0.80
t r
03/30/2009
03/3 1/2009
$787.00
$34.96
68773.00002 Lexis Charges for 03-31-09 68773.00002 PACER Charges for 03-31-09 68773.00002 Westlaw Charges for 03-31-09
03/31/2009
03/31/2009
PAC
$0.40
$732;63
WL
Total Expenses:
$18,780.98
, ,
68773 00002
Page 58
Summary:
Total professional services
$234,144.00
$18,780.98
Total expenses
Net current charges

Total balance now due
ARP
BMK
CJB
Paul, Andrea R.
$252,924.98
$252,924.98
4.70
1.70
115.00 125.00 115.00
$540.50 $212.50 $483.00 $315.00 $208.50
Koveleski, Beatrice M.
Bouzoukis, Charles 1.
Abadir, David A.
4.20
0.90 0.30 0.30
101.20
13.90
DAA
DG
350.00
695.00 675.00
Grassgreen, Debra i.
HCK
Kevane, Henr C.
Kharasch, Ira D.
O'Neil, James E.
$202.50 $75,900.00
$7,436.50
$267.50
$67.50
10K
JEO
JMF
JNP
750.00
535.00 535.00 675.00
Fried, Joshua M.
0.50 0.10 37.50
Pomerantz, Jeffrey N.
Finalyson, Kathe F.
KFF
225.00
395.00 250.00
$8,437.50
KPM
LAF
MB
Makowski, Kathleen P.
Forrester, Leslie A.
Bove, Maria A.
28.90
5.80
$11,415.50
$1,450.00
0.60
10.00
475.00
275.00
550.00
$285.00
MBL MBL
MMB
RMS
SAQ
Litvak, Maxim B.
Litvak, Maxim B.
$2,750.00
46.70
1.00
$25,685.00
$325.00
Bilion, Mark M.
Saunders, Robert M.
Quinlivan, Shawn A.
325.00
105.10
495.00 225.00
525.00 395.00
$52,024.50
$7,155.00
31.80 73.20
1.40
SEM
TPC
McFarland, Scotta E.
$38,430.00
$553.00
Caims, Timothy P.
469.80
$234,144.00
68773 00002
Page 59
Task Code Summary

Hours
AA AD BL CA CO CPO EB EC FF FN GB GC LN MC OP RP RPO SL TI TR
Asset AnalysislRecovery(B 120)
Asset Disposition (B 130)
Amount
$6,806.00 $26,728.50 $52,476.00 $4,076.00 $13,287.00 $367.50 $4,102.50 $4,053.00 $8,011.50 $25,113.50 $9,666.00 $13,949.00 $360.00 $8,481.50 $23,155.00 $180.00 $14,654.50 $15,476.50 $450.00 $2,750.00
Bankrptcy Litigation (L430)

Case Administration (B 1 10)
Claims Admin/Objections(B31 0)
15.00 52.20 120.20 16.20 25.90
Comp.ofProf.lOthers
Employee Benefit/Pension-B220
Executory Contracts (B 185)
Financial Filngs (B 11 0)
1.0
8.20 7.80 20.00 43.10 15.80 23.10 0.60 14.10 39.60 0.80 29.60 25.70 0.80 10.00
Financing (B230)
General Business Advice (B410)

General Creditors Comm. (B 150)
Litigation (Non-Bankptcy)
Meeting of Creditors (B 150) Operations (B21 0)
Retention of Prof. (B 1 60)
Ret. of Prof./Other
Stay Litigation (B 140)
Tax Issues (B240)
Travel
469.80
$234,144.00
Expense Code Summary

Working Meals (El Federal Express (EI08) Fax Transmittal (EI04) Lexis/Nexis- Legal Research (E Pacer - Court Research
Postage (E 1 08)
Reproduction Expense (E 1 0 1 )
Reproduction/ Scan Copy Overtime

Transcript (E 116)
Westlaw - Legal Research (E 1 06
$219.00 $156.85 $1,149.00 $34.96 $58.00 $3,305.76 $5,986.10 $39.20 $190.37 $396.75 $7,244.99
$18,780.98
In re: )
STATE OF DELAWARE )
) ss:

Chapter 11
) )
PACIFIC ENERGY RESOURCES LTD., et al., i )
Debtors. )
AFFIDAVIT OF SERVICE
COUNTY OF NEW CASTLE )

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 1 st day of May, 2009 she caused a copy 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 March 9-31, 2009
DEBRA L. YOUNG NOTARY PUBLIC
Notary Public
Commission Exp.:
STATE OF DELAWARE
My commission expires July 18, 200
the Debtors' federal tax identification number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska Holdings, LLC (tax 1.0. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (702 i); San Pedro Bay Pipel ine 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- I 0785
Document No. 147432
03 - Hand Delivery 05 - First Class Mail
Hand Delivery (Counsel to Official Committee of Unsecured Creditors) David B. Stratton, Esquire James C. Carignan, Esquire Pepper Hamilton LLP
Hercules Plaza, Suite 1500
01 - Interoffice Pouch
(Counsel for Debtors) Laura Davis Jones, Esquire James E. O'Neil, Esquire Kathleen P. Makowski, Esquire Pachulski Stang Ziehl & Jones LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705
1313 Market Street Wilmington, DE 19899 First Class Mail (Debtors) Mr. Gerry Tywoniuk Senior Vice President & CFO Pacific Energy Resources 11 i We. Ocean Boulevard, Ste 1240 Long Beach, CA 90802
Interoffice Pouch to Los Angeles (Counsel for Debtors) Robert M. Saunders, Esquire Ira D. Kharasch, Esquire Scotta E. McFarland, Esquire Pachulski Stang Ziehl & Jones LLP
10100 Santa Monica Blvd., 11 th Floor
First Class Mail (Debtors)

Mr. Scott W. Winn Senior Managing Director Zolfo Cooper
1166 Sixth Avenue, 24th Floor
New York, NY 10026
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
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, P A 19103
Wilmington, DE 19801
Hand Delivery (Copy Service)
Parcels, Inc.
First Class Mail

(counsel to Official Committee of
Unsecured Creditors)
Vito 1. DiMaio 230 N. Market Street Wilmington, DE 19801
Filiberto Agusti, Esquire Steven Reed, Esquire Joshua Taylor, Esquire Steptoe & Johnson LLP 1330 Connecticut Avenue NW Washington, DC 20036
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

First Monthly Application For Compensation: For The District of Dela Ware

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IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELA WARE

PACIFIC ENERGY RESOURCES LTD., et al., 1

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

Pachulski Stang Ziehl & Jones LLP

Authorized to Provide Professional

Debtors and Debtors in Possession

entered on or about April 9, 2009

Period for which Compensation and

Amount of Compensation Sought as Actual,

Amount of Expense Reimbursement Sought as Actual, Reasonable and Necessary:

the Debtors' federal tax identification

68773-001 \DOCS_DE: 1 47450. 1

PRIOR APPLICATIONS FILED

No prior fee applications have been fied.

Parner 1987; Member ofCA Bar

Parner 1997; Member of CA Bar

Parner 1995; Member ofCA Bar

$675.00 $675.00 $550.00 $275.00 $535.00

Parner 2005; Member of P A Bar

Partner 2006; Member of CA Bar SInce 1994; Member of NY Bar

Bar since 1984; Member ofFL Bar since 1995

Bar since 2001

Associate 2007; Member of

Bar since 2002

68773-001 \DOCS_DE: 147450. 1

Position,' of the Number

Bar since 2009 Law Librar Director 2003

Shawn A. Quinlivan Beatrice M. Koveleski Charles 1. Bouzoukis Andrea R. Paul

Case Management Assistant 2009

$250.00 $225.00 $225.00 $125.00 $115.00 $115.00

5.80 37.50 31.80 1.70 4.20 4.70

$ 212.50 $ 483.00 $ 540.50

68773-00 I \DOCS _DE: I 47450. I

Executory Contracts Financial Filngs Financing General Business Advice

Litigation (N on- Banptcy) Meeting of Creditors Operations Retention of Professionals

Stay Litigation Tax Issues Travel

$23,155.00 180.00 $ $14,654.50 $15,476.50 450.00 $

Express Mail Fax Transmittal Legal Research

Exchange on the Market; Deep Blue Federal Ex ress

Postage Reproduction Expense

$1,149.00 $7,279.95 $ 58.00 $3,305.76 $5,986.10 $ 39.20

68773-00 I \DOCS_ DE: 147450.1

IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELAWARE

PACIFIC ENERGY RESOURCES LTD., et al., i )

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

Banptcy Procedure (collectively, the

Expenses for the Period from March 9, 2009 through

March 31, 2009 (the "Application").

By this Application PSZ&J seeks a monthly interim allowance of compensation

the allowed fees) and

reimbursement of$18,780.98 (100% of

the allowed expenses) for a total payment of

and 1334. This is a core proceeding pursuant to 28 U.S.C. 157(b)(2).

authorizing certain professionals ("Professionals") to submit monthly applications for interim

the requested expenses. Beginning with the

68773-00 i \DOCS _DE: I 47450. i

the Petition Date by this Court's "Order Under Section 327(a) of

Code and Rule 2014 of

the Federal Rules of

Banptcy Procedure and Local Rule 2014-1