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IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELAWARE

In re: ) Chapter 11
)

PACIFIC ENERGY RESOURCES LTD., et al., 1) Case No. 09-10785 (KJC)

Debtors. )

) (Jointly Administered)

Objection Deadline: October 26, 2009 at 4:00 p.m.


Hearing Date: To be scheduled

SECOND QUARTERLY 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 JUNE 1. 2009 THROUGH AUGUST 31. 2009
Name of Applicant:
Authorized to Provide Professional
Services to:

Pachulski Stang Ziehl & Jones LLP

Debtors and Debtors in Possession


Nunc Pro Tunc to March 9, 2009 by order

Date of Retention:

entered on or about April 9, 2009


June 1, 2009 through August 31, 20092
$1,229,261.25
$

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:
_ monthly

151,371.78
_ final application.

-X interim

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 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

2 This Application may include time expended before the time period indicated above that has not been included in

the Debtors is 111 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

any prior application. The applicant reserves the right to include any time expended in the time period indicated above in future application(s) if it is not included herein.

68773-002\DOCS_DE: 153473.1

PRIOR APPLICATIONS FILED


Date Filed
05/01/09
OS/29/09

Period Covered
03/09/09 - 03/31/09
04/01/09 - 04/30/09

Requested Fees
$234,144.00 $365,058.00 $297,320.50 $350,713.25 $424,811.50 $453,736.50

Requested Expenses
$18,780.98 $26,269.46 $14,711.11 $13,267.86 $89,233.51 $48,870.41

Approved
Fees $187,315.20 $292,046.40 $237,856.40 $280,570.60 $339,849.20 Pending

Approved Expenses
$18,780.98 $26,269.46 $14,711.11 $13,267.86 $89,233.51 Pending

06/30/09 07/31/09 08/20/09 09/29/09

05/01/09 - 05/31/09 06/01/09 - 06/30/09


07/01/09 - 07/31/09

08/01/09 - 08/31/09

PSZ&J PROFESSIONALS
Name of Professional

Individual

Position of the Applicant, in that


Number of Years

Hourly

Position, Prior Relevant

Biling Rate
(including Changes)
$795.00

Total Hours

Total Compensation

Biled

Experience, Year of Obtaining


License. to ..

Practice, Areaof Expertise

Laura Davis Jones

Parner 2000; Joined Firm 2000;

1.20

954.00

Ira D. Kharasch
Alan J. Kornfeld

DE Bar since 1986 Parner 1987; Member ofCA Bar


Member of

since 1982

Partner 1996; Member of CA Bar


since 1987 Of Counsel 2008; Partner 1995;

Richard J. Gruber
David J. Barton

$750.00 $375.00 $725.00 $362.50 $695.00 $695.00


$675.00

443.60 35.00 7.00 4.70 0.50


3.60 2.20
12.20 1.00 2.80

$332,700.00 $ 13,125.00 $ 5,075.00 $ 1,703.75 347.50 $


$ $
$

Member of Ca Bar since 1982 Partner 2000; Member of CA Bar


since 1981

2,502.00
1,485.00

Jeffrey N. Pomerantz
Andrew W. Caine
lain A. W. N asatir

Parner 1995; Member of CA Bar


since 1989

Of Counsel (former parner J 1989; Member of CA Bar since 1983 Parner 1999; Member of NY Bar since 1983; Member ofCA Bar
since 1990

$675.00 $337.50 $675.00

$ $

8,235.00 337.50 1,890.00

Kenneth H. Browr
James K.T. Hunter

Partner 2001; Member of CA Bar


since 1981

Of Counsel 1988; Member of CA


Bar since 1976

$650.00 $325.00 $650.00 $325.00

95.30 4.00 108.20 8.00

$ 61,945.00 $ 1,300.00 $ 70,330.00 $ 2,600.00

68773-002\DOCS_DE: 153473.1

N alle of Professional

Individual

Position ofthe Applicant, Years in that Prior Relevant


Number of Position, Experience, Year of Obtaining

License to Practice, Area of Expertise


Bruce Grohsgal
Parner 2003; Member of

Hourly Biling Rate (including Changes)


$595.00

Total Hours

Total Compensation

Biled

DE Bar since 1997; Member ofPA Bar


since 1984

5.00

2,975.00

Max B. Litvak

Parner 2004; Member of TX Bar

since 1997; Member of CA Bar


since 2001

$550.00 $275.00

320.20 63.00
2.90

$176,110.00
$ 17,325.00

Mary D. Lane

James E. O'Neil
Scotta E. McFarland

Of Counsel 2009; Member of CA Bar since 1976 Parner 2005; Member ofPA Bar since 1985; Member of DE Bar
since 2001

$550.00 $535.00

1,595.00

45.10

$ 24,128.50

Of Counsel 2000; Member of CA


Bar since 1993; Member of DE

$525.00

218.30

$114,607.50

Bar since 2002

Robert M. Saunders

Of

Counsel

2001; Member of

NY

$495.00

569.00

$281,655.00

Bar since 1984; Member ofFL Bar since 1995


Wiliam L. Ramseyer

Of Counsel 1989; Member of CA

$475.00 $395.00

1 0.40

4,940.00

Bar since 1980

Kathleen P. Makowski

Of Counsel 2008; Member of P A


Bar since 1996; Member of DE

29.10

$ 11,494.50

Bar since 1997


Mark M. Bilion
Associate 2009; Member of Bar since 2007; Member of NY DE

$325.00

1.70

552.50

Leslie A. Forrester
Kathe F. Finlayson

Bar since 2009 Law Library Director 2003


Paralegal 2000 Paralegal 2001 Paralegal 2008 Paralegal 2009 Paralegal 2009 Paralegal 2000 Paralegal 2007 Paralegal 2000 Paralegal 2009

Denise A. Haris

Shawr A. Quinlivan Monica Molitor Felice S. Harison Louise R. Tuschak Margaret L. Oberholzer Cheryl A. Knotts Kati L. Suk Beatrice M. Koveleski Case Management Assistant 2009

$250.00 $225.00 $225.00 $225.00 $225.00 $225.00 $215.00 $210.00 $205.00 $175.00 $125.00

3.30 207.40 7.40 115.00


1.60

$ $ $ $ $ $ $ $ $

825.00
1,665.00

$ 46,665.00 $ 25,875.00

6.50 1.20 3.00 4.20 2.10 3.50

360.00 1,462.50 258.00 630.00 861.00 367.50 437.50

68773-002\DOCS _DE: 153473.1

Name of

Professional

Position Number of

of the

Applicant,

Hourly

Individual

Years iiithat Positon, Prior Relevant Experience, Year of Obtaining Practice, Area of Expertise
License to

Biling
Rate (including Changes)
$125.00 $115.00 $115.00
$115 .00

Total Hours

Total Compensation

Biled

Ida L. Lane Charles 1. Bouzoukis Andrea R. Paul Karen S. Neil

Case Management Assistant 2009


Case Management Assistant 2001 Case Management Assistant 2001

Case Management Assistant 2003

5.20 22.60 57.20 1.00

$ $ $ $

650.00 2,599.00 6,578.00 115.00

Grand Total:

$ 453,736.50

Total Hours:
Blended Rate: $

874.90 518.62

COMPENSATION BY CATEGORY

Pro.iectCate2ories
Asset Analysis/Recovery
A voidance Actions
Asset Disposition

Total Hours
16.00 11.40

Total Fees
$ 11,069.50

Bankptcy Litigation
Case Administration

Claims Admin/Objections Compensation of Professional


Compensation of Prof./Others Employee Benefit/Pension

908.40 578.90 115.30 68.30 23.40 116.00 58.00


1 04.1 0

7,815.00 $499,684.50 $311,593.50


$
$ 18,019.50 $ 35,189.00

8,308.00

$ 39,160.00
$ 30,519.50

Executory Contracts Financial Filings Financing General Business Advice


General Creditors Comm.

$ 52,248.50 $ 17,032.50
$ 39,178.00 $ 41,604.00

Insurance Coverage Operations Plan & Disclosure Statement Retention of Prof.Others Stay Litigation Tax Issues Travel

49.50 62.30 62.10 2.60 3.20 81.20 24.70 20.50 11.10 2.50 115.70

$ $

1,910.00 2,167.50

$ 45,287.50 $ 15,636.50

$ $ $

9,133.00 6,001.50 1,312.50

$ 36,391.25

68773-002\DOCS _DE: 153473.1

EXPENSE SUMMARY

Expense Category
Air Fare

Airport Parking Auto Travel Expense


Working Meals

Service. Provider3 (if applicable) United Airlines; American Airlines; US Airways; Continental Airlines; Southwest Airlines LAX Airport; SFO Airport Eagle Limousine; Arow Transportation; Taxi fares; AMS Pacific Transportation
The Rodney Gril; Johnes Pizza; Delmonico

Total Expenses
$29,792.85
$

416.73

$ 3,255.57 $ 1,262.02

Conference Call
Delivery/Courier Service

Express Mail Filing Fee


Fax Transmittal

Guest Parking

Hotel Expense
Legal Research
Outside Reproduction
Outside Services

Court Research Postage Reproduction Expense


Reproduction/Scan Copy

Catering; Events & Everyday Catering; Simply Food Catering; The Clarke's Group; Champagne French Bakery; F ocaccia Caf & Bakery CourtCall; AT&T Conference Call Tristate DHL and Federal Express USBC; US District Court of DE Outgoing only San Francisco office parking; SF Central Level Parking; L&R Auto Park Sheraton Hotel; Hotel DuPont; W Hotels; NY Palace Hotel LexislNexis and Westlaw Legal Vision Consulting Digital Legal Services; Precision Color Graphics Pacer US Mail

369.1 0

$ 4,021.38
$ 2,411.65

$ $

585.00
187.00

$ 1,665.00

$ 5,840.65

$13,154.51 $51,491.20
$ 5,112.84

431.68

$ 3,266.05

$22,154.20
$ 1,793.10

Overtime Travel Expense Transcript

G. Dowring; M. DeLeon Travel Agency Fee; Petty cash; Cab fare Veritext NY Reporting; Computer Reporting, Inc.; Elaine M. Ryan

252.11

$ 1,175.24 $ 2,733.90

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.

68773-002\DOCS_DE: 153473.1

IN THE UNITED STATES BANKRUPTCY COURT


FOR THE DISTRICT OF DELA WARE

In re: ) Chapter 11
)

PACIFIC ENERGY RESOURCES LTD., et al., 1) Case No. 09-10785 (KJC)

Debtors. )

) (Jointly Administered)

Objection Deadline: October 26, 2009 at 4:00 p.m.


Hearing Date: To be scheduled

SECOND QUARTERLY 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 JUNE 1.2009 THROUGH AUGUST 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 Cour'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 Second Quarerly Application for
Compensation and for Reimbursement of Expenses for the Period from June 1, 2009 through

August 31, 2009 (the "Application").

each of 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

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

the Debtors is 111 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

68773-002\DOCS_DE: i 53473.1

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

in the amount of$I,229,261.25 and actual and necessary expenses in the amount of$151,371.78
for a total allowance of $1,380.633.03 and payment of

the unpaid portion of such fees and costs

for the period June 1, 2009 through August 31, 2009 (the "Interim Period"). In support of this
Application, PSZ&J respectfully represents as follows:

Back2round
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 Banruptcy 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

period ending May 31, 2009, at three-month intervals, each Professional shall fie and serve an

68773-002\DOCS _DE: 153473.1

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 Banptcy

Code and Rule 2014 of

the Federal Rules of

Bankruptcy Procedure and Local Rule 2014-1

Authorizing the Employment and Retention of

Pachulski Stang Ziehl & Jones as Counsel for the

Debtors and Debtors in Possession Nunc Pro Tunc to the Petition Date," entered on or about

April 9, 2009 (the "Retention Order"). The Retention Order authorized PSZ&J to be
compensated on an hourly basis and to be reimbursed for actual and necessary out-of-pocket
expenses.

PSZ&J's APPLICATION FOR COMPENSATION AND FOR REIMBURSEMENT OF EXPENSES

Monthlv Fee Applications Covered Herein


5. The Monthly Fee Applications for the periods June 1, 2009 through

August 31, 2009 of PSZ&J have been filed and served pursuant to the Administrative Order.
6. On July 31, 2009, PSZ&J fied its Fourth Monthly Application of

Pachulski Stang Ziehl & Jones LLP for Compensation and for Reimbursement of

Expenses as

Counsel to the Debtors and Debtors in Possession for the Period from June 1, 2009 through June

30,2009 ("Fourth Monthly Fee Application") requesting $453,736.50 in fees and $48,870.41 in
expenses. Pursuant to the Administrative Order, PSZ&J has been paid $280,570.60 of

the fees

and $48,870.41 of

the expenses requested in the Fourth Monthly Fee Application. A true and
the Fourth Monthly Fee Application is attached hereto as Exhibit A.

correct copy of

68773-002\DOCS _DE: 153473.1

7. On August 20,2009, PSZ&J filed its Fifth Monthly Application of


Pachulski Stang Ziehl & Jones LLP for Compensation and for Reimbursement of

Expenses as

Counsel to the Debtors and Debtors in Possession for the Period from July 1, 2009 through July

31,2009 ("Fifth Monthly Fee Application") requesting $350,713.25 in fees and $13,267.86 in
expenses. Pursuant to the Administrative Order, PSZ&J has been paid $339,849.20 of

the fees

and $13,267.86 of

the expenses requested in the Fifth Monthly Fee Application. A true and
the Fifth Monthly Fee Application is attached hereto as Exhibit B.

correct copy of

8. On September 29,2009, PSZ&J filed its Sixth Monthly Application of


Pachulski Stang Ziehl & Jones LLP for Compensation and for Reimbursement of

Expenses as

Counsel to the Debtors and Debtors in Possession for the Period from August 1, 2009 through

August 31, 2009 ("Sixth Monthly Fee Application") requesting $424,811.50 in fees and

$89,233.51 in expenses. The Sixth Monthly Fee Application is pending. A true and correct copy
of

the Sixth Monthly Fee Application is attached hereto as Exhibit C.


9. The Monthly Fee Applications covered by this Application contain

detailed daily time logs describing the actual and necessary services provided by PSZ&J during the Interim Period as well as other detailed information required to be included in fee
applications.

Requested Relief
10. By this Application, PSZ&J requests that the Court approve payment of

one-hundred percent (100%) of

the fees and expenses incurred by PSZ&J during the Interim

Period of June 1,2009 through August 31, 2009.

68773-002\DOCS_DE: 153473.1

11. At all relevant times, PSZ&J has been a disinterested person as that term is

defined in 1 0 1 (14) of the Banruptcy Code and has not represented or held an interest adverse

to the interest of the Debtors.


12. All services for which compensation is requested by PSZ&J were

performed for or on behalf of the Debtors and not on behalf of any committee, creditor or other
person.
13. 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 these cases. PSZ&J has received
payments from the Debtors during the year prior to the Petition Date in the amount of
$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 reconciliation of

the amount actually expended prepetition, any balance

remaining from the prepetition payments to PSZ&J was credited to the Debtors and utilized as PSZ&J's retainer to apply to postpetition fees and expenses pursuant to the compensation

procedures approved by this Court and the Bankptcy Code.


14. The professional services and related expenses for which PSZ&J requests

interim allowance of compensation and reimbursement of expenses were rendered and incurred
in connection with these cases in the discharge of PSZ&J' s professional responsibilities as

68773-002\DOCS _DE: 153473.1

attorneys for the Debtors in their chapter 11 cases. PSZ&J's services have been necessary and
beneficial to the Debtors and their estate, creditors and other parties in interest.
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 Bankptcy Code. Moreover, PSZ&J has reviewed the requirements of

DeL.

Bank. LR 2016-2 and the Administrative Order and believes that this Application complies with
such Rule and Order.

WHEREFORE, PSZ&J respectfully requests that the Court enter an order, in the

form attached hereto, providing that an interim allowance be made to PSZ&J for the period from
June 1, 2009 through August 31, 2009 in the sum of $1 ,229,261.25, as compensation for

necessary professional services rendered, and the sum of $151 ,371.78, for reimbursement of

actual necessary costs and expenses, for a total of$I,380,633.03; that the Debtors be authorized

68773-002\DOCS_DE: 153473.1

and directed to pay to PSZ&J the outstanding amount of such sums; and for such other and
further relief as may be just and proper.

Dated: October 2, 2009

G ZIEHL & JONES LLP

'J
ura Davi nes (DE Bar o. 2436)

Ira D. Kharasch (CA Bar No.1 09084) 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

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~pszi law .com

rsaunders~pszi law .com

ioneil~pszilaw.com kmakowski~pszilaw.com
Counsel for Debtors and Debtors in Possession

68773-002\DOCS_DE: 153473.1

VERIFICATION

STATE OF DELAWARE
COUNTY OF NEW CASTLE

Laura Davis Jones, after being duly sworn according to law, deposes and says:
a) I am a partner of

the applicant law firm Pachulski Stang Ziehl & Jones

LLP, and have been admitted to appear before this Cour.


b) I am familiar 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.

DESRA L. YOU

STATE OF DElA
Mr 0I Il Ju 11. 211

NOTAR PUIC

68773-002\DOCS_DE: 153473.1

IN THE UNITED STATES BANKRUPTCY COURT

In re: )

FOR THE DISTRICT OF DELA WARE

Chapter 11

PACIFIC ENERGY RESOURCES LTD., et al., 1 )

Debtors. ))
)

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

Hearing Date: To be scheduled by the Court Objection Deadline: October 26, 2009, at 4:00 p.m.

NOTICE OF FILING OF SECOND QUARTERLY APPLICATION FOR COMPENSATION AND FOR REIMBURSEMENT OF EXPENSES OF PACHULSKI STANG ZIEHL & JONES LLP, AS COUNSEL TO THE DEBTORS FOR THE PERIOD JUNE 1.2009 THROUGH AUGUST 31. 2009
TO: (i) United States Trustee, (ii) the Debtors; (iii) counsel to the Debtors, (iv) counsel to the Offcial Committee of Unsecured Creditors; and (v) other service parties set forth in the Interim Compensation Procedures Order entered in this case.
Pachulski Stang Ziehl & Jones LLP ("PSZ&J"), as counsel to Pacific Energy

Resources Ltd.., et al. (the "Debtors") has fied the attached Second Quarterly Applicationfor
Compensation and Reimbursement of Expenses of Pachulski Stang Ziehl & Jones LLP, as

Counsel to the Debtors and Debtors in Possession, for the Period/rom June 1, 2009 through

August 31, 2009 (the "Application") with the United States Bankptcy Court for the District of
Delaware, 824 Market Street, Wilmington, Delaware 19801 (the "Bankptcy Court"). Pursuant

to the Application, PSZ&J seeks compensation for services rendered to the Debtors in the

i The Debtors in these cases, along with the last four digits of each of

are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition

the Debtors' federal tax identification number, Corp. (6249); Pacific Energy Alaska 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

the Debtors is 111 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

amount of

$1,229,261.25 and reimbursement of

costs incured upon the Debtors' behalf

in the

amount of$151,371.78 (the "Application").


Objections or responses to the Application, if any, must be made in writing, fied
with the United States Bankuptcy Court for the District of Delaware, Marine Midland Plaza,

824 Market Street, 3 rd Floor, Wilmington, Delaware 19801 no later than October 26, 2009, at
4:00 p.m. prevailng Eastern time.

Objections or other responses to the Application, if any, must also be served so

that they are received not later than October 26, 2009, 4:00 p.m., prevailing Eastern time, by (a)
the Debtors, (1) Pacific Energy Resources, 111 W. Ocean Boulevard, Suite 1240, Long Beach,

CA 90802, Attn: Gerry Tywoniuk, Senior VP & CFO and(2) Zolfo Cooper, 1166 Sixth Avenue,
24th Floor, New York, NY 10036, Attn: Scott W. Winn, Senior Managing Director;
(b) counsel to the Debtors, (1) Pachulski Stang Ziehl & Jones LLP, 919 North Market Street, 1 ih

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, J. Caleb Boggs

Federal Building, 844 N. King Street, Suite 2207, Lock Box 35, Wilmington, Delaware 19801,
Attn: Joseph McMahon, Esq. and (d) counsel for the Offcial 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")

A HEARING ON THE APPLICATION shall occur at the convenience of

the

Court before The Honorable Kevin J. Carey, at the United States Bankptcy Court, 824 Market
Street, 5th Floor, Courtroom No.5, Wilmington, Delaw~re.

IF YOU FAIL TO RESPOND OR OBJECT IN ACCORDANCE WITH

THIS NOTICE, THE COURT MAY GRANT THE RELIEF REQUESTED IN THE

APPLICATION WITHOUT FURTHER NOTICE OR HEARING.


Dated: October 5,2009

PACHULSKI STANG ZIEHL & JONES LLP

. Kharasch (CA Bar No. 1090 )


Sco a 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: ikharasch~pszilaw.com
smcfarland~pszi law .com

rsaunders~pszi law.com i oneil~pszi l~w.com


kmakowski~pszi law.com

Counsel for Debtors and Debtors in Possession.


68773-002\DOCS_DE: 153669.1

EXHIBIT A

IN THE UNITED STATES BANKRUPTCY COURT


FOR THE DISTRICT OF DELA WARE

In re: ) Chapter 11
PACIFIC ENERGY RESOURCES LTD., et al., i) Case No. 09-10785 (KJC)
)

Debtors. )

) (Jointly Administered)

Objection Deadline: October 19, 2009 at 4:00 p.m.


Hearing Date: Only If Objections Are Timely Filed

SIXTH MONTHLY APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF P ACHULSKI STANG ZIEHL & JONES LLP, AS COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR THE PERIOD FROM AUGUST 1.2009 THROUGH AUGUST 31.2009
Name of Applicant:

Pachulski Stang Ziehl & Jones LLP

Authorized to Provide Professional


Services to:

Debtors and Debtors in Possession

Date of Retention:

Nunc Pro Tunc to March 9,2009 by order entered on or about April 9, 2009
August 1, 2009 through August 31, 20092

Period for which Compensation and


Reimbursement is Sought:

Amount of Compensation Sought as Actual,


Reasonable and Necessar:

$453,736.50
$ 48,870.41

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


This is a:
i monthly

interim

_ final application.

The total time expended for fee application preparation is approximately 3.0 hours and the corresponding compensation requested is approximately $1,000.00.
the Debtors' federal tax identification number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska
i 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

2 This Application may include time expended befor the time period indicated above that has not been included in

mailing address for all of

the Debtors is i 1 i W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

any prior application. The applicant reserves the right to include any time expended in the time period indicated above in future application(s) fit is not included herein.

68773-002\DOCS_DE: 153435. i

DATE ..Oq
DOKET # J al

PRIOR APPLICATIONS FILED


Date Filed 05/01/09
OS/29/09
Period Covered.
03/09/09 - 03/31/09

Requested Fees
$234,144.00 $365,058.00 $297,320.50 $350,713.25 $424,811.50

Requested Expenses
$18,780.98 $26,269.46 $14,711.11 $13,267.86 $89,233.51

Approved Fees .
$187,315.20 $292,046.40 $237,856.40 $280,570.60 $339,849.20

Approved Expenses
$18,780.98 $26,269.46 $14,711.11 $13,267.86 $89,233.51

04/01/09 - 04/30/09 05/01/09 - 05/31/09 06/01/09 - 06/30/09 07/01/09 - 07/31/09

06/30/09 07/31/09 08/20/09

PSZ&J PROFESSIONALS
Name of Professional

Positionoftbe Applicut,

Hourly

Individual

NumberofYearsIn tbat
Position, Prior Experience, Year of License to Relevant Obtaining

Biling
Rate (including Changes)
,.

Total Hours

Total Compensation.

Biled

Practice, Area of

Expertse
Laura Davis Jones
Member of

Parter 2000; Joined Firm 2000;

$795.00 $750.00 $375.00 $725.00

1.20
13 7.60

954.00

Ira D. Kharasch

DE Bar since 1986 Partner 1987; Member ofCA Bar


since 1982

Alan J. Kornfeld Jeffrey N. Pomerantz


lain A. W. N asatir

Parner 1996; Member of CA Bar


since 1987

15.20 2.30

$103,200.00 $ 5,700.00 $ 1,667.50


$ $

Parner 1995; Member ofCA Bar


since 1989
Parner 1999; Member of

$675.00 $675.00

0.30 2.80

202.50
1,890.00

NY Bar since 1983; Member of CA Bar


since 1990

Andrew W. Caine
Kenneth H. Brown

Of Counsel (former parner J 1989; Member of CA Bar since 1983


Parer 2001; Member ofCA Bar
since 1981

$675.00

5.70

3,847.50

James K.T. Hunter


Max B. Litvak

Of Counsel 1988; Member of CA Bar since 1976 Parter 2004; Member ofTX Bar since 1997; Member of CA Bar
since 2001

$650.00 $325.00 $650.00 $325.00 $550.00 $275.00


$535.00

95.30 4.00 58.10 8.00 107.70 27.00


16.30

$ 61,945.00

1,300.00

$ 37,765.00

$
$

2,600.00
7,425.00
8,720.50

$ 59,235.00

James E. O'Neil

Parter 2005; Member of P A Bar

since 1985; Member of DE Bar


since 2001

68773-002\DOCS -E: 153435. i

. Name of

Professional

Position. oftheApplicant,.
Numbcr Years in

Individual

'. ..

Hourly
Biling

that . Position, Prior Relevant

Total Hours

;Total
Compensation' .

Experience, Year of Obtaining License to Practice, Area of

Expertse
Scotta E. McFarland
Of Counsel 2000; Member of CA
Bar since 1993; Member of DE

Rate (including Changes)


$525.00

Biled

52.30

$ 27,457.50

Bar since 2002

Robert M. Saunders

Of

Counsel 2001; Member of

NY

$495.00

Willam L. Ramseyer

Bar since 1984; Member ofFL Bar since 1995 Of Counsel 1989; Member ofCA
Bar since 1980
Of

201.70

$ 99,841.50

$475.00
$395.00

3.70 7.50

$
$

1,757.50

Kathleen P. Makowski

Counsel 2008; Member ofPA

Bar since 1996; Member of DE

2,962.50

Leslie A. Forrester
Kathe F. Finlayson

Bar since 1997 Law Library Director 2003


Paralegal 2000 Paralegal 2008 Paralegal 2009 Paralegal 2000

Shawn A. Quinlivan Felice S. Harrison Louise R. Tuschak Margaret L. Oberholzer Cheryl A. Knotts Kati L. Suk Beatrice M. Koveleski Ida L. Lane Charles J. Bouzoukis Andrea R. Paul

Paralegal 2007
Paralegal 2000 Paralegal 2009

Case Management Assistant 2009 Case Management Assistant 2009


Case Management Assistant 2001 Case Management Assistant 2001

$250.00 $225.00 $225.00 $225.00 $215.00 $210.00 $205.00 $175.00 $125.00 $125.00 $115.00 $115.00
874.90 518.62

0.50 67.30
18.1 0

4.50
1.20

2.00
1.20

2.10 0.80
1.40

4.60 24.50

$ 125.00 $ 15,142.50 $ 4,072.50 $ 1,012.50 $ 258.00 $ 420.00 $ 246.00 $ 367.50 $ 100.00 $ 175.00 $ 529.00 $ 2,817.50

Grand Total:

Total Hours:

$ 453,736.50

Blended Rate: $

68773-002\DOCS_DE: 153435.1

COMPENSATION BY CATEGORY

Project..Cate2ories
Asset Analysis/Recovery
A voidance Actions
Asset Disposition

Total Hours
13.30 3.70 142.30

Total Fees
$ $

9,452.50 2,527.50

$ 83,093.50

Bankptcy Litigation
Case Administration
Claims Admin/Objections

402.60 39.00
15.50 8.80 31.80 45.70 11.50 0.50 2.60 13.60 0.20 3.20 70.10 2.80 7.00 4.00 2.50 54.20

Compensation of Professional Compensation of Prof./Others


Employee Benefit/ension

$225,699.00 $ 5,527.50 $ 8,282.50 $ 3,398.00


$ 10,574.50
$ 23,656.50

Executory Contracts
Financial Filings

Financing General Business Advice


General Creditors Comm.

Insurance Coverage Operations Plan & Disclosure Statement Retention of Prof.Others Stay Litigation Tax Issues Travel

$ $ $ $ $ $
$ $
$

4,846.50 172.50 1,259.00 8,967.50 110.00 2,167.50 2,100.00 3,153.00 1,980.00 1,312.50

$ 38,431.50

$ 17,025.00

68773-002\DOCS _DE: 153435.1

EXPENSE SUMMARY

Expense Category
.

Service Providerj (if applicable)


United Airlines; American Airlines; US Airways; Continental Airlines; Southwest Airlines LAX Airport; SFO Airport Arow Transporttion; Taxi fares; AMS Pacific Transportation Delmonico Catering; Events & Everyday Catering; Simply Food Catering; The Clarke's Group; Champagne French Bakery; Focaccia Caf & Bakery CourCall; AT&T Conference Call Tristate DHL and Federal Express
Outgoing only

Air Fare

Total Expenses $18,238.70


416.73 $ $ 1,381.89
$ 1,068.59

Airport Parking Auto Travel Expense


Working Meals

Conference Call
Delivery/Courier Service

$ $ $
$

214.79 499.07 106.00 88.00

$ 2,695.93

Express Mail

Fax Transmittal
Guest Parking

Hotel Expense
Legal Research
Outside Services

Court Research Postage Reproduction Expense


Reproduction/Scan Copy

SF Central Level Parking; L&R Auto Park Hotel DuPont; W Hotels; NY Palace Hotel Lexis/Nexis and Westlaw Digital Legal Services; Precision Color Graphics Pacer US Mail

$ 5,006.96

$10,756.35
$
$
93 1. 1 0

79.68 900.38

$ 3,461.20
$ 1,108.00

Overtime Travel Expense Transcript

M. DeLeon Travel Agency Fee; Cab fare VEri text NY Reporting

$
$

58.55 772.74

$ 1,085.75

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.

68773-002\DOCS_DE: 153435.1

IN THE UNITED STATES BANKRUPTCY COURT


FOR THE DISTRICT OF DELAWARE
In re:
)
Chapter 11

) PACIFIC ENERGY RESOURCES LTD., et al., i ) Case No. 09-10785 (KJC) ) (Jointly Administered) Debtors. ) Objection Deadline: October 19,2009 at 4:00 p.m.
Hearing Date: Only If Objections Are Timely Filed

SIXTH 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 AUGUST 1,2009 THROUGH AUGUST 31, 2009
the United States Code (the

Pursuant to sections 330 and 331 of

Title 11 of

"Bankptcy Code"), Rule 2016 ofthe Federal Rules of

Bankptcy Procedure (collectively, the

"Banruptcy Rules"), and the Cour'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 Sixth Monthly Application for
Compensation and for Reimbursement of Expenses for the Period from August 1, 2009 through

August 31, 2009 (the "Application").


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 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

,.

the Debtors is 111 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

68773-002\DOCS_DE: i 53435. i

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

in the amount of$453,736.50 and actual and necessar expenses in the amount of$48,870.41 for
a total allowance of$502,606.91 and payment of $362,989.20 (80% of

the allowed fees) and

reimbursement of$48,870.41 (100% of

the allowed expenses) for a total payment of

$411,859.61 for the period August 1,2009 through August 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 voluntar
petitions for relief under chapter 11 of

the Bankuptcy Code. The Debtors continue in possession

of

their properties and continues to operate and manage their business as debtors in possession
the Banruptcy Code. A Committee of

pursuant to sections l107(a) and 1108 of

Unsecured

Creditors ("Committee") was appointed on or about March i 9,2009. No trustee or examiner has
been appointed in the Debtors' chapter 11 cases.
2. The Cour has jursdiction 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

68773-002\DOCS _DE: 153435.1

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 Cour's "Order Under Section 327(a) of

the Banptcy

Code and Rule 2014 of

the Federal Rules of

Banruptcy Procedure and Local Rule 2014-1

Authorizing the Employment and Retention of Pachulski Stang Ziehl & Jones as Counsel for the
Debtors and Debtors in Possession Nunc Pro Tunc to the Petition Date," entered on or about

April 9, 2009 (the "Retention Order"). The Retention Order authorized PSZ&J to be
compensated on an hourly basis and to be reimbursed for actual and necessary out-of-pocket
expenses.

PSZ&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. 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
sharng 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

68773-002\DOCS_DE: i 53435. 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
curent as of the Petition Date, subject to a final reconciliation of the amount actually expended
prepetition. Upon final reconciliation of

the amount actually expended prepetition, any balance

remaining from the prepetition payments to PSZ&J was credited to the Debtors and utilized as

PSZ&J's retainer to apply to postpetition fees and expenses pursuant to the compensation

procedures approved by this Cour and the Bankptcy 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 33 i of the Bankptcy Code, the Bankuptcy 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 particular 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 fift percent (50%) ofPSZ&J's standard hourly rate. To the extent it is feasible, PSZ&J
professionals attempt to work during travel.

68773-002\DOCS_DE: 153435.1

Actual and Necessary Expenses

8. A summar of actual and necessary expenses incurred by PSZ&J for the


Interim Period is attched hereto as par of Exhibit A. PSZ&J customarly 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 (~, LEXIS

and WESTLA W), PSZ&J charges the standard usage rates these providers charge for

computerized legal research. PSZ&J bills its clients the actual amounts charged by such
services, with no premium. Any volume discount received by PSZ&J is passed on to the client.
11. PSZ&J believes the foregoing rates are the market rates that the majority

of law firms charge clients for such services. In addition, PSZ&J believes that such charges are
in accordance with the American Bar Association's ("ABA") guidelines, as set forth in the
ABA's Statement of

Principles, dated Januar 12, 1995, regarding biling for disbursements and

other charges.

68773-002\DOCS_DE: 153435.1

Summarv of Services Rendered


12. The names of

the parners and associates ofPSZ&J who have rendered

professional services in these cases during the Interim Period, and the paralegals and case
management assistants of PSZ&J who provided services to these attorneys during the Interim
Period, are set forth in the attached Exhibit A.

13. PSZ&J, by and through such persons, has prepared and assisted in the
preparation of various motions and orders submitted to the Court for consideration, advised the

Debtors on a regular basis with respect to varous matters in connection with the Debtors'

bankptcy 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.


Summarv 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.

68773-002\DOCS_DE: 153435.1

A. Asset Analvsis and Recovery


15. During the Interim Period, the Firm, among other things: (1) reviewed

and analyzed potential claims regarding Marathon; (2) attended to title issues; (3) attended to

deposit issues; (4) performed work regarding a facilties agreement; (5) performed work
regarding negotiations; and (6) corresponded and conferred regarding avoidance action issues.
Fees: $9,452.50;

Hours: 13.30

B. Avoidance Actions
i 6. During the Interim Period, the Firm, among other things: (1) reviewed

and analyzed documents regarding an analysis of potential preferential transfers; and (2) corresponded regarding avoidance action issues.
Fees: $2,527.50;

Hours: 3.70

C. Asset Disposition

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

auction issues; (2) performed work regarding Polytec's counterproposal; (3) performed work

regarding negotiations; (4) performed work regarding the Beta sale; (5) attended to issues
relating to consent of

the State of Alaska; (6) performed work regarding the Alaska asset sale

motion; (7) reviewed and analyzed sale objections; (8) performed research; (9) attended to wind-

dowr budget issues; (10) attended to insider bid issues; (1 i) performed work regarding the Beta
asset sale motion; (12) performed work regarding a notice of auction results; (13) performed work regarding orders; (14) performed research; (15) performed work regarding lease
assignment issues; (16) responded to inquiries; (17) attended to scheduling issues; (18) prepared

for and attended a hearing on August 4, 2009; (19) reviewed and analyzed documents related to

68773-002\DOCS_DE: i 53435. i

pending sales; (20) attended to credit bid issues; (21) performed work regarding abandonment
issues; (22) attended to abandonment budget issues; (23) reviewed and analyzed agreements relating to Group 2 assets; (24) negotiated with Union Oil regarding sale issues; (25) performed work regarding title transfer issues; (26) performed work regarding an abandonment motion;

(27) drafted proffers and outlnes for hearing; (28) performed work regarding a notice of sale and
purchase agreement with Ocar Energy; (29) attended to confidentiality issues; (30) prepared for
and attended a hearing on August 12, 2009 regarding Group 2 assets; (31) performed work

regarding the retur of deposits; (32) performed work regarding sale-related financing issues;
(33) reviewed and analyzed the ERG Group I offer; (34) performed work regarding a de minimis
asset sale motion; (35) attended to issues regarding easements and regarding land owners; and
(36) corresponded and conferred regarding asset disposition issues.
Fees: $83,093.50; Hours: 142.30

D. Bankruptcv Litit!ation
18. During the Interim Period, the Firm, among other things: (1) performed

work regarding testimony; (2) performed work regarding a settlement with Marathon relating to abandonment issues; (3) attended to Medema issues; (4) performed work regarding Hearing
Binders and Agenda Notices; (5) attended to scheduling issues; (6) prepared for and attended an Omnibus hearing on August 4, 2009; (7) performed work regarding an answer to Aera complaint; (8) performed work regarding a dispute with Union Oil relating to abandonment
issues; (9) attended to issues regarding surface access; (10) attended to insurance issues;
(1 I) prepared for and attended a hearing on August 12, 2009 regarding Group 2 sale and

abandonment issues; (12) performed work regarding Marathon stipulation relating to briefing;

68773-002\DOCS_DE: i 53435.1

(13) attended to discovery issues; (14) performed work regarding a motion authorizing gas

purchase and exchange agreement with Marathon Alaska and asset exchange agreement with Union Oil and Marathon Oil; (15) attended to deposition scheduling issues; (16) reviewed and
analyzed notices of deposition re ownership dispute; (17) attended to issues regarding ability to

abandon improvements and retain fee interests; (18) performed research regarding Alaska

regulations; (19) performed work regarding settlement of Alaska issues with ORR holders;
(20) performed work regarding briefing issues; (21) attended to equipment issues; (22) reviewed and analyzed agreements relating to motion to abandon Group 2 assets; (23) performed work regarding orders; (24) attended to document authenticity issues; (25) participated in a conference
call with landowners regarding abandonment issues; (26) performed work regarding the
Marathon motion to quash deposition; (27) drafted a notice of completion of

briefing regarding

the Marathon matter; (28) reviewed and analyzed a supplemental objection by Union Oil to
abandonment of

Group 2 assets; (29) prepared for and defended the deposition of J. Arlington;

(30) performed work regarding a reply to Union Oil's objection to Group 2 abandonment

motion; (31) prepared for and attended the Katic deposition; (32) performed work regarding a
State of Alaska settlement proposal related to Group 1 abandonment; (33) performed work regarding a reply to opposition to Group 2 abandonment motion; (34) performed work regarding

exhibits; (35) performed work regarding witness sumaries; (36) reviewed and analyzed
exhibits provided by Union Oil; (37) performed work regarding stipulations with Noble and

Marathon; and (38) corresponded and conferred regarding banptcy litigation matters.
Fees: $225,699.00; Hours: 402.60

68773-002\DOCS_DE:153435.1 9

E. Case Administration
19. During the Interim Period, the Firm, among other things: (1) reviewed

documents and pleadings and forwarded them to the appropriate persons; (2) maintained

document control; (3) prepared Hearing Notebooks; (4) maintained service lists; (5) maintained a
memorandum of

Critical Dates; and (6) responded to case inquiries.


Fees: $5,527.50;

Hours: 39.00

F. Claims Administration and Objections


20. During the Interim Period, the Firm, among other things: (1) responded to

creditor inquiries; (2) performed work regarding ORRI claims; (3) performed research; (4) performed work regarding tracing issues; (5) reviewed and analyzed ORRI-related materials;

(6) attended to claim reconciliation issues; (7) drafted an objection to the CIRI motion to compel

payment of administrative claim; (8) attended to claim objection issues; and (9) corresponded

and conferred regarding claim issues.


Fees: $8,282.50;

Hours: 15.50

G. Compensation of Professionals

21. This category includes work related to the fee applications of

the Firm.

During the Interim Period, the Firm, among other things: (1) drafted the Firm's July 2009

monthly fee application; (2) performed work regarding the Firm's May, June and July 2009

monthly and First quarterly fee applications; and (3) monitored the status and timing offee
applications.
Fees: $3,398.00;

Hours: 8.80

68773-002\DOCS _DE: 153435. i

10

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

professionals, other than the Firm. Durng the Interim Period, the Firm, among other things:
(1) attended to ordinary course professionals issues; and (2) performed work regarding the

Schully, Milstream, Rutan, Lazard Freres, Meyers Norrs, and Zolfo matters.
Fees: $10,574.50;

Hours: 31.80

i. Emplovee Benefits and Pensions


23. This category includes work related to employee benefits and pension

plans. During the Interim Period, the Firm, among other things: (1) performed work regarding a
Key Employee Incentive Plan ("KElP"); (2) attended to bonus issues; (3) performed work
regarding a supplemental KElP; (4) performed work regarding a motion to approve KElP;
(5) performed research; (6) attended to notice issues; (7) performed work regarding orders; and
(8) corresponded and conferred regarding employee issues.
Fees: $23,656.50;

Hours: 45.70

J. Executory Contracts
24. 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 copier leases; (2) performed work regarding the rejection of employment agreements; (3) performed work regarding a rejection motion; (4) performed work regarding a

motion to assume Beta leases; and (5) corresponded and conferred regarding executory contract
and lease issues.
Fees: $4,846.50;

Hours: 11.50

68773-002\DOCS_DE: i 53435. i

11

K. Financial Filnf!s
25. This category includes work related to compliance with reporting

requirements. During the Interim Period, the Firm, among other things: (1) performed work

regarding amended Schedules; (2) performed work regarding Monthly Operating Reports; and
(3) conferred and corresponded regarding financial filings issues.
Fees: $172.50;

Hours: 0.50

L. Financinf!
26. 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 DIP financing amendments; (2) attended to budget issues;

(3) attended to negotiation issues; and (4) corresponded and conferred regarding financing
issues.
Fees: $1,259.00;

Hours: 2.60

M. General Business Advice


27. This category includes work related to general business issues. During the

Interim Period, the Firm, among other things: (1) attended to wind-down issues; (2) attended to
budget issues; (3) performed work regarding a potential purchase of

Goldman debt; (4) prepared


(5) prepared

for and paricipated in case status conferences with the client and case professionals;

for and attended a Board of

Directors' meeting regarding case issues, and (6) corresponded and

conferred regarding general business advice issues.


Fees: $8,967.50;

Hours: 13.60

68773-002\DOCS_DE: 153435.1

12

N. General Creditors Committee


28. This category includes work related to general Committee issues. During

the Interim Period, the Firm, among other things, updated the Committee regarding case status.
Fees: $110.00;

Hours: 0.20

O. Insurance Coveraee
29. This category includes work related to insurance issues. During the

Interim Period, the Firm, among other things, reviewed and analyzed insurance-related
documents, and conferred and corresponded regarding insurance issues.
Fees: $2,167.50;

Hours: 3.20

P. Operations
30. This category includes work related to operations issues. During the

Interim Period, the Firm, among other things: (1) performed work regarding a proposed asset
exchange agreement and fuel supply agreement with Marathon and Chevron; (2) performed work regarding negotiations; (3) performed work regarding a facilities agreement; (4) reviewed and
analyzed documents; (5) performed research; (6) drafted a motion for approval of

fuel gas

agreement with Marathon and exchange agreement with Union Oil and Marathon; (7) attended to
confidentiality issues; (8) performed work regarding shortening time for the hearing on the

motion to approve agreements with Marathon and Union Oil; (9) attended to document retention
issues; and (10) corresponded and conferred regarding operations issues.
Fees: $38,431.50;

Hours: 70.10

68773-002\DOCS _DE: 153435. i

13

Q. Plan and Disclosure Statement


31. This category includes work related to a Plan of Reorganization ("Plan")

and Disclosure Statement. During the Interim Period, the Firm, among other things:

(1) performed work regarding a term sheet; (2) attended to abandonment issues; and
(3) corresponded and conferred regarding Plan issues.
Fees: $2,100.00;

Hours: 2.80

R. Retention of Professionals--Others

32. 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 Loeb and Loeb, Schully, Lazard, and Zolfo matters, and regarding Ordinary
Course Professionals issues.
Fees: $3,153.00;

Hours: 7.00

S. Stav Litieation
33. This category includes work related to the automatic stay and relief

from

stay motions. During the Interim Period, the Firm, among other things: (1) reviewed and
analyzed documents and pleadings; (2) performed work regarding letters relating to violations of
the stay; and (3) conferred and corresponded regarding stay issues.
Fees: $1,980.00;

Hours: 4.00

T. Tax Issues
34. This category includes work related to tax issues. During the Interim

Period, the Firm, among other things: (1) performed work regarding a supplemental tax motion;
and (2) conferred and corresponded regarding tax issues.

68773-002\DOCS_ DE: i 53435. i

14

Fees: $1,312.50;

Hours: 2.50

U. Travel
35. 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: $17,025.00; Hours: 54.20

Valuation of Services
36. Attorneys and paraprofessionals ofPSZ&J expended a total 874.90 hours

in connection with their representation ofthe Debtors during the Interim Period, as follows2:

Naine f Professional

Individual.

PositiolIof the Applicant, N":.iber of Yearsiiithat '.Position,Prio.rRelevaat. Experience,S arofObtainiliK"

Hourly

Biling

Total Hours

Rate.
(including. Changes)
$795.00
$750.00 $375.00 $725.00

Bild

,LicensetoPratice, Area of

Exertise

Laura Davis Jones

Partner 2000; Joined Firm 2000;

1.20

954.00

Ira D. Kharasch

DE Bar since 1986 Parner 1987; Member ofCA Bar


Member of

since 1982

Alan J. Kornfeld
Jeffrey N. Pomerantz
lain A. W. N asatir

Partner 1996; Member of CA Bar


since 1987

137.60 15.20 2.30

$103,200.00 $ 5,700.00 $ 1,667.50


$ $

Parner 1995; Member of CA Bar


since 1989
Parner 1999; Member of

$675.00
$675.00

0.30 2.80

202.50
1,890.00

NY Bar since 1983; Member ofCA Bar


since 1990

Andrew W. Caine

Of Counsel (former parner )1989; Member of CA Bar since 1983


Parner 2001; Member of CA Bar
since 1981

$675.00

5.70

3,847.50

Kenneth H. Brown

James K.T. Hunter


Max B. Litvak

OfCunsell988; Member ofCA Bar since 1976 Parner 2004; Member ofTX Bar since 1997; Member of CA Bar
since 2001

$650.00 $325.00 $650.00 $325.00 $550.00 $275.00

95.30 4.00
58.1 0

$ 61,945.00 $ 1,300.00
$ 37,765.00

8.00 107.70 27.00

2,600.00

$ 59,235.00 $ 7,425.00

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

68773-002\DOCS_DE: i 53435.1

15

. Name of Professional

Position ofthe,Appli~ant,

Hourly

Individual

NumberofYearsln that
Position, Prior Relevant Experience, Year of Obtaining License to Practice, Area of Expertise Partner 2005; Member ofPA Bar
since 1985; Member of

Biling Rate
(including Changes)
$535.00

.Total Hours

Total
Compensation

Biled

James E. O'Neil

16.30

8,720.50

DE Bar

since 2001

Scotta E. McFarland

Of Counsel 2000; Member of CA


Bar since 1993; Member of DE

$525.00

52.30

$ 27,457.50

Bar since 2002


Robert M. Saunders
Of Counsel 2001; Member of NY

$495.00

201.70

$ 99,841.50

Bar since 1984; Member ofFL


Bar since 1995

Wiliam L. Ramseyer

Of Counsel 1989; Member of CA

$475.00
$395.00

3.70

$ $

1,757.50

Kathleen P. Makowski

Bar since 1980 Of Counsel 2008; Member ofPA


Bar since 1996; Member of DE

7.50

2,962.50

Leslie A. Forrester
Kathe F. Finlayson

Bar since 1997 Law Library Director 2003 Paralegal 2000


Paralegal 2008

Shawn A. Quinlivan Felice S. Harrison Louise R. Tuschak Margaret L. Oberholzer Cheryl A. Knotts Kati L. Suk Beatrice M. Koveleski Ida L. Lane Charles 1. Bouzoukis Andrea R. Paul

Paralegal 2009 Paralegal 2000


Paralegal 2007 Paralegal 2000

Paralegal 2009 Case Management Assistant 2009 Case Management Assistant 2009
Case Management Assistant 2001 Case Management Assistant 2001

$250.00 $225.00 $225.00 $225.00 $215.00 $210.00 $205.00 $175.00 $125.00 $125.00 $115.00 $115.00
874.90 518.62

0.50 67.30
18.1 0

125.00

4.50
1.20

2.00
1.20

$ 15,142.50 $ 4,072.50 $ 1,012.50 258.00 $ 420.00 $

2.10 0.80 1.40 4.60 24.50

$ $ $ $ $ $

246.00 367.50 100.00 175.00 529.00 2,817.50

Grand Total:

$ 453,736.50

Total Hours:
Blended Rate: $
37. 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 $453,736.50.

68773-002\DOCS_DE: 153435. i

16

38. In accordance with the factors enumerated in section 330 ofthe

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 August 1, 2009

through August 31, 2009, an interim allowance be made to PSZ&J for compensation in the
amount of $453,736.50 and actual and necessar expenses in the amount of $48.870.41 for a
total allowance of$502,606.91, and payment of $362,989.20 (80% of

the allowed fees) and

reimbursement of$48,870.41 (100% of

the allowed expenses) be authorized for a total payment


as this Court may deem

of$411,859.61 and for such other and further relief

just and proper.

Dated: September3,2009

-r
aura avis nes (DE Bar No. 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, 1 ih Floor P.O. Box 8705 Wilmington, DE 19899-8705
Telephone: 302/652-4100

Facsimile: 310/652-4400
Counsel for Debtors and Debtors in Possession

68773-002\DOCS _DE: i 53435. i

17

VERIFICATION

STATE OF DELAWARE
COUNTY OF NEW CASTLE

Laura Davis Jones, after being duly sworn according to law, deposes and says:
a) I am a partner of

the applicant law firm Pachulski Stang Ziehl & Jones

LLP, and have been admitted to appear before this Court.


b) I am familiar with the work performed on behalf of the Debtors by the

lawyers and paraprofessionals 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.

'Y1J
DEBR L. YOU NOTARY PU

STATE OF DElA Mr CO ex Ji 1l at

68773-002\DOCS_DE: i 53435.1

EXHIBIT A

42 i 25-001 \DOCS_DE:6375. i

PACHULSKI STANG ZIEHL

& JONESLLP
1O1O0 Santa Monica Boulevard

I lth Floor Los Angeles, CA 90067

September 21, 2009

Invoice Number 85524

68773 00002

inK

Gerr Tywoniuk

111 W. Ocean Blvd. ste. 1240 Long Beach, CA 90802


Balance forward as of last invoice, dated: July 3 I, 2009

$1,057,330.62
Payments received since last invoice, last payment received -- September I I, 2009
Net balance forward
$722,921. i 7

$334,409.45

Re: Post Petition

Statement of Professional Services Rendered Through

08/31/2009

Hours
Asset Analysis/RecoverylB120)

Rate

Amount

08/07/09 A WC Emails regarding potential claims vs. Marathon, review


analyses.
08/07/09 10K EmailswithChevron.c1ient re Chevron new documents

0.30 0.30

675.00 750.00

$202.50 $225.00

dealing with who owns title/access to airport and other propert (.3).

08/1 0/09 10K Emails and telephone conference with Laurus counsel re
its royalty claims and request for feedback re same (.3); Emails with R. Saunders re same and need to vet (.1).

0.40

750.00

$300.00

08/19/09 10K Emails with client, Lazard, re reconciliation of deposits


held for various buyers, whether we have claims to keep some or all, including by Poly tee re Group I, and consider (.5).

0.50

750.00

$375.00

08/20/09 10K Emails with Union re our new proposed version of


Facilities Agreement, including brief status of review of

1.50

750.00

$1,125.00

same, and

Ex A to same (.3); E-mails with client, M. Litvak re debtor's Wyoming oil well and potential abandonment of same, and nature of interest and value (.4); Telephone conference and em ails with Union counsel, CFO, Winn re Union's question of whether facilities agreement wil resolve Union's litigation on fee title access (.6); Emails with M. Litvak re same (.2).

08/24/09 10K Telephone conference and e-mails with M. Litvak, client re


status of facilities agreement negotiation and need for call (.3); Attend conference call re same and next step with Union (.8); Emails with M. Litvak re issue of facilities agreement and ordinary course, and consider (.2); Emails with client, others, Union re our markup offacilities agreement and need for call with Union re same (.4).

1.0

750.00

$1,275.00

Invoice number 85524


08/24/09 08/24/09
08/25/09
MBL
MBL

68773 00002

Page 2
1.00 1.50 1.30

Review and comment on facilities agreement.

550.00 550.00 750.00

$550.00 $825.00 $975.00

Calls and emails with team re abandonment and facilities issues.

IDK

Emails with Union, others re rescheduling of call re facilties agreement (.2); Attend conference call with Union, others re Union feedback to our markup on facilities agreement (1.0); Emails with M. Litvak re result of call (.1).

08/26/09

IDK

Emails with Union counsel re its new mark up offacilities agreement and various issues re same (.2); Emails with client, others re coordination of calls today on facilities agreement, and Chevon's mark up oflast night (.2); Review briefly Chevron mark up re same (.1); Attend conference call with client, CFO, Arlington, others re Union mark up of facilities agreement and how to respond

1.80

750.00

$1,350.00

(1.).
08/26/09
IDK

Review client's memo to Chevron on open issues for next call on its mark up on facility agreement (.1); Attend conference call with Union group, client, others on same
(.8).

0.90

750.00

$675.00

08/27/09

IDK

Telephone conferences with client, others re status re negotiations with Union on facilities agreement (.2); E-mails with Union, client re same, status and coordination of next call (.3).
Review briefly numerous e-mails with Union and client re final disputes re facilities agreement and coordinate with Union (.3); E-mails with R. Epling re same (.2).

0.50

750.00

$375.00

08/28/09

IDK

0.50

750.00

$375.00

08/28/09

IDK

Review and consider latest emails with Union and client and M. Litvak re need to run fmal facilities agreement by buyers and Union's threat and deadline re same (.3); Telephone conferences and e-maIls with client, M. Litvak re same and how to reopen, and Union's threat re LOI (.4).
Telephone conference and e-mails with Union, client, M. Litvak and others re status and eventual fmalization of facilities agreement on 8/29 and next steps re same and role of 1. Hunter (.4).

0.70

750.00

$525.00

08/28/09

IDK

0.40

750.00

$300.00

Task Code Total

13.30

$9,452.50

Avoidance Actions

08/03/09 08/04/09
08/06/09 08/13/09

AWC
AWC

Review notes and draft memo re preference documents, issues, interviews.

0.50 0.70
1.40

675.00 675.00
675.00

$337.50

Review 2004 and letters, call with Sun Capital counsel re 2004 application, discussion with M. Pagay re Sun issues.
Draft and revise memo re preference background facts; emaIls re client meeting and memo. Emails with A. Caine as to update on preference analysis and timing for commencing, and need to put together a proposal for employment re same and Committee issue re
process for same (.3).

$47250
$945.00 $225.00

AWC

IDK

0.30

750.00

08/19/09

AWC

Emails with client regarding preference data, analysis.

0.20

675.00

$135.00

Invoice number 85524


08/27/09 08/27/09
AWC
IDK

68773

00002

Page 3
0.50
0.10

Read revised PERL new value analysis, and emails with client thereon.
E-mails with A. Caine and client re new value analysis.

675.00

$337.50
$75.00

750.00

Task Code Total

3.70

$2,527.50

Asset Disposition (B130l

07/24/09
08/01/09 08/01/09

LDJ

Telephone conference with Ira D. Kharasch regarding auction issues Call with i. Kharasch (0.5) and emails with various parties
re sale issues (0.5).
Review and consider Poly tee's new counterproposal of possibly $ I 3 milion, but 0 guaranty (.2); E-mails with client re same and problems and how to respond (.3); E-mails with Polytec re same and coordinate conference call (.2); Attend conference call with Polytec re our inclination to reject counter and possible ways to fix it (.4); E-mails with lenders re summary of our position on Polytec counter and lenders agreement (.4); E-mails with Polytec counter and lenders agreement (.4); E-mails with Polytec, client re same and possible ways to fix and Polytec's subsequent refusal to further negotiate (.5); E-mails with lenders, client, M. Litvak re timing to declare NAE as new successful bidder (.3); E-mails with client, M. Litvak re witness re 8/4 hearing (.2).

0.30
1.00

795.00 550.00 750.00

$238.50
$550.00

MBL
IDK

2.90

$2,175.00

08/02/09

IDK

E-mails with Noble counsel re Beta sale status (.2); E-mails with D. Katie re status of insider re Group 2 bid and issue of consent of AK state and process (.3); Telephone conferences with m. Litvak re list of open sale re abandonment issues for 8/4 omnibus and potential
resolutions (.5).

1.00

750.00

$750.00

08/02/09 08/02/09 08/02/09

MBL

MBL
RMS

Call with team re status ofPSAs and revisions thereto. Miscellaneous emails re sale issues. Review ofUS/CIRI and Salamatof objections to Alaska sale motion and related email correspondence with calculations of potential cure amounts from US DOl (0.5); email to D leric inquiring about update (0.2); email M Litvak regarding same (0.1)
Review ofCIRl's supplemental objection to Alaska sale motion (0.3) and email to K Finlayson regarding same (0.1) Review of email from I Kharasch regarding assignment of State of Alaska leases (0.1); legal research, review of research and and analysis related thereto (1.0)
Draft proffers for August 4 hearing; prepare outline for hearing.
Telephone conferences and e-mails with M. Litvak re how to resolve AK sale hearing issues re Committee objections and related wind down budget and administrative claim analysis given Goldman's hard line position, and whether to name Polytec as backup bid (.6); E-mails with

1.00

550.00
550.00

$550.00 $275.00 $396.00

0.50

0.80

495.00

08/02/09

RMS

0.40

495.00

$ i 98.00

08/02/09

RMS

1.10

495.00

$544.50

08/02/09 08/03/09

MBL
IDK

3.50
1.50

550.00

$1,925.00 $1,125.00

750.00

Invoice number 85524

68773

00002

Page 4

Committee counsel re same and need for information re wind down and consider (.3); EO-mails with both lenders re their different approaches to resolving wind down budget (.3); Consider structure of evidence needed for wind down budget for 8/4 hearing (.3).
08/03/09

10K

Attend conference call with client group on how to respond to failure ofNAE to purchase and the alternatives and going forward with abandonment (.6); Attend conference call with lenders, client group re same (A).
E-mails with Lazard re updates on NAE/Cook Inlet joint

1.00

750.00

$750.00

08/03/09

10K

1.0

750.00

$825.00

negotiations and Ocar bid and financial information (.2); E-mails with AK counsel re sale and abandonment status and need for feedback for insider bid (.3); E-mail Cook Inlet re its potential bid (.1); Offce conferences with M. Litvak re coordination and issues for tomorrow's omnibus
re sales and abandonment (.5).

08/03/09

SEM SEM

Responding to Charles Kelley regarding the Beta Sale Motion and the hearing thereon

0.10 0.30

525.00
525.00

$52.50
$157.50

08/03/09

Review notice of auction results and email to Max Litvak regarding service of same(.1 );Coordinate with Kathe Finlayson regarding service of same (.2)

08/03/09

SEM

Telephone conference with Rob Saunders regarding objections to non-Trading Bay Sale(.3);Telephone confemece with Mark Cervi and Rob Saunders regarding the objetions to the non-Trading Bay Sale(.7) Email exchange with attomey for CIRI re objection to non-Trading Bay Sale(.1 );Emails to Ira Kharasch, Max Litvak and Mark Cervi re same (.1)

1.00

525.00

$525.00

08/03/09

SEM

0.20

525.00

$105.00

08/03/09 08/03/09

SEM
SEM

Dealing with getting CIRI attorney information re sale of non-Trading Bay Assets and insurance policies re same
Email communications with Max Litvak and Rob Saunders re gathering information re the sale to respond to questions of objectors

0.10

525.00

$52.50
$52.50

0.10

525.00

08/03/09 08/03/09 08/03/09


08/03/09 08/03/09 08/03/09 08/03/09

SEM

Telephone conference with Mark Cervi regarding sale motions


Revisions to sale order, contracts list.

0.20
1.50

525.00 550.00 550.00 550.00


550.00

$105.00 $825.00
$3,025.00

MBL MBL MBL MBL

Numerous calls/emails re miscellaneous sale issues; review revisions to schedules and PSAs.
Confer with 1. Kharasch re sale issues.

5.50

0.50 0.50
1.00 1.90

$275.00 $275.00
$550.00

Draft amended notice of auction results.

MBL RMS

Prepare for hearing. research (factual and legal) working interests in Alaska oil leases (1.0), including drafting detailed email to A Marino and L Wolf (004); conference call with A Marino and L Wolf regarding TBU/TBF leases (0.3); em ail to A Marino and L Wolf after call (0. i); review of em ail from CIRI's counsel and email to client and other professionals (0.1)
Research and review of regarding assignment of

550.00 495.00

$940.50

08/03/09

RMS

Email CIRl's supplemental objection to client and other professionals (0.2); detailed email to D Jeric and M Cervi regarding US, CIRI and Salamatof objections to Alaska sale (0.2); email exchange with M Cervi regarding US/CIRI/Salamatof(O.I); voice mails to and telephone

1040

495.00

$693.00

Invoice number 85524

68773

00002

Page 5

conference with S McFarland regarding US/CIRI/Salamatof objections (0.2); conference call with M Cervi, D Jeric and S McFarland regarding US/CIRI/Salamatof(O.3); email to I Kharasch and M Litvak after call (0.2); email exchange with S McFarland regarding contacting attorneys for these objectors to Alaska sale motion (0.2)
08/03/09
RMS

Email exchange with counsel to Whale Building and review of email from M Litvak and forwarding emails with Whate Building counsel to client and other professionals
Email exchange with attorney for Aera regarding Beta sale motion including email exchanges with M Litvak and S McFarland

0.20

495.00

$99.00

08/03/09

RMS

0.20

495.00

$99.00

08/03/09 08/03/09

RMS
RMS

Review of revised Notice of auction results for Alaska


Conference call with A Marino and L Wolf regarding

0.10
0.60

495.00

$49.50

495.00

$297.00

assignment of State of Alaska leases (0.3) and related


email exchange (0.3)

08/03/09
08/03/09

RMS
RMS

Review of case law regarding executoiy contracts and related claims (for Alaska sale)
Email exchanges with M Litvak and S McFarland
regarding new successful bidder's counsel contact

1.00

495.00

$495.00
$49.50

0.10

495.00

information

08/03/09 08/03/09
08/03/09 08/03/09

RMS
KPM

Email exchange with I Kharasch and M Litvak regarding tomorrow' hearing


Telephone call from C. Kelley, counsel to Era Energy, Beta assets Draft email correspondence to Maxim B. Litvak regarding Era Energy inquiiy concerning sale of Beta assets
regarding inquiiy concerning sale of

0.30
0.10
0.10

495.00
395.00 395.00
395.00

$148.50
$39.50
$39.50

KPM
KPM

Review and respond to email correspondence from K.


McKinley (Cole Schotz) regarding continuance of Beta

0.10

$39.50

sale motion
08/03/09
08/03/09
KPM
Telephone call with Curtis Miler (MNA T) regarding reservation language for Alaska sale order 0.10 0.10

395.00 395.00

$39.50 $39.50

KPM

Draft email correspondence to James E. O'Neill regarding


telephone call with C. Miler (MNA T) concerning addition of reservation language in Alaska sale order

08/03/09

KFF

Prepare Amended Notice of Auction Results re Alaska


Assets Sale for e-fiing and service, including affdavit of

1.0
2.10

225.00

$247.50

service and special service lists

08/04/09

IDK

E-mails with Cervi and client re abandonment re Group i analysis and spread sheet of anticipated shut in action and budget, review of same and need for revisions (.6); Review ofrevised analysis re same (.2); Meet with Winn, M. Litvak re how to present same to lenders today and today's omnibus hearing (.4); Meet with NAE re status of its attempt to get financing for sale hearing today (.4); Revise
presentation for hearing today (.5).
Meet with M. Litvak, J. O'Neill re coordination of hearing

750.00

$1,575.00

08/04/09

IDK

1.90

750.00

$1,425.00

today (.3); Meet with lenders and Committee re same (.4); Attend omnibus hearing re sale re abandonment (1.2).
08/04/09
08/04/09

MBL MBL

Meeting and calls with lender and team re sale and abandonment issues.
Attend hearing on sale issues.

5.50
1.00

550.00 550.00

$3,025.00

$550.00

Invoice number 85524


08/04/09
MBL
MBL

68773

00002

Page 6
0.80 0.80 0.60

Meet with Marathon Counsel re fuel supply contract.


Follow up emails and calls following sale hearing.
Review of em ails from L Wolf

550.00 550.00

$440.00 $440.00 $297.00

08/04/09
08/04/09

RMS

and Alaska counsel M

495.00

Jungreis regarding (among other things) AK DNR regulation (0.2); drafting email to I Kharasch regarding transfer of non-operator ownership rights in working interests under State of Alaska lease (0.3); related email exchange with I Kharasch (0. i)
08/04/09
RMS

Email exchanges with I Kharasch, M Litvak and K Makowski regarding today's hearing and review of email from J O'Neill regarding continuations
Review of materials relevant to pending sales and email exchange with I Kharasch

0.20

495.00

$99.00

08/04/09

RMS

1.50

495.00
750.00

$742.50 $900.00

08/05/09

10K

Emails with Lazard re issues on lenders possible joint credit bid for Beta (.2); Emails with Cal Land Commission re update on Beta sale (.2); Review Zolfo revised abandonment budget for meetings today re same (.2); Emails with lenders re need to coordinate call with York hedge fund on its funding commitment level to Group 1 buyer (.3); Telephone conferences and emails with Lazrd re same and its coordination of York call and status of feedback re York and impact on abandonment timing (.3). Attend all hands conference call on Group 1 abandonment process, including concerns of employees re same, how to proceed with Dept. of Natural Resources and environmental mitigation plan re same (104); Emails with Winn re result of call (.1); Telephone conferences and e-mails with client, M. Litvak re how Marathon fuel supply issues relate to Group 2, and whether such buyer needs such fuel supply contract and cure impact re sale (.5); Emails with Zolfo re update from employees after today's abandonment call, and revised abandonment budget and Kustakan timing re oil, including review of budget (A).
Prepare for abandonment calL.

1.20

08/05/09

10K

2040

750.00

$1,800.00

08/05/09 08/05/09 08/05/09

MBL
MBL MBL
MBL
RMS

0.30
0.80
1.50 1.00

550.00 550.00 550.00 550.00

$165.00 $440.00 $825.00

Review PSA revisions for Group 2 assets.

Attend call with team on abandonment issues; follow up with i. Kharasch re same.
Calls and emails re Group 2 PSA.

08/05/09 08/05/09 08/06/09

$550.00 $148.50
$825.00

Telephone conference with M Litvak regarding prepetition


amounts owed to owners of ORRIs

0.30

495.00 750.00

10K

Emails with Lazard, client, re result of call today with

1.0

York funding for Cook Inlet Energy and lack of interest, and impact re abandonment (.3); Telephone conferences and e-mails with client, lenders, M. Litvak re status and issues re Ocar deal and Marathon fuel supply relation, and dispute over closing dates (.3); Emails with client, Zolfo re issues on abandonment budget, and changes needed (.2); Emails with Schully re need to coordinate call to discuss issues re Katic bid for Group 2 and Alaska consent issues
and bankrptcy, including review of em

ail string with D.


i. 10

Katie (.3).

08/06/09

10K

Emails with client, M. Litvak re Ocar open issues and the related Marathon supply agreement issue (. i); Emails with

750.00

$825.00

Invoice number 85524

68773

00002

Page 7

Lazad, client re new development on Group 1 and ERG (.2); Email and telephone conference with Cervi re abandonment questions and budget, need for new employee retention plan for same, and consider (.3); Emails with Sabin re lender concerns on Group 1 abandonment timing (.2); Review of further revised abandonment budget, along with Cervi commentary re
same (.3).

08/06/09 08/06/09 08/06/09


08/07/09

MBL

CaBs and emails with Union counsel and team re Group 2


issues, PSA.

1.0
1.70

550.00

$825.00 $935.00 $247.50 $900.00

MBL
RMS IDK

Review revised Group 2 agreements; emails re same.

550.00

Conference with I Kharasch, including cal\s during with counsel for Marathon and M Litvak

0.50

495.00
750.00

Review correspondence Goldman re abandonment budget and new DIP amendment re same and consider how to implement (.2); Emails with counsel for Alaska re abandonment status of Group I, and need to coordinate with State and next steps (.4); Email client re same (.1); Attend conference call with Schul\y firm re Katie insider bid for working interest and issues re same, including
coordinate of

1.0

that cal\ (.5).


1.00

08/07/09

IDK

Emails with client, CFO, Lazard, Ocar re issues on new outside dates in Ocar PSA put in by Ocar, and lender concern re same, and need for lender approval (.4); Emails with lenders' counsels re same and justification for extending outside dates (.3); Telephone conference with Scott W re same and his conversation with Goldman (.1); Telephone conference with M. Litvak re new update on NAE financing and 8/12 hearing, abandonment re Group 2,
and consider options (.2).

750.00

$750.00

08/07/09

IDK

Attend conference cal\ with client, CFO and Arlington, re Ocar PSA issues and problems with Union (.4); Attend conference cal\ with Ocar, client re same as to how to resolve (.3); Emai1s with Union re result of same on PSA negotiations re Union issues (.2); Emails and telephone conferences with client, CFO and Arlington re Union's refusal to agree to exclusion of our fee access rights from Ocar deal, and need for client explanation re same for justification (.4); Emails with Union counsel re our justification for excluding fee access rights from Ocar sale, including review of client's response re same (.2); Emails with client re decision to execute Ocar without Union's changes (.2); Emails with Union, and with client re Union's rejection of our Ocar executed PSA and decision to terminate all discussions and move to abandon, and how to react to same, and consider (.4).
Calls with Union and team re sale issues; emails re same. Telephone conferences and emails with M. Litvak re status of Ocar and Union decision to kil deal (.2); Emails with client, Lazard re how to respond to Union decision re Ocar PSA, and coordination of call for same (.2); Attend conference cal\ with client, Lazard, Arlington re same and decision to change course (.3); Emails with lender counsel re same (.2); Numerous em ails with Union re our new proposal to revise Ocar deal and resolve access dispute with Union, and Union's suggestions on how to revise

2.10

750.00

$1,575.00

08/07/09
08/08/09

MBL
IDK

0.90
1.50

550.00

$495.00
$1,125.00

750.00

Invoice number 85524

68773

00002

Page 8

PSA re access resolution (.4); Emails with Parker re need


to revise Ocar PSA re Union resolution (.2).

08/08/09

IDK

Emails with CFO re our new Ocar PSA, and need to infonn Union as to how it addresses its access concerns re the fee title transfer (.3); Emails with Union and client and Lazard re revised deal, and summar re same on Union fee title transfer issue (.3).
Telephone conference with M. Litvak re status of

0.60

750.00

$450.00

08/1 0/09

IDK

Group 2

i. I 0

750.00

$825.00

sale ofOcar, Katie, and agenda for 8/12 (.1); Emails with M. Litvak, others re 8/12 agenda changes (.1); Telephone conference with CFO, Marino re abandonment options for Group 2 if Ocar deal falls apar (.2); Email and telephone conference with M. Litvak re same and need for analysis for client and issues re same re DIP and Chevron order re its motion to compel (.3); Emails and telephone conference
with client, CFO, Arlington re coordination of meetings

with Alaska and need for info re same (.3); Review of memo from M. Litvak re Katie bid, abandonment and DIP
(. I).
08/ I 0/09

MBL MBL MBL


MBL
IDK

Draft Group 2 sale order.


Revise Group 2 abandonment order and exhibit.

2.00
1.80

550.00 550.00 550.00 550.00

$1,100.00
$990.00

08/10/09

08/10/09
08/10/09 08/11/09

Calls and emails re Group 2 abandonment and sale issues.


Review and comment on agenda.

2.50
0.20

$1,375.00

$110.00

Prepare for abandonment process call, including review of client new abandonment transitional overview document (.3); Attend all hands abandonment call to go over proposed new transition/protocol (1.0); Emails with client re need to coordinate later call to review revised abandonment proposal (.1); Emails with Schully re need to coordinate call with Katie on Group 2 abandonment re sale (.1); Attend conference call re same re Group 2 abandonment and Katie bid (.4); Telephone conference with M. Litvak re status of Group 2 sale and hearing tomorrow (. I); Emails with Lazard re Group 2 Ocar status
(.1 ).
Review of revised abandonment proposal/protocol for upcoming call (.2); Attend conference call with client group re same and need for further revisions, and how abandonment protocol wil be presented tomorrow to landowners (1.2); Offce conference with 1. Hunter re having him coordinate legal issues on abandonment motion, and summarizing primary issues (.4).

2.10

750.00

$1,575.00

08/11/09

IDK

1.80

750.00

$1,350.00

08/1 1/09

IDK

Emails with Lazard, client, Zolfo re Ocar's correspondence re no financing commitment today on Group 2, and Union's response and proposal as to how to handle tomorrow's sale/abandonment hearing re same, and alternative abandonment to preserve sale option, and litigate disputed ownership (.5); Emails with Arlington re his extensive correspondence of today with parties of landowners for the meeting tomorrow on abandonment re Group 1 (.2); Telephone conference and e-mails with lenders, M. Litvak re dispute on Group 2 abandonment and title after same (.2); Email and telephone conferences with M. Litvak tonight re how we should respond to Union's proposal on tomorrow's hearing in light ofOcar financing problem, and need to get both sale and altemative

1.0

750.00

$975.00

Invoice number 85524

68773

00002

Page 9

abandonment of Group 2 approved, but no litigation on access, and need for a proposal from us re same (.3); Review draft of such proposal to Union, others (.1).

08/11/09 08/11/09

MBL MBL
MBL

Call with team re abandonment presentation.

1.00

550.00
550.00 550.00 535.00

$550.00

Calls and emails re hearing preparation, sale and abandonment issues.


Draft proffers and outlines for hearing.

4.00
3.00 0.40
1. 10

$2,200.00 $1,650.00
$214.00

08/11/09 08/11/09 08/11/09

lEO
KFF

Review and fie Group 2 sale agreement Draft, e-fie and serve Notice of Sale and Purchase Agreement with Ocar Energy, including preparing special
service lists

225.00

$247.50

08/12/09

JKH

Review Zolfo Cooper abandonment presentation materials (.5); offce conference with Ira D. Kharasch regarding same, preparation of supporting declarations (.3); participate in conference call regarding settlement confidentiality and research same (.5). Revisions to sale order following hearing; numerous emails re same.

1.0

650.00

$845.00

08/12/09 08/12/09

MBL

1.50

550.00 535.00 535.00 550.00

$825.00
$1,284.00
$321.00
$1,925.00

JEO
JEO
MBL MBL
IDK

Attend omnibus heanng regarding sale of Group 2 assets


Review sale order for Group 2 assets Prepare for hearing; emails and calls with team and opposing parties re sale and abandonment issues.
Handle hearing on Group 2 sale and related issues. Emails with client re feedback for Alaska on its inquiry on taking over our insurance policies upon an abandonment (.2); Telephone conference with Lazard re new ERG interest in Group I, and separation of Readout from Kustakan in bid, and ERG interest in Beta and SP joint venture, and consider (.3); Telephone conference with Cervi re issue of Ocar sale and whether bonuses triggered, including review of Lazard agreement, and open issues, and consider (.3); Emails and telephone conference with client, Val re need to retu ERG deposit for Beta (.2). Further revisions to sale order and exhibit; calls and emails re same.

2.40
0.60
3.50

08/12/09 08/12/09
08/12/09 08/13/09

2.30
1.00

550.00 750.00

$1,265.00
$750.00

08/13/09 08/13/09 08/13/09

MBL
JEO
KFF
IDK

2.00
0.80 0.80
1.90

550.00
535.00

$1,100.00
$428.00 $180.00

Review sale order for Group 2 assets Draft Certification of Counsel regarding order for sale of
Alaska Assets

225.00
750.00

08/14/09

Telephone conferences with Chamales, potential Beta buyer, re background of case, status of Beta adjourned auction, and opportnity of joint venture with Silverpoint
and how to strctue (.6); Emails with Lazard re same and

$1,425.00

need for confidentiality, including review of same (.2); Emails and telephone conferences with Chamales re same, along with the Beta marketing materials (A); Emails with
Lazard, client, re new offer on Group 1 from ERG,
excluding the Redoubt assets, including very brief (.3); Emails with CEO ofNAE, client, others of today from New Alaska Energy re potential of review news new

financing and how to respond, and information on its new

joint venture parters (A).


08/14/09
IDK
Review of ERG Group i offer in more detail and note more significant problems (.3); Emails with R. Saunders re

OAO

750.00

$300.00

Invoice number 85524

68773

00002

Page 10

same for feedback (. I).

08/1 4/09 08/1 6/09

JEO
RMS
IDK

Work on on Group 2 asset sale order


Email exchange with I Kharasch regarding Alaska Group I Assets Emails with client, others re how to respond to ERG's substantial mark up and pricing problems re its Group i offer (.2); Emails with AK counsel re abandonment and sale status, and coordination of conference call re same tomorrow (.2); Emails with client, Arlington re status of facilities agreement with Union (.2); Emails with New
Alaska, Lazad, and client re status of its prior AP A and

2.00 0.10 0.90

535.00

$1,070.00
$49.50

495.00
750.00

08/1 7/09

$675.00

changes to be made, and status of financial abilty to close


08/1 7/09

RMS

(.3). Review of new bidder's PSA draft for Group 1 Assets (Alaska) (1.5) and related materials (O.4)and review of

3.10

495.00

$1,534.50

related emails from GAmber (0.2), R Lynd (0.2), L Wolf


(0.2) and I Kharasch (0.2); related detailed email to i Kharasch (0.4)

08/18/09

SEM

08/18/09

KFF

08/25/09
08/25/09

SEM

SAQ

08/26/09

MBL
SEM SEM

08/27/09
08/27/09

Voice message from John Seimers regarding information on the Group i sale Respond to request from Kenneth Brown, Esq. for copy of Altemtive Motion regarding Sale of Assets at Trading Bay, Alaska Gathering information re de minimis asset sale motion(.2);Drafting motion re same(1.6) Exchange phone calls and messages with Rose Brady at the US Dept of Interior re notices of asset sales re easements Attend caIl with land owner (0.4); foIlow up with i. Kharash re status (0.3). Email exchange with Mark Cervi re the de minimis asset sale/abandonment motion Gathering background information for de minimis asset sale/abandonment motion (.6);Drafting de minimis asset/abandonment motion (i .0) Review and revise the de minimis asset sale motion, notice and order

0.10

525.00 225.00

$52.50 $45.00

0.20

1.80

525.00

$945.00
$45.00

0.20

225.00

0.70 0.10
1.60

550.00 525.00 525.00

$385.00
$52.50

$840,00

08/28/09

SEM
SEM

0.20

525.00 525.00 550.00


550.00 550,00

$105.00
$52.50

08/28/09 08/28/09 08/28/09 08/28/09 08/30/09


08/30/09 08/30/09
08/3 1/09

MBL MBL MBL MBL MBL MBL MBL

Email exchange with Mark Cervi regarding the timing of the de minimis asset sale motion Numerous caIls and emails re abandonment and sale
the fiing of

0.10
3.00
1.50

$1,650.00
$825.00

issues.

Prepare for hearing.

Review agenda; call with 1. O'Neil re same. Prepare for hearing on abandonment and sale issues.
Review and revise proffers.

0.30

$165.00

2.00
2.50
1.50
1.50

550,00 550.00

$1,100.00 $1,375.00
$825.00 $825.00
$ i ,540.00

Calls and emails with team re forms of order; sale issues. Prepare for hearing. Meetings with client (2.0) and prospective buyers (0.8).
Calls with lenders (0.5). MisceIlaneous emails re case issues. Revise forms of order.

550.00 550.00
550.00 550.00 550.00
550.00

08/31/09 08/31/09 08/31/09 08/31/09

MBL
MBL MBL MBL

2.80 0.50
1.70

$275.00 $935.00

1.0

$825.00

Invoice number 85524


08/31/09

68773

00002

Page
1.00

11
$550.00 $550.00

MBL MBL

Prepare for sale contingency.

550.00
550.00

08/31/09

Review and revise proffers.

1.00
i 42.30

Task Code Total

$83,093.50

Bankruptcy Litigation (L430i


08/01/09
08/02/09

SEM

Preparing proffer of

testimony for Scott Winn on Trading

2.20
0.50

525.00 750.00

$1,155.00
$375.00

Bay Abandonment Motion

10K

E-mails and telephone conferences with Marathon counsel re potential settlement of adversary with Marathon on
abandonment (.5).

08/02/09 08/03/09

KFF

Review updated docket and draft critical dates memo

1.20

225.00
750.00

$270.00

10K

Prepare for 8/4 sale and abandonment hearing, including big picture re case status (1.); Telephone conferences with m. Litvak after lending re status of today's communications and 8/4 hearing (.3); E-mails with client, m. Litvak re NAE news of its failure to obtain financing for 8/4 hearing and coordination of conference
presentation of

1.0

$1,275.00

calls (.3).

08/03/09

JKH

ails to Max B. Litvak regarding pretrial position regarding Union, Noble and Marathon (.7); review Siemer's letter regarding Medema issues and emails to, from Max B. Litvak regarding same (.4).
Preparation of em

i. io

650.00

$715.00

08/03/09 08/04/09

KFF

Review additional documents for Aug. 4 hearing binder and submit to chambers with amended agenda

0.40
1.70

225.00
750.00

$90.00

10K

Meet with lender and Committee re our presentation of


abandonment analysis re Group 1 and how we are going to

$1,275.00

handle scheduling at 8/4 hearing today re same (1.); Meet with Union, lenders and Committee re Group 2 sale and
abandonment issues and hearing today (.4).

08/04/09

10K

E-mails with AK counsel re insider bid issues and sales status (.3); E-mails with Lazard re potential credit bid by lenders (.2); E-mails with client re concerns on our witness to support abandonment and his issues (.2); E-mails with R. Saunders re legal issues on forcing insider sale over AK
objection (.2).

0.90

750.00

$675.00

08/04/09

JKH

08/04/09

KFF

Email from Max B. Litvak regarding status conferences results (.1); research and emails from, to Max B. Litvak regarding Union amendment, proof of claim issues (1.8); email regarding Medema Trust motion, telephone conference with Siemers regarding same, potential transfer of complaint to Delaware (.2); research propriety of same (.7); work on Aera answer (1.). Reorganize documents from August 4 hearing for hearings on August 12 and September I
Order transcript from Aug. 4 hearing
Prepare for and attend omnibus hearing Email exchange with J Hunter regarding Medema adversary proceeding (0.3); review of emails and other materials from Zolfo Cooper regarding LIBT (0.8); review of Medema fiings and other relevant materials (0.5)

4.10

650.00

$2,665.00

1.0
0.20

225.00 225.00 535.00

$270.00
$45.00 $1,070.00

08/04/09 08/04/09
08/04/09

KFF

JEO RMS

2.00
1.60

495.00

$792.00

Invoice number 85524


08/04/09 08/05/09
KPM
JKH

68773

00002

Page 12
0.10
3.70
395.00 650.00 $39.50

Review and respond to email correspondence from R. Saunders regarding status oftelephonic committee

Work on answer to Aera complaint (2.9); email from, telephone conference with Siemers regarding Medema further information request (.2); emails regarding,
preparation for and participate in, conference call Cervi, Robert M. Saunders regarding Medema information

$2,405.00

requests (.6).

08/05/09 08/05/09 08/06/09

RMS

Email exchange with K Finlayson regarding upcoming hearing


Email J Hunter regarding Marathon adversar proceeding

0.20

495.00 495.00
650.00

$99.00

RMS

0.10
1.90

$49.50

JK

Offce conference with Ira Kharasch regarding Medema developments, strategy (.2); revise, finalize Aera answer (1.1); emails, telephone conference with Robert M. Saunders regarding Medema trst complaint (.3); emails, telephone conference with Max B. Litvak regarding suggested revisions, effect same, forward to Tywoniuk
(.3). Draft agenda and prepare service documents for August 12

$1,235.00

08/06/09 08/06/09 08/06/09 08/07/09

KFF

1.60

225.00

$360.00
$495.00 $148.50 $258.00

hearing, including documents for hearing binders


KFF
RMS

Draft agenda for September I hearing, including organizing documents for hearing binders
Telephone conferences (0.2) with and voice mail (0. I) to J Hunter regarding Aera adversary proceeding Ongoing e-mail communications with J. O'Neil re: answer to complaint to Aero then research and prepare and execute service and fie same including forwarding confirmation to J. O'Neil and J. Hunter Final preparation, forwarding of Aera answer for filing, service (.1); review further emails, analysis regarding
Medema tracing analysis and telephone conference with

2.20 0.30
1.20

225.00
495.00

LT

215.00

08/07/09

JKH

0.80

650.00

$520.00

R. Saunders re same (.4); call Del Conte, Cervi, Robert M. Saunders regarding same (.3).
08/07/09

JEO
RMS

Review and revise answer to AERA complaint

0.40
1. 0

535.00

$214.00 $544.50

08/07/09

Email exchange with M Cervi regarding ORRs and LIBT (0.3); conference call with M Cervi, J Delconte and J Hunter regarding ORRs and LIBT (0.3); and detailed email after to 1 Kharasch and M Litvak (0.2); review of
relevant material (0.3)

495.00

08/10/09

JKH

Telephone calI from Siemers regarding LIBT analysis and emails Robert M. Saunders, Ira D. Kharasch regarding same.

0.40

650.00

$260.00

08/10/09 08/10/09 08/10/09

KFF
SEM

Revise, finalize, e-fie and serve agenda notice for August


12 hearing

0.90 0.10 0.60 0.50 0.10

225.00
525.00

$202.50
$52.50

Review agenda and email to Kathe Finlayson re same

JEO

08/10/09
08/1 0/09
08/1 1/09

RMS

SAQ
JKH

Finalize agenda for August 12,2009 hearig Email exchange with J Hunter regarding LIBT and Medema and review of relevant materials Review and respond to S. McFarland email re retrieving pleadings from Pacer docket Telephone conferences with Max B. Litvak and Siemers, office conference with Ira D. Kharasch regarding status of group i asset sale motion (.4); office conference with Ira

535.00

$321.00 $247.50
$22.50

495.00 225.00
650.00

1.0

$845.00

Invoice number 85524

68773

00002

Page 13

D. Kharasch regarding abandonment motion (.4); review motion papers regarding same (.5).
08/11/09
JKH

Review, draft reply to Seamon email regarding Medema complaint status (.7); emails to, from Cervi regarding
Medema analysis (.20); telephone conference, email

1.0

650.00

$845.00

Seamon regarding same (.4).

08/11/09
08/11/09

KFF

Draft amended agenda and service materials for August 12 hearing

0.90
0.10

225.00
495.00

$202.50
$49.50

RMS

Email exchange with M Litvak and J Hunter regarding email from Lender's counsel regarding Medema adversary proceeding
Review of further revised abandonment protocol, along with comments of client, Zolfo re need to further revise ahead oftoday's meeting (.3); Review of final version re same (.1); Emails with R. Epling, M. Litvak re disputes over abandonment order prep for today's hearing on timing

08/12/09

10K

0.60

750.00

$450.00

of effectiveness (.2).

08/12/09

10K

Telephone conference and e-mails with M. Litvak re how to resolve dispute with Union re today's abandonment and its insistence re evidentiary hearing on surface access rights, and how to revise order (.3); Emails with Arlington re his concerns on abandoning surface access rights (.2); Emails with counsel for Alaska on abandonment protocol meeting today and status, along with copy of our document re protocol (.2); Emails with J. Hunter re same, background on our witnesses for same and today's meeting in Alaska (.2); Offce conference with J. Hunter re same, his feedback on protocol documents and next steps re prep of declarations (.3); Telephone conference and e-mai1s with R. Epling, others re issues on today's draft orders re Group 2 abandonment and sale to Ocar (.2).
Telephone conference with M. Litvak prior to hearing re latest on demands of lenders and Union re abandonment
order and title to propert (.1); Emails with Marathon re

1.40

750.00

$1,050.00

08/12/09

10K

0.80

750.00

$600.00

Ocar status on financing (.1); Emails with M. Litvak, client


re reminder on need to continue Group 1 sale and CIRI

objection fied today (.2); Telephone conference with counsel to Alaska re upcoming hearing today and positions of lenders and Union on abandonment order re who gets title, and Alaska's opposition to same (.2); Review of Alaska's and DNR feedback to client from meeting today on abandonment (.1); Email to J. Hunterre same and
State's problem (.1).

08/12/09

10K

Emails with Cervi re need for our participation in part of call today with landowners re abandonment (.1); E-mails and offce conference with J. Hunter re same, and listen to part of call (.2); Emails with counsel to Alaska re its client's feedback on abandonment and problems with same, and my position re same (.3); Emails and telephone conference with client, J. Hunter re Alaska's inquiry on taking over insurance on abandonment and problems (.2).
Attend telephonically hearing today on Group 2 sale and abandonment, including telephone conference with M. Litvak during recess re issues in hearing (1.0); Telephone conference with M. Litvak re result of hearing and issues
to consider for next Sept 1 hearng (.2).

0.80

750.00

$600.00

08/12/09

10K

1.20

750.00

$900.00

Invoice number 85524


08/12/09 08/12/09 08/12/09
08/12/09

68773

00002

Page 14
0.10
0.20 0.90

JKH

Email Crichlow regarding union amendment status.

650.00

$65.00
$45.00

KFF KFF

Order transcript August 12 hearing

225.00 225.00
535.00

Draft, e-fie and serve amended agenda for August 12 hearing


Review amended agenda
Email exchange with M Litvak (0.1), L Wolf(O. I) and email R Lynd (0.1) regarding results of hearing

$202.50
$214.00

JEO
RMS
SAQ

0.40
0.30 0.10 0.20

08/12/09
08/12/09

495.00
225.00
650.00

$148.50
$22.50

08/13/09 08/14/09 08/14/09

JKH

IDK

JKH

08/14/09

RMS

08/14/09

RMS

08/14/09 08/14/09 08/14/09

RMS

KPM

SAQ

08/15/09

KFF

the Controller of Currency re bankrptcy notices Emails from, to Max B. Litvak, offce conference with Ira D. Kharasch regarding Marathon continuance request. Emails with client, 1. Hunter re status of deadlines today in adversary proceedings, and stips to continue (.2). Review, emails regarding Marathon stipulation regarding briefing (.2); em ails regarding Union amended complaint complaint status (.1); emails regarding, review Union deposition notices (.2). Telephone conference with S Quinlivan regarding motions to be fied today (0.3); telephone conference with S McFarland regarding motions to be filed today (approve agreements with Union and Marathon and approve supplemental employee incentive plan) (0.3) Review of documents in preparation for today's fiings (motion to approve Union and Marathon agreements and motion to approve supplemental employee incentive plan) Email notices of fiings in adversary proceedings to J Hunter Telephone call with Ira D. Kharasch regarding scheduling potential emergency hearing Assist with preparation of fuel and asset exchange motions and supplemental employee incentive plan motions and exhibits for fiing with the Court Prepare two motions requesting shortened notice for
Return call to Horace Sneed at the Offcer of

$130.00 $150.00

0.20
0.50

750.00
650.00

$325.00

0.60

495.00

$297.00

1.00

495.00

$495.00

0.10
0.10 2.30

495.00
395.00

$49.50
$39.50

225.00

$517.50

1.70

225.00

$382.50

submission to chambers: (1) Supplemental Employee

Incentive Plan Motion and (2) Motion authorizing Gas Purchase and Exchange Agreement with Marathon Alaska Production LLC and Asset Exchange Agreement with Union Oil Company of Califomia and Marathon Oil Company, including related motions to file exhibits under seal for both.
08/15/09
08/15/09

KFF KFF

08/16/09 08/17/09 08/17/09

RMS
KHB

Draft agenda for September i hearing Draft two affdavits of service regarding (I) Supplemental Employee Incentive Plan Motion and related documents and (2) Motion for Agreements with Marathon Oil and Union Oil and related docuemtns Email exchange with S McFarland regarding distribution
to client and others of

1.00 1.50

225.00 225.00

$225.00

$337.50

0.20

495.00
650.00 750.00

$99.00

motions fied on Friday 8/14/09

Telephone calls with 1. Arlington and G. Tywoniuk re depositions scheduling and abandonment dispute.

0.40
1.50

$260.00

IDK

Review Union notices of deposition re ownership dispute relating to abandonment motion, and consider potential objection (.2); Telephone conferences with KB re same,

$1,125.00

Invoice number 85524

68773 00002

Page 15
Union

and legal defenses to same, including review of

opposition to abandonment motion (.3); Emails with CFO and CEO re same, and need for designation of deponent re issues, and coordination of calls re same (.3); Telephone conferences with KatIc re same on his depo notice from Union re dispute, and his knowledge and availability (.3); Telephone conferences with Union counsel, K. Brown re Union depo notices, legal disputes re same, and coordination of certain discovery (.4).
08/17/09
IDK

OB/17/09

IDK

Emails with Arlington re Union deposition issues and timing and abandonment meetings (.2); Emails with Union, client re Union's request for conference call today on discovery issues re ownership dispute (.2); Attend conference call with client, CFO, Arlington, and K. Brown re how to respond to Union discovery and status of facilities agreement (.4); Attend conference call with Union counsels, client, K. Brown re same and nature of legal dispute (.4); Telephone conference and em ail with Arlington re same, and issues in dispute (.3); Telephone conferences and email with K. Brown re same, need for Arlington prep, and summary of Union's argument (.2). Telephone conferences and emails with Katie re coordination of his deposition by Union (.2); Email with Union re same (.1); Email with Arlington re need for map ofTB area in dispute (. I); Telephone conferences and e-mail with K. Brown re general background and info needed for depositions (.2).

1.70

750.00

$1,275.00

0.60

750.00

$450.00

08/17/09 08/17/09
08/17/09

KFF
KHB
KHB

Revise agenda for September i hearing, including organizing documents for binders
Review pleadings and correspondence re abandonment dispute.
Review and respond to emails re abandonment dispute.

1.0

225.00
650.00 650.00 650.00 650.00 650.00 525.00
525.00

$247.50

1.0
0.50
1.20

$975.00
$325.00 $780.00 $260.00 $650.00
$52.50 $52.50

08/17/09 08/17/09 08/17/09 08/17/09

KHB
KHB
KHB SEM SEM

Telephone calls with i. Kharasch, R. Epling and D. Krichlaw re abandonment dispute. Telephone calls with I. Kharasch re abandonment dispute.
Consider legal issues re discovery requests.

0.40
1.00

Review critical dates and email to Max Litvak and Rob Saunders re same Email exchange with Kathe Finlayson to follow-up on Friday's fiings with the Court Telephone conference with Alaska counsel re abandonment of Group 1 and Sept i hearing (.4); Emails and telephone conference with Cervi re same and need for budget re abandonment protocol (.3); Memo to 1. Hunter, M. Litvak re summary of Alaska abandonment position, issues re environmental insurance and bonding/cash re P&A liability, and supp briefing (.3); Email with M. Litvak
re his response to same (.1).

0.10
0.10

08/17/09
08/18/09

IDK

1.0

750.00

$825.00

08/18/09

IDK

Emails with Rutan, R. Saunders re our initial feedback, comments on ERG Group i PSA and timing on response. Review emails from Ira D. Kharasch and Cervi regarding group i and 2 abandonment motion issues. Telephone calls and emails with M. Litvak re review of pleadings and documents relating to dispute with Union

0.30

750.00 650.00 650.00

$225.00 $130.00 $780.00

08/18/09
08/18/09

JKH
KHB

0.20

1.0

Invoice number 85524

68773 00002

Page 16

Oil over abandonment of Group 2 Assets and preparation


for depositions re same; telephone calls and emails with R.
Saunders re same; telephone calls and em

ails with i.
2.30
0.70
1.00

Kharasch re same.

08/18/09 08/18/09

KHB
MBL MBL

Legal research re ability to abandon improvements and retain fee interests.

650.00 550.00
550.00

$1,495.00
$385.00
$550.00

Call with K. Brown and R. Saunders re abandonment issues.

08/18/09
08/18/09
08/18/09

Review miscellaneous emails on sale and abandonment issues.

LAF
IDK

Legal research re: AK regulations.


Emails with client, attorneys, lenders re Court's entr of

0.50

250.00
750.00

$125.00 $825.00

1.0

orders shortening time on fuel agreement, slot exchange, and delay on Ocar sale order (.2); Emails with R. Saunders re need for his support re Union ownership Group 2 abandonment litigation, and summaries re same (.2); Emails with M. Litvak, J. Hunter re same and status of coordination of that litigation (.2); Emails with lenders' counsel re Group 2 abandonment Union litigation update (.2); Telephone conferences with KB, J. Hunter re litigation status/coordination re Union abandonment dispute and Group i (.3).

08/18/09

JKH

Emails from to, Paddock regarding Noble scheduling issues (.1); review emails from Scotta E. McFarland, Max B. Litvak (SF) regarding Medema Trust settlement issues (.1).
Review and respond to emails from Union Oil's counsel re

0.20

650.00

$130.00

08/18/09 08/18/09

KHB
KHB

0.80
3.40

650.00 650.00

$520.00

stipulation for authorization of documents. Review pleading and documents relating to dispute with Union Oil over abandonment of Group 2 Assets; prepare for depositions re same. Email exchange with Kathe Finlayson re sevice of orders
shortening notice

$2,210.00

08/18/09
08/18/09
08/18/09 08/18/09 08/18/09

SEM SEM SEM

0.10 0.10 0.10

525.00 525.00

$52.50 $52.50

of

Email exchange with Max Litvak regarding the resolution the Alaska Complaint
the

Vocie message to John Siemers regarding settlement of

525.00

$52.50 $49.50

RMS
RMS

Alaska issues with the ORR holders Review of industr news articles on pending motions Conference call with K Brown and M Litvak regarding briefing and depositions for abandonment motion for Group 2 Assets (Alaska Trading Bay) (0.9); related email exchanges with K Brown (0.4), L Wolf (0.4), M Litvak (0.2), T Marino (0. I) and I Kharasch (0. I); telephone conferences with K Brown (0.2); research for brief and
review of research (1.0); review of

0.10
5.40

495.00 495.00

$2,673.00

relevant historical

documents (1.1); preparation for drafting reply to expected objection by Union (0.5) and depositions (0.5)
08/18/09
RMS

Email exchanges with I Kharasch and S McFarland regarding motions to approve contracts with Union and Marathon and incentive plan

0.30

495.00

$148.50

08/19/09

IDK

Telephone conference and emails with Seaman re abandonment-Group I and need for lenders to get protocol materials re same (.2); Telephone conference and emails with Cervi re Group 1 abandonment and possible

1.60

750.00

$1,200.00

Invoice number 85524


disposition of

68773

00002

Page 17

personal prop on Kustatan and relation to same and funding, including review of equip list and asset values (.4); Emails with Cervi, client re same and coordination of call re same (.2); Attend conference call re same with client, Zolfo, Arlington-Hall, and consider impact on motion (.6); Review and consider emails with Arlington, others re same on need to revise facilities agreement to include possible Group I abandonment
owners (.2).

08/19/09

10K

Emails with client, K. Brown re impact of continuance of evidentiary hearing on Group 2 abandonment on potential Group I sale (.3).
Analyze agreements conceming motion to abandon Group 2 Assets.
Telephone conference with Seamon, lender, re update on Union litigation re abandonment-title-facility agreement (.2); Emails with attorneys re status of same, Marathon request to attend depositions, and pot continuance (.2); E-mail and telephone conference with K. Brown re result of call with client re Union claims and its theory (.2).

0.30

750.00

$225.00

08/19/09 08/19/09

KHB

3.50

650.00
750.00

$2,275.00
$450.00

10K

0.60

08/19/09

KFF

08/19/09
08/19/09 08/19/09 08/19/09
08/19/09

KHB KHB

Serve signed order approving sale of Alaska Assets at Trading Bay, including drafting affdavit of service for e-filing with court Conference call with J. Arlington, R. Saunders, and D. Katie re motion to abandon Group 2 Assets. Telephone call with R. Saunders re motion to abandon Group 2 Assets.
Prepare for conference call on motion to abandon Group 2 Assets.
Review and respond to emails from Union's Counsel re

0.50

225.00

$112.50

2.30 0.30

650.00

$ I ,495.00

650.00 650.00

$195.00
$325.00 $260.00

KHB
KHB

0.50
0.40

650.00
650.00 650.00

stipulation of authenticity of documents.


KHB KHB

Review and respond to emails re Marathon's request to participate in depositions; telephone calls re same.

0.30
0.60

$195.00
$390.00

08/19/09

Telephone calls and emails with D. Crichlow re scheduling and discovery issues for Group 2 Assets abandonment motion. Telephone and emails re scheduling of hearing date on
Group 2 Abandonment motion.

08/19/09 08/19/09

KHB
RMS

0.30

650.00

$195.00
$297.00

Review and analysis related to abandonment motion for Group 2 Assets (Alaska Trading Bay assets) (0.6)
Conference call with client and other professionals regarding abandonment motion for Group 2 Assets (Alaska Trading Bay) (2.0); calendaring for dates from call (0.1); email to K Brown after (0. i) Telephone conference with K Brown after conference call on abandonment motion response and deposition preparation
Research and review of case law for reply to expected objection to group 2 abandonment motion
Review of

0.60

495.00 495.00

08/19/09

RMS

2.20

$1,089.00

08/19/09

RMS

0.30

495.00

$148.50

08/19/09
08/19/09

RMS RMS

2.30
1.40

495.00

$1,138.50

relevant materials for Reply to expected objection to abandonment motion for Group 2 Assets
Review of existing research for Reply to expected

495.00

$693.00

(Alaska Trading Bay)

08/19/09

RMS

0.60

495.00

$297.00

Invoice number 85524

68773

00002

Page 18

objection by Union to Trading Bay abandonment motion


08/19/09
RMS

Email exchange with Debtors' Alaska oil and gas counsel M Jungreis regarding expected opposition of Union to Group 2 Assets abandonment motion

0.20

495.00

$99.00

08/20/09

IDK

Emails with Cervi, Telephone conference and emails with J. Hunter others re today's meeting, conference call with landowners re Group 1 abandonment, and need for 1. Hunter to join same (.3); Prep of memo to attorneys re Group i abandonment issues re large equipment and rolling stock at Kustatan and impact on ops if removed, and facilties agreement application to landowners after abandonment (.4); Emails with M. Litvak re same (.1); Emails with client, Arlington, landowners re upcoming call today on abandonment (.2); Attend conference call with Alaska landowners and client re issues, concerns on our abandonment protocol re Group one (1.0).
Review of budget underlying Group i abandonment protocol (.2); Emails with AK counsel re same, as well as upcoming call today with AK and other landowners (.3); Emails with counsel for CIRI re abandonment issues and his requested information re same (.2).

2.00

750.00

$1,500.00

08/20/09

IDK

0.70

750.00

$525.00

08/20/09

JK
KHB KHB
IDK

Conference call with Landowners regarding group 1 abandonment issues (1.0); review Ira D. Kharasch, Max B. Litvak (SF) emails regarding abandonment equipment issues, facilities agreement status (.1).

1.0

650.00

$715.00

08/20/09 08/20/09 08/20/09

Review local rules re Marathon motion to quash.


Prepare for deposition and review documents re same. Emails with K. Brown re dispute with Marathon over depositions re Union litigation, and Union's position, and status of continuance of hearing, and briefing (.3); Telephone conference and emails with K. Brown re Marathon motion to quash depositions, and our response and whether to go forward with depositions, and status of facilities agreement negotiation (.3).

0.20
1.70

650.00

$130.00
$1,105.00

650.00
750.00

0.60

$450.00

08/20/09 08/20/09

KFF
KHB

Draft Notice of Completion of Briefing regarding Marathon Oil adversary


Deposition preparation for 1. Arlington and D. Katic; review documents re same.

1.60

225.00 650.00 650.00


650.00 650.00 650.00 650.00 650.00

$360.00
$1,625.00

2.50
0.80
0.60 0.30

08/20/09 08/20/09
08/20/09 08/20/09 08/20/09

KHB KHB
KHB

Review and respond to emails and documents re


stipulation for authenticity.

$520.00

Review Marathon motion to quash.


Emails and telephone calls with 1. Kharasch re same.

$390.00 $195.00 $195.00 $260.00 $260.00


$792.00

KHB
KHB
KHB

Telephone calls and emails with D. Crichlow re motion to quash.

0.30 0.40 0.40


1.60

Telephone calls with M. Jungries re rule 30(b)(6) deposition.


Telephone calls with M. Jungries and 1. Arlington re rule
30(b)(6) deposition.

08/20/09
08/20/09

RMS

Preparation for reply and depositions for abandonment motion (Alaska Trading Bay), including review of relevant case law (0.1) and documents (0.5), review of email exchange with L Wolf regarding obtaining additional
relevant documents (0.3); research and review of research

495.00

Invoice number 85524

68773

00002

Page 19

08/20/09

RMS

(0.6); review of emails regarding depositions (0.1) Conference call with J Arlington, D Katic, K Brown and M
Jungreis in preparation for J Arlington's and D Katie's

1.0

495.00

$544.50

depositions by Union (regarding Trading Bay abandonment motion) tomorrow and Monday
08/20/09
RMS

Email exchange with L Wolf and review of documents


related to Trading Bay abandonment motion (0.4);

1.0

495.00

$643.50

telephone conference with L Wolf (OJ); conference call with J Arlington and L Wolf in preparation for drafting Reply (0.3); email exchange with M Jungreis regarding AK legal argument for Reply (0.2); telephone conference with K Brown regarding Reply (0.1)
08/20/09
RMS
Additional research and review of research for reply to expected Union objection to trading bay abandonment motion

5.20

495.00

$2,574.00

08/20/09

RMS

Review of emails from J Arlington with historical documents (correspondence) for purposes of drafting Reply to expected objection from Union to Trading Bay
abandonment motion

1.00

495.00

$495.00

08/20/09
08/20/09

RMS RMS

Preparation for Arlington deposition including emails to K Brown


Additional research on Westlaw and review of research for reply to Union objection to abandonment of Group 2 (Alaska) assets and emails to K Brown and J Arlington

0.30
1.50

495.00
495.00

$148.50 $742.50

related thereto

08/20/09

KLS

Review Trading Bay Unit Agreement and Trading Bay Unit Operating Agreement and addenda thereto; organize binder for K. Brown.

0.60

175.00

$105.00

08/21/09

IDK

Telephone conferences and e-mails with Zolfo re abandonment issues for Group 1 and yesterday's call with landowners (.3); Emails with counsel for CIRI re its questions on abandonment (.2); Emails with Committee
counsel over weekend re Ocar sale (.2).

0.70

750.00

$525.00

08/21/09

KHB

Review supplemental objection by Union to abandonment of Group 2 Assets and outlne reply.
Email Winn re status of Union litigation and relation to facilities agreement (.2); E-mails and telephone conference with K. Brown re issues going on in Arlington deposition, and whether to stipulate to amendment of abandonment motion to include Unit and other Agreements (.1); Telephone conference with client, Arlington re deposition and same (.3); Telephone conferences and e-mails with Marathon re its motion to quash, status of deposition today, and basis for Union's evidentiary hearing (.5); Review of amended Medema complaint and email J. Hunter re same (.2); Emails with attomeys re rescheduling of Union evidentiary hearing, and Union's supplemental briefre same filed today (.3); Emails with K. Brown over weekend re coordination of client input on both litigation and facilities agreement (.2).

2.80 2.00

650.00
750.00

$1,820.00

08/21/09

IDK

$1,500.00

08/21/09
08/21/09

KFF

KFF
KHB

Update service list for Marathon adversary Revise critical dates memo

0.80 0.70 0.80

225.00 225.00 650.00

$180.00 $157.50 $520.00

08/21/09

Prepare for deposition of J. Arlington re abandonment of Group 2 Assets.

Invoice number 85524


08/21/09
KHB KHB
KHB
RMS

68773

00002

Page 20
3.00

Defend deposition of 1. Arlington.

650.00
650.00

$1,950.00
$195.00 $325.00
$1,782.00

08/21/09
08/21/09 08/21/09

Telephone calls with M. Jungries and 1. Arlington re defense of J. Arlington deposition. Review Union opposition to motion to quash.

0.30
0.50

650.00
495.00

Telephonic attendance at deposition of J Arlington by Union regarding Trading Bay abandonment motion (0.3), including break out conference call with client (3.1); conference call with K Brown, M Jungreis and J Arlington
after depostiion (0.2)
Email exchange with L Wolf

3.60

08/21/09

RMS

regarding proposed Reply to

0.30

495.00

$148.50

expected Union objection to Trading Bay abandonment motion.


08/21/09 08/21/09
RMS RMS
Drafting Reply to expected objection of

Union to Trading

0.50
1.40

495.00

$247.50 $693.00

Bay abandonment motion including additional research


Review of

Union's Supplemental Objection to Trading Bay

495.00

Abandonment Motion and related analysis and review of relevant documents including email exchange with M Litvak
08/21/09
RMS

Additional research, review of research and related analysis for Reply to Union's supplemental objection to Trading Bay abandonment motion and review of memorandum from L Wolf on oil and gas matters and email exchange with K Brown
Revise agenda and documents for September 1 hearing

3.40

495.00

$1,683.00

08/22/09 08/22/09

KFF
KHB
KHB KHB

2.40 3.00 0.60 3.00


7.70

225.00
650.00 650.00 650.00 495.00

$540.00

Prepare reply to Union's opposition to Group 2 Assets Abandonment motion; conference call re same.
Review and respond to emails re reply to Union's

$1,950.00

08/22/09
08/22/09 08/22/09

$390.00

opposition to Group 2 Assets Abandonment motion. Review unit agreement and unit operating agreement;
Alignment Agreement.

$1,950.00 $3,811.50

RMS

relevant material (0.7) for drafting Reply to Union to Trading Bay abandonment motion (3.2) and review of outline from K Brown (0.4) and research and review of research (1.1); conference call with Debtors and other professionals regarding Reply (1.5); review of historical documents after conference call (0.8).
Review of Supplemental Objection of

08/23/09

RMS

Drafting reply to Union's objection to group 2 abandonment motion (Alaska) (2.6) and related research research (4.3), review of documents (0.7) and review of and case law and email exchange with K Brown (0.4) and emails to L Wolf(O.I), M Jungreis (0.1)

8.20

495.00

$4,059.00

08/24/09

10K

Offce conference with J. Hunter re prep for Sept i abandonment hearing and witness prep (.3); Emails with
Arlington, Hall, client re coordination of

2.30

750.00

$1,725.00

hearing prep for Sept i abandonment hearing (.2); Emails with lenders re status of Beta Sale Motion and Sept 1 hearing, and their

feedback re same (.4); Telephone conference and e-mails with objecting parties re same (.3); Telephone conference and e-mails with Marinucci, AK counsel, re status of Group 1 abandonment litigation and the list of items landowners want from Debtors to settle, and re timing of same (.6); Review briefly AK settlement proposal re same (.1); Emails with client, others re same, salient problems re

Invoice number 85524

68773

00002

Page 21

same and Redoubt escrow issue, and need to discuss (.4).


08/24/09
IDK
Prep of memo to M. Litvak, J. Hunter re my outline of our reply brief for our motion to abandon Group 1 assets, and

0.50

750.00

$375.00

consider same and issues for same (.5).

08/24/09

JKH

Offce conference with Ira D. Kharach regarding abandonment hearing status, preparation for same (.3); review emails regarding, begin preparation for
abandonment hearing (1.2).

1.0

650.00

$975.00

08/24/09 08/24/09 08/24/09

KHB KHB
IDK

Attend Katie deposition.

2.50
0.70
0.60

650.00 650.00 750.00

$1,625.00

Meet with R. Epling re Abandonment issues.

$455.00 $450.00

Telephone conference with K. Brown re Epling depositions re Union litigation and questioning auction, and consider (.2); Telephone conference and e-mails with M. Litvak, J. O'NeiI re changes to Sept I hearing and need for clarification (.2); Emails with K. Finlayson re status of items on Sept 1 agenda (.2). Prepare for Katie depositian; meet with Katie re same.
Review and respond to emails re reply to Union opposition
to Abandonment motion.

08/24/09
08/24/09 08/24/09

KHB KHB

1.50

650.00 650.00
550.00

$975.00

0.50
1.00

$325.00
$550.00

MBL
RMS

Review Katie/Arlington deposition transcripts;


miscelIaneous emails.

08/24/09

Drafting (2.9) Reply to Union's Supplemental Objection to Motion to Abandon Trading Bay Assets and related research (2.4), and review of research, materials received from oil and gas counsel and related historical materials (1.8); telephone conference with Debtors' Alaska oil and gas counsel M Jungreis (0.8); telephone conference with K Brown (0.2); email exchanges with M Jungreis (0.2), J Arlington (0.2), and K Brown (0.2)

8.70

495.00

$4,306.50

08/24/09 08/25/09

RMS

Email rough copy of Katie deposition (Union) to client

0.10
1.70

495.00
750.00

$49.50
$1,275.00

IDK

Emails with client, others re need for call today on State of Alaska's settlement proposal on group 1 abandonment, and coordination re same (.3); Review and consider Alaska's settlement proposal re same for all landowners (.2); Attend conference call with client, others re same and how to respond (.8); Telephone conference with J. Hunter after call re same (.1); Emails with counsel to AK re its settlement proposal and our initial feedback/questions re same, and extension to object (.3).
Prep of memo to lenders re AK's settlement proposal re Group i and our general view and issues re Redoubt escrow amounts and credit against State (.2); Emails with Committee counsel re same and our prior protocol (.2); Emails with Arlington re timing of his feedback re State proposal (.1); Emails with Arlington and Cervi re coordination of calI tomorrow with landowners re Group 1 (.2); Emails with M. Litvak re issues of confide re protocol, and need to send to other landowners (.2).

08/25/09

IDK

0.90

750.00

$675.00

08/25/09

JKH

Review emails regarding and prepare for conference call regarding Alaska abandonment offer (.4); participate in conference calI regarding Alaska abandoment offer (.8); work on preparation for abandonment hearing and emails regarding same (2.5).
CalIs and emails re abandonment issues; pending items.

3.70

650.00

$2,405.00

08/25/09

MBL

0.80

550.00

$440.00

Invoice number 85524


08/25/09 08/25/09
08/25/09
MBL
MBL
IDK

68773

00002

Page 22
4.60
0.90

Draft reply in support of operated asset abandonment.

550.00 550.00

$2,530.00
$495.00 $375.00

Review abandonment presentation; background information.

Telephone conference with Marathon re possible resolution of adversary, status of abandonment of Spurr Platform, and Union deposition re evidentiary hearing (.3); Offce conference with J. Hunter re coordination of Sept i hearing re Union evidentiar hearing and Group 1 as well, and consider (.2). Emails from, to Scotta E. McFarland regarding Medema Rule 26 meeting (.1); emails to Seamon, from Max B. Litvak (SF) regarding Medema settlement (.1); email Crichlow regarding amended Union complaint (.1); review fies and emaIl Max B. Litvak (SF) regarding Marathon scheduling issues (. i).

0.50

750.00

08/25/09

JKH

0.40

650.00

$260.00

08/25/09
08/25/09 08/25/09

KFF

Revise and circulate agenda for September i hearing


Work on reply to opposition to Group 2 Abandonment motion.
Review emaIl from Andy Romez re a 26(f) conference and email to Jim Hunter re same
Review emal from Ira Kharasch regarding the need for

1.40

225.00
650.00 525.00 525.00

$315.00

KHB
SEM
SEM

9.00
0.10 0.50

$5,850.00
$52.50

08/25/09

$262.50

three motions, de minimis asset sale procedures, rejection motion and assumption motion and respond thereto re
scheduling hearing (.1 );Telephone conference with Jamie

O'Neill re hearing date (.1); EmaIl exchange with Rob Saunders regarding the drafting of the motions(.1 );Email to Mark Cervi regarding the de minimis asset sale motion and the rejection motion and the hearings thereon (.2)

08/25/09
08/25/09 08/25/09 08/25/09 08/25/09

SEM

Email communications with Rob Saunders and James


O'N el regarding length of rep Iy

0.10 0.40 0.40 0.40


12.40

525.00 535.00 535.00 535.00

$52.50

JEO

Review objection to compel payment (Ciri)

$214.00 $214.00

JEO JEO
RMS

Review September 1, 2009 agenda

Call to court regarding deadlines and September i, 2009 hearing


Drafting and revising Reply to Union's supplemental objection to Trading Bay abandonment Motion (6.5), review of research and historical materials in conjunction with drafting (3.0), and related telephone conferences with K Brown (0.5), email exchanges with J Arlington (0.2), K Brown (0.3), 1 Kharasch (O.2)and M Jungreis (0.2); conference call with J Arlington, M Jungreis (and others at his firm) and K Brown (0.5); review of draft (0.4); conference call with K Brown and M Jungreis (0.6)
Emails with attorneys re issue of

$214.00

495.00

$6,138.00

08/26/09

IDK

whether Group 1

0.60

750.00

$450.00

abandonment will moot out Group 2 disputes, or whether stl relevant to convey to Group 1 landowners as par of abandonment re access rights, and consider (.3); Emails with Zolfo, M. Litvak, re evidence on imminent harm and arguments of objecting parties re abandonment (.2); Emails with Arlington re need for his feedback on State settlement offer and coordination of landowner call today (.1).
08/26/09
IDK

alas re his group's interest in buying Group i assets, and marketing materials, and how to access info on financial operations
Telephone conference and emails with Cham

1.20

750.00

$900.00

Invoice number 85524

68773

00002

Page 23

(A); Emails with counsels to State AK, other landowners, client re meeting later today and whether they wil attend (.3); Emails with Marinucci re status of AK settlement proposal and timing of our response, and today's call, and his request for extension to fie opposition (.3); Emails with Cervi, Lazard re potential new Group 1 buyer, Chamalas, and his timing/process (.2).
08/26/09
IDK

Prepare response to all points in Alaska's settlement proposal on Group i abandonment (.5); Telephone conference with client re same and its desire for revisions (.2); Revise same and email to AK counsel re same (.3); Emails with lenders, client, and Committee re same (.2); Emails with AK counsel re need for its draft opposition to same, including brief review (.2); Emails with client re requests of landowners for TSA and AK settlement offer prior to cali today, as well as with AK re authority for same (.2); Attend conference call with landowners, client, others re Group 1 abandonment (.3); Offce conference with J. Hunter re result of call with landowners and evidence re abandonment hearing, including call with ML re same and his draft of reply brief, and AK's draft opposition (.4); Emails with AK counsel re result of call and landowners' confusion re AK's settlement offer (.2).
Conference calI with Landowners regarding Group 1
abandonment (.3); offce conference with Ira D. Kharasch

2.50

750.00

$1,875.00

08/26/09

JKH

1.0

650.00

$975.00

and telephone conference with Max B. Litvak (SF) ail Hall regarding outline preparation (.I); review draft Alaska objection (.3); review Ciri objection and email comment to Max B. Litvak regarding response (.4).
regarding same, preparation for hearing (.4); em

08/26/09 08/26/09

MBL
IDK

Continue drafting operated asset abandonment reply. Emails and telephone conferences with K. Brown re status of Union evidentiary hearing briefing, hearing coordination, and potential settlement scenarios (.2);
Telephone conferences with Marathon re upcoming Sept 1

5.20

550.00
750.00

$2,860.00

0.50

$375.00

hearing and issues on continuance of Spurr abandonment and adversary and briefing (.2); Emails with J. O'Neil and K. Finlayson re same re agenda (.1).
08/26/09
JKH

Emails, telephone conference with Romay regarding Aera consolidation, status conference (.2); email to Union counsel regarding putting over status conference (.2); email Marathon counsel regarding putting off status conference (.2); emails from Grant, Max B. Litvak regarding Medema settlement status, analysis (.1).
Prepare reply to Union's objection to Group 2
Abandonment motion.

0.70

650.00

$455.00

08/26/09 08/26/09

KHB
KHB

11.80

650.00 650.00

$7,670.00

Telephone calls with M. Litvak, M. Jungreis, R. Saunders


and J. Arlington re preparation of reply to Union's objection to Group 2 Abandonment motion.

1.0
0.30

$845.00

08/26/09
08/26/09 08/26/09 08/26/09

KHB KHB

Telephone calIs with Lynn Wolfre preparation of

reply to Union's objection to Group 2 Abandonment motion.

650.00
650.00 550.00 550.00

$195.00 $325.00

Prepare emails re exchange of exhibits for hearing.


Review and comment on Trading Bay reply brief.

0.50 2.50
0040

MBL

$1,375.00

MBL

Attend call with K. Brown and team re Trading Bay abandonment.

$220.00

Invoice number 85524


08/26/09
MBL MBL
RMS

68773

00002

Page 24
0.50 0.40 5.20

Confer with K. Brown and R. Saunders; emails re abandonment issues.


Review revised Trading Bay reply.

550.00 550.00

$275.00 $220.00

08/26/09 08/26/09

Reply to Union's Supplemental Objection to Trading Bay Abandonment Motion and related materials (2.8), including email exchanges with J Arlington (0.2), M Jungreis (0.4), M Litvak (0.2), K Makowski (0.2), G Tywoniuk (0.1) and K Brown (0.6), and voice mail and email to K Makowski (0. i); and review of local rules regarding page limit (0.1) and review of related materials for Reply (0.5)
Review and revision of

495.00

$2,574.00

08/26/09

RMS

Conference call with K Brown, M Jungreis and J Arlington regarding Reply to Union (trading bay abandonment motion (0.5); research and write up of section for reply after (1.7), including conference calI with K Brown and M Litvak (0.2).

2.40

495.00

$1,188.00

08/26/09

RMS

Telephone conference with K Brown (0. i) and related review of Reply draft (to Union's supplemental objection to Trading Bay abandonment motion) (1.0)
Telephone call from R. Saunders regarding local rules on reply briefs
Legal research: Review local rules, District Court rules,

i.o
0.10

495.00

$544.50

08/26/09 08/26/09

KPM

395.00
395.00

$39.50
$592.50

KPM

1.0
1.00

Chambers rules, and Clerk's rules for procedures on fiing reply briefs in main case
08/26/09
08/26/09
KPM KPM KPM

Draft motion for leave to exceed page limitation for reply brief

395.00
395.00

$395.00
$79.00

Conference with James E. O'Neil regarding procedures for


fiing reply brief

0.20
0.10

08/26/09

Review and respond to email correspondence from Kenneth Brown regarding further revisions to motion to exceed page limitations for reply
O'Neil regarding status of

395.00

$39.50

08/26/09
08/27/09

KPM
IDK

Draft email correspondence to Rob Saunders and James E. filing reply

0.20

395.00
750.00

$79.00

Review and consider draft reply to objections to Group i abandonment (.4); Telephone conferences and e-mails with M. Litvak re my feedback re same and list of revisions to be made (.4); Offce and telephone conferences with J. Hunter re evidentiary issues for hearing on same, testimony issues re budget and environmental issues (.5); E-mails with counsel to Alaska re status of its response to Debtor's counter re same and its initial feedback re same and production of cash flow (.3); E-mails and telephone conference with Goldman counsel re status on same and of Ocar sale (.3); Review and consider e-mails with state, client and M. Litvak re winterizing concerns of state and abandonment (. i).

2.00

$1,500.00

08/27/09

IDK

E-mail with Lazard re ERG and Group i update (. i); Telephone conference with M. Litvak re reply brief issues and Silverpoint/lender concerns on Group 2 abandonment (. i); E-mails with attorneys re need to respond to AK's cash flow concems and crR! objection re abandonment
(.2); Telephone conference and e-mail with Cham

0.80

750.00

$600.00

alas re

potential offer by his group re AK and Beta (.2); E-maiJs with counsel for AK re abandonment and Marathon and

Invoice num ber 85524

68773

00002

Page 25

related AK state court litigation (.2).


08/27/09
JKH

Offce conference with Ira D. Kharasch regarding preparation for hearing, potential witnesses (.3); conference calI regarding group 2 exhibits, preparation for hearing (1.0); telephone conference with Arlington
regarding preparation for group 1 hearing, Proffer (.3); email Tywoniuk regarding preparation of Proffer (.2); begin analysis of documents, witnesses regarding group I

4.40

650.00

$2,860.00

08/27/09 08/27/09 08/27/09 08/27/09 08/27/09


08/27/09

SEM SEM

hearing (2.2); review group 1 reply memorandum exhibits (.4). Working on preparation of exhibits to exchange with Union re Trading Bay Abandonment Motion hearing

5.50

525.00

$2,887.50

Email exchange with Rob Saunders regarding exhibits for hearing on Trading Bay Abandonment Motion
CalI with i. Kharasch re abandonment comments; emails re same.

0.10
0.50

525.00
550.00

$52.50

MBL

$275.00

MBL MBL
KPM

Revise and finalize reply brief on abandonment of operated assets.


Email objecting parties re abandonment.

2.50
0.20 0.80

550.00 550.00 395.00

$1,375.00

$11000
$316.00

Address compiling, reviewing and executing omnibus reply in support of motion to abandon Alaska assets
excluding Trading Bay

08/27/09

KPM

Address compilng, reviewing and executing hearing


memo and reply to supplemental objection of

1.00

395.00

$395.00

Union Oil to Debtors' alternative motion to abandon assets at Trading Bay

08/27/09

KPM

Draft email correspondence to Maxim B. Litvak regarding fiing reply in support of motion to abandon assets excluding Trading Bay
confirmation of

0.10

395.00

$39.50

08/27/09

KPM

Draft email to Kenneth Brown and Rob Saunders regarding confiration of fiing memo and reply brief to
supplemental objection of Union Oil to Debtors' altemative motion to abandon assets at Trading Bay

0.10

395.00

$39.50

08/27/09
08/27/09
08/27/09

KPM

Conference with Laura Davis Jones regarding procedure for filing motion to exceed page limitations for reply brief
Prepare reply and hearing brief

0.10 6.80 0.20 0.70

395.00

$39.50

KHB
IDK

to Union opposition to

650.00
750.00 650.00

$4,420.00
$150.00
$455.00

Group 2 Abandonment motion.

E-mails with Marathon, Focus, J. O'NeiI and K. Finlayson re continuation of evidentiary and Sept I agenda (.2).
Emails to, from counsel for Marathon, Noble, Union regarding status conferences, continuances (.3); check Pacer, email Romay regarding Marathon status conference (.2); review comment on draft Marathon stipulation (.2).
Revise agenda for September 1 hearing

08/27/09

JKH

08/27/09 08/27/09

KFF KFF KFF KFF


KHB

0.60

225.00 225.00 225.00

$135.00 $157.50 $225.00 $360.00


$1,430.00

Draft service documents for September 1 hearing

0.70
1.00
1.60

08/27/09 08/27/09 08/27/09

Draft Scheduling Order and Certification of Counsel for Noble adversary

Prepare Reply Briefs regarding Alternative Motions for


e-fiing and service, including special service for each

225.00
650.00

Telephone calIs with R. Saunders, M. Jungreis, L. Wolf and J. Arlington re preparation of reply and hearing brief to Union opposition to Group 2 Abandonment motion.

2.20

Invoice number 85524


08/27/09

68773

00002

Page 26
0.20

KHB

Telephone caBs with i. Kharasch re preparation ofreply and hearing brief to Union opposition to Group 2 Abandonment motion.
Review and prepare exhibits for transmission to Union and telephone calls with R. Saunders and S. McFarland re same.
Telephone caBs with J. Hunter re preparation of

650.00

$130.00

08/27/09

KHB

5.30

650.00

$3,445.00

08/27/09

KHB

reply and

0.20

650.00

$130.00

to Union opposition to Group 2 Abandonment motion.


hearing brief

08/27/09 08/27/09

JED
RMS

Email with PSZ&J team regarding trial exhibits regarding


Abandonment motions
Review of

0.40
11.70

535.00

$214.00

Reply to Union's Supplemental Objection to Trading Bay Abandonment Motion (including review of comments from Debtors' oil and gas attorneys) (1.8) and drafted detailed email memorandum to K Brown with suggested changes (0.6); review ofL Wolfs and J Arlington's comments and drafted detail email with questions (0.7); email to M Jungreis with question (0.1); email exchange with M Litvak, K Brown and L Wolf
regarding Reply (0.6); review of objection to

495.00

$5,791.0

08/27/09 08/27/09

RMS

MLO

abandonment fied by the State of Alaska (0.4); review of AAC, AS and related materials (0.7); review ofM Jungreis's comments to draft Reply (0.2); email exchange with L Wolf regarding comments (0.3); further review of draft Reply and relevant materials (0.8); conference caIl with J Arlington, L Wolf, M Jungreis and K Brown regarding Reply (0.4); conference call with J Arlington, L Wolf, M Jungreis and K Brown regarding exhibits for hearing (1.7); telephone conferences with S McFarland and K Brown after conference caIl (0.3); compiling exhibits for tomorrow's exhibit exchange including document review and telephone conferences and email exchange with K Brown and S McFarland. (2.6); review oftitle opinion (0.5) Research for hearing on motion to abandon trading bay unit assets and drafting related memorandum Prepare reply to objections re: abandonment motion (excluding Trading Bay) for fiing (.2); fie same (.1); execute service of same and coordinate delivery of same to
chambers (.2)

1.80

495.00 210.00

$891.00 $105.00

0.50

08/27/09

MLO

Prepare reply to objections re: abandonment motion (at Trading Bay)- including motion for leave to exceed page limit - for fiing (.2); file same (.2); execute service of same and coordinate delivery of same to chambers (.2)
Kenneth Brown regarding fiing and service of

0.60

210.00

$ 1 26.00

08/27/09
08/27/09 08/28/09

KPM

Review and respond to email correspondence from reply briefs

0.10 3.00
1.10

395.00

$39.50

FSH
IDK

Review 50 exhibits and sort and compile for transmission


to Ken Brown.

225.00 750.00

$675.00 $825.00

E-mails with Arlington and BLM re BLM shut in-abandonment concerns (.2); E-mail J. Hunter and M. Litvak re same (.1); E-mails and telephone conferences with counsel to AK re problems in negotiating consensual Group 1 abandonment given different landowners, timing and related issues (.6); E-mails with attomeys re same and
problem of

no settlements (.2).

Invoice number 85524


08/28/09

68773

00002

Page 27
0.90

10K

E-mails with client, NAE, others re NAE's claim that it has investor financing to close a Group 1 sale and infonnation re same and such investors and timing re same (.3); Telephone conference with J. Hunter re evidentiary issues re Group 1 abandonment and whether to submit an exhibit list (.1); E-mails with lender, client, Aurora re Aurora offer to purchase its operation project (.3); E-mails with M. Litvak re timing of abandonment of Kustatan and the
September 14-15 "lift" to take oil out of

750.00

$675.00

tanks (.2).

08/28/09

10K

Telephone conference with M. Litvak re latest from AK re Group I and related issues and its possible purchase of status ofNAE offer (.2); E-mails with M. Litvak re Kustatan abandonment and delayed timing (.2).
Telephone conferences with Ira D. Kharasch, Kenneth H. Brown (SF) regarding group 2 abondonment motion status, preparation for hearing (.3); begin review documents,
emails regarding group two abandoment motion (1.6);

0.40

750.00

$300.00

08/28/09

JKH

6.80

650.00

$4,420.00

preparation and telephone conferences with Hall, Tywoniuk regarding group i Proffers (.9); preparation documents, witness summaries for transmittal to objecting
parties regarding group 1 abandoment motion (2.2);

telephone conferences with James O'Neil (DE), Ira D. Kharasch, Kenneth H. Brown (SF) regarding providing summaries, documents regarding group 1 abandonment motion (1.6); review CIRI supplemental opposition (.2).
08/28/09 08/28/09 08/28/09 08/28/09 08/28/09
08/28/09
SEM
SEM
Review em

ail received from Megan Wilson re exhibits to

0.30

525.00 525.00 550.00 650.00


650.00 650.00

$157.50

send to Union(.2);Forward same to Ken Brown(. i)


Working on preparation of

exhibits for the Trading Bay

2.00
0.70

$1,050.00
$385.00

Abandonment Hearing to provide to Union

MBL
KHB KHB
KHB

Revise abandonment orders.

Review and designate exhibits for evidentiary hearing on . Group 2 Abandonment motion. Review exhibit resignation by Union.
Review Union exhibits and emails re same. Review draft of agenda and e-mails with attorneys re same (.3); Telephone conference with J. Hunter re litigation issues re Group 2 and Group 1 abandonment and coordinate hearings re same (.3); Telephone conference Union litigation with K. Brown and M. Litvak re status of and potential settlement re facilities agreements (.2).

4.70
0.60
1.20

$3,055.00
$390.00 $780.00 $600.00

08/28/09

10K

0.80

750.00

08/28/09
08/28/09

IDK

E-mails on Saturday 9/29 re revised agenda and my feedback re same. Emails to, from Paddock regarding Noble stipulation and review same (.2); email Committee for input on Noble stipulation (.1); emails from, to James E. 0' Neil (DE) regarding Marathon stipulation status, approval (.1); emails from Kellan, to Ira D. Kharasch, Max B. Litvak, Scotta E. McFarland regarding Medema settlement and offce
conference, forward documents to Scotta E. McFarland

0.20
0.70

750.00 650.00

$150.00

JKH

$455.00

regarding same (.3).


08/28/09

KFF
KFF
KHB

Respond to request to forward Reply Brief

to counsel

0.30
1.50

225.00 225.00
650.00

$67.50
$337.50

08/28/09 08/28/09

Revise agenda and documents for September 1 agenda


Telephone calls with J. Hunter re hearing on Group 2
Abandonment motion.

0.50

$325.00

Invoice number 85524


08/28/09
KHB

68773

00002

Page 28
testimony

Prepare witness designation and summary of and em

1.20

650.00 650.00

$780.00 $585.00
$325.00 $325.00 $195.00

ails re same.

08/28/09 08/28/09 08/28/09 08/28/09

KHB
KHB

Emails with Union Counsel re request to admit testimony by affidavit; review affdavit and respond to request.
Emails with Union Counsel re exhibits.

0.90 0.50 0.50 0.30

650.00 650.00
650.00

KHB
KHB

Confer with M. Litvak re status offacilities agreement and impact on hearing on Group 2 Abandonment motion. Confer with M. Litvak and i. Kharasch re status of facilities agreement and impact on hearing on Group 2
Abandonment motion.

08/28/09 08/28/09 08/28/09

SEM

Telephone confemece with Mark Cervi regarding the de mininis asset sale motion and the rejection motion

0.40
0.10 0.30

525.00 525.00 525.00

$210.00

SEM
SEM

Review and respond to email from James O'Neil re agenda for Oct. 1 hearing
Conference with Jim Hunter regarding the Medema complaint(.2);Email communications with Jim Hunter, Max Litvak and Ira Kharasch re reasons for payment of

$52.50
$157.50

ORRs(.l)
08/28/09 08/28/09 08/28/09 08/28/09
MBL

FolIow up calIs and emails re facilities agreement.


Finalize agenda for September 1, 2009 hearing

1.00

550.00 535.00 535.00

$550.00 $321.00 $160.50

JEO JEO
RMS

0.60 0.30 6.80

Review exhibit list for Union Oil

Review and preparation of proposed exhibits for exchange with Union (Trading Bay abandonment motion) (3.8) and email exchanges with K Brown (0.8) and S McFarland (0.8) and telephone conferences with S McFarland (0.9) and K Brown (0.5)

495.00

$3,366.00

08/28/09 08/28/09

RMS RMS

Email exchange with G Tywoniuk regarding depo transcripts


Research, review of research and drafting memorandum regarding research question regarding Union objection to Group 2 Assets (Alaska) abandonment

0.20
1.50

495.00

$99.00

495.00

$742.50

08/28/09

FSH

Additional review of new exhibits and cross reference exhibit list from Megan against one sent from Rob Saunders.
Work on group 2 abandonment, review transcripts, emails, exhibits (2.6); work on preparation for group 1 abandonment hearing, including preparation of initial draft ofTywoniuk, HaIJ and Arlington Proffers and emails regarding same (5.9).

1.50

225.00

$337.50

08/29/09

JKH

8.50

650.00

$5,525.00

08/29/09
08/29/09

MBL
RMS

Emails re facilties agreement with Union; Group 2 sale issues.


Research (0.5) and drafting (2.5) memorandum on research question regarding trading bay abandonment motion (Union's objection) and email draft of it to K Brown (0.2) Email exchange with K Brown regarding new facilities agreement and end of dispute with Union over abandonment
E-mails with client, Lazard re status of potential Group 1 buyers (.2); E-mails with M. Litvak re who wil testify on
September 1 (.1); Prep for September 1 omnibus hearing on sales and abandonment (1.2).

0.70 3.20

550.00

$385.00
$1,584.00

495.00

08/29/09

RMS

0.10

495.00

$49.50

08/30/09

IDK

1.0

750.00

$1,125.00

08/30/09

KFF

Revise agenda, documents and service for September I

1.0

225.00

$382.50

Invoice number 85524


hearing

68773

00002

Page 29

08/30/09
08/30/09
08/3 1/09

RMS

Email S McFarland regarding end of dispute with Union over abandonment

0.10 0.20
1.00

495.00
750.00 750.00

$49.50

IDK
IDK

Telephone conferences with M. Litvak re status of all motions up on September 1 and our prep status (.2).

$150.00

Telephone counsel for State of Alaska re status of its position re sale and abandonment (.2); E-mails with R. Epling re dispute on Group 2 abandonment order re title (.2); E-mails with lenders re same and Marinuzzi contact information (.1); E-mails with 1. O'Neil re his message to court re partial resolution of Group 2 abandonment (.1); Offce conference with M. Litvak and J. Hunter re coordination of hearing and evidence tomorrow in light of new developments (A). E-mails with R. Epling re open issue on Group 2 abandonment (.2); E-mails with AK counsel re same (.1); E-mails with Marathon re detailed update on sales and abandonment re September 1 hearing (.3); Review and consider settlement offer of CIRI re abandonment and M. Litvak feedback re its issues (.3). Meetings with client, others, Lazard, to vet new offers for Group 1 received today and how to respond and deal with lenders' reaction and whether we can get delay, folIowed by calI with lenders re same, and review of various overseas (1.7); Prep of memo to lender group and Committee re status of aII new offers and next steps and meet with client re same and various issues (.7). Prepare for group 1 abandonment hearing, including
meetings with witnesses, revisions of

$750.00

08/31/09

IDK

0.90

750.00

$675.00

08/31/09

IDK

2040

750.00

$1,800.00

08/31/09

JKH

10.80

650.00

$7,020.00

Proffers, office

conferences with Ira D. Kharasch and Max B. Litvak regarding preparation for hearing.
08/31/09
JKH

Emails from Seamon, to, from Scotta E. McFarland regarding Medema settlement (.1); email from Paddock, offce conference with Jorge E. Rojas regarding Noble scheduling order revision (.1)

0.20

650.00

$130.00

08/31/09 08/31/09
08/3 1/09

SEM SEM

Telephone conference with John Siemers re Medema complaint


Review and comment on critical dates for Oct. 1 st hearing

0.20 0.20
0040 0040

525.00
525.00

$105.00

$105.00 $214.00

JEO JEO

Review status of matters regarding September 2, 2009 hearing Call with counsel for Union regarding status of Group 2 Abandonment and call to court regarding no need for evidentiary hearing Work on scheduling order for Noble adversary Work on amended agenda
Preparation for next hearing
Review and respond to em ail correspondence from James E. O'Neil regarding amended agenda for 9/1/09 hearing

535.00
535.00

08/31/09

$214.00

08/31/09

JEO JEO RMS


KPM

0.50
0040

535.00

$267.50

08/31/09
08/31/09 08/31/09

535.00

$214.00
$346.50

0.70 0.10

495.00
395.00

$39.50

Task Code Total

402.60

$225,699.00

Case Administration (8110)

Invoice number 85524

68773

00002

Page 30

08/03/09

CJB

Maintain document control.

3.40 0.10 0.10 0.10 0.10


0.40 0.10 0.10 0.10 0.10

115.00 125.00 125.00

$391.00

08/03/09
08/03/09

BMK
ILL

Prepared daily memo narrative and coordinated client distribution.


Coordinate and distribute pending pleadings to clients and
legal team.

$12.50
$12.50
$52.50

08/04/09 08/04/09 08/04/09


08/04/09

SEM

Dealing with updates to service list


Review and respond to S. McFarland email memo re service issues for J. Aron & Company
Search Secretary of State websites for service agent for J. Aron & Company

525.00

SAQ
SAQ
ILL

225.00 225.00
125.00

$22.50 $90.00

Coordinate and distribute pending pleadings to clients and


legal team.

$12.50
$52.50 $12.50
$12.50

08/05/09 08/05/09
08/05/09

SEM
BMK
ILL

Email exchange with Katie Nownes of Omni regarding service address for SS Admin
Prepared daily memo narrative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and legal team. Prepare hearing notebook for hearing on 8/12/2009.

525.00
125.00 125.00

08/06/09 08/06/09 08/07/09 08/07/09 08/08/09 08/09/09

ARP
BMK

2.00
0.10 3.00

115.00 125.00
115.00

$230.00
$12.50

Prepared daily memo narrative and coordinated client distribution.


Prepare hearing notebook for hearing on 8/12/2009. Prepare hearing notebook for hearing on 9/1/2009.

ARP ARP
SEM

$345.00
$172.50

1.0
0.10

115.00

Email exchange with Mark Cervi, Brian Osborne and Katie Nownes regarding adding a new vendor to the service list
Review updated docket and draft critical dates

525.00 225.00
125.00 125.00 115.00

$52.50
$157.50
$12.50 $12.50 $57.50

KFF
BMK
ILL

0.70 0.10 0.10 0.50 0.10 0.10 0.50 0.20 0.10 0.10 0.10
1.40

08/10/09
08/1 0/09

Prepared daily memo narrative and coordinated client distribution.


Coordinate and distribute pending pleadings to clients and legal team.

08/11/09
08/11/09 08/12/09 08/13/09 08/13/09
08/1 3/09

ARP ILL
ILL

Prepare hearing notebook for hearing on 8/12/2009.

Coordinate and distribute pending pleadings to clients and legal team.


Coordinate and distribute pending pleadings to clients and
legal team.

125.00
125.00

$12.50
$12.50

MBL
SAQ

Numerous emails re miscellaneous case issues.


Coordinate update of

550.00

$275.00
$45.00 $12.50 $12.50

2002 list

225.00
125.00

BMK
ILL

Prepared daily memo narrative and coordinated client distribution.


Coordinate and distribute pending pleadings to clients and
legal team.

08/13/09
08/14/09 08/15/09 08/17/09 08/18/09

125.00

CAK

Review documents and organize to fie.


Review updated docket and recently fied documents and draft critical dates memo Coordinate and distribute pending pleadings to clients and
legal team.

205.00
225.00
125.00

$20.50
$315.00
$12.50

KFF
ILL

0.10
1.20

CJB

Maintain document control. Prepare hearing notebook for hearing on 9/1/2009.

115.00 115.00

$138.00 $172.50

08/18/09

ARP

1.0

Invoice number 85524


08/19/09
ARP
BMK
KLS
ILL

68773

00002

Page 31
2.00
0.10
1.00

Prepare hearing notebook for hearing on 9/1/2009.

115.00
125.00 175.00

$230.00
$12.50

08/19/09 08/20/09 08/20/09


0812 1/09

Prepared daily memo narrative and coordinated client distribution. Review documents sent by R. Elder to K. Brown; organize and compile binder re same.
Coordinate and distribute pending pleadings to clients and legal team.

$175.00
$12.50

0.10
1.00

125.00
115.00

ARP
BMK
ILL

Prepare hearing notebook for hearing on 9/1/2009.

$115.00
$12.50 $12.50

08/21/09

Prepared daily memo narrative and coordinated client distribution.


Coordinate and distribute pending pleadings to clients and
legal team.

0.10
0.10
1.00

125.00
125.00

08/21/09
08123/09

KFF

Review updated docket and recently fied pleadings and draft critical dates memo
Prepare hearing notebook for hearing on 9/1/2009.
Coordinate and distribute pending pleadings to clients and legal team.

225.00
115.00 125.00 115.00

$225.00 $345.00
$12.50

08/24/09

ARP
ILL

3.00 0.10

08/24/09 08/25/09 08/25/09 08/25/09


08/25/09
08126/09

ARP
SAQ

Prepare hearing notebook for hearing on 9/1/2009.

2.50
0.20 0.10 0.10 2.50 0.50 0.10

$287.50
$45.00 $12.50 $12.50

Phone call from stockholder, Dr. Ed Raschad, re status of case and pending sale of assets
Prepared daily memo narrative and coordinated client distribution.
Coordinate and distribute pending pleadings to clients and
legal team.

225.00
125.00 125.00 115.00 175.00

BMK
ILL

ARP
KLS

Prepare hearing notebook for hearing on 9/1/2009.


Review/revise Hearing Memo.

$287.50
$87.50 $20.50

08/26/09
08127/09

CAK

08/27/09
08/28/09 08/28/09 08/29/09 08/31/09

ARP ARP
ILL

Review documents and organize to fie. Prepare hearing notebook for hearing on 9/1/2009. Prepare hearing notebook for hearing on 9/1/2009. Coordinate and distribute pending pleadings to clients and legal team.
Review updated docket and recently fied pleadings and draft critical dates memo
Coordinate and distribute pending pleadings to clients and
legal team.

205.00
115.00 115.00 125.00

2.50 2.50
0.10

$287.50
$287.50
$12.50

KFF
ILL

1.0
0.10

225.00
125.00

$270.00
$12.50

Task Code Total

39.00

$5,527.50

Claims Admin/ObjectionslB310)
08/03/09 08/04/09 08/05/09
08/05/09
RMS RMS

Review email from counsel to Kreielsheimer Remainder foundation and related em ails fro J Arlington and M Cervi

0.20

495.00
495.00
550.00

$99.00

MBL
RMS

Telephone conference with M Litvak regarding ORRs Calls and emails re ORR claims.
Research and review of research (1.8) and review of other relevant materials (i .0) for lowest intermediate balance test for tracing funds claimed by ORR owners and sent detailed email to M Cervi (0.2) and email exchange with

0.30 0.50

$148.50 $275.00 $2,376.00

4.80

495.00

Invoice number 85524

68773 00002

Page 32

him (0.2); conference call with M Cervi, J Delconte and J Hunter regarding ORR amounts (0.4); drafted detailed email after call to I Kharasch and M Litvak (0.3); preparation for drafting motion regarding ORRs and LIBT as requested by lenders (0.90)
08/06/09
RMS

08/1 0/09

RMS

Email exchange with M Cervi (0.2) and J Delconte (0.1) relevant materials reg (0.2) regarding cash and review of tracing materials trcing for Alaska ORRs and review of (0.6) Review of em ail and attachments from Laurus Fund ail to client regarding on-shore California ORRIs and em and Zolfo Cooper

1.10

495.00

$544.50

0.30

495.00

$148.50

08/11/09

10K

Review of numerous emails re lowest intermediate balance test re ORRI dispute and need to resolve (.2). Emails with R. Saunders, Amber re issues on Laurus royalty claim (.2); Email with client re same re Oxy (.1).
Review of

0.20

750.00
750.00

$150.00 $225.00
$247.50

08/17/09 08/17/09

10K
RMS

0.30 0.50

Laurus ORR-related matenals received from G

495.00

Amber by email, review of claims docket and related materials and return email to GAmber (0.4); related email exchange with I Kharasch (0.1)
08/ i 8/09

10K
RMS

Emails with client, Laurus re status of its royalty claims and Occidental sale (.3). Research Oxy addresses (from historical PSAs and docket) ail to I Kharasch per request (0.6); email for Laurus and em exchange with GAmber (0.1)

0.30 0.70

750.00

$225.00

08/18/09

495.00

$346.50

08/19/09

SAQ

Prepare email to K. Tomossonie, M. Cervi and J. Kuritz re claims reconciliation and possible preparation of amendments to schedules
Emails with A. Caine re need for memo on claims analysis requested by client (.2).

0.10

225.00

$22.50

08/20/09
08/2 i /09

10K
RMS

0.20

750.00

$150.00 $198.00

Email exchange with M Litvak and email to Zolfo Cooper regarding CIRI, voice mail and email to R Mallard
regarding extension

0.40

495.00

08/24/09 08/24/09
08/24/09 08/24/09

AWC

Draft memo re claims objections process.

0.80 0.10

675.00 750.00
550.00

$540.00
$75.00
$1,210.00

10K
MBL
MBL
RMS
KFF

Review of emails re status and open issues on CIRI admin motion.


Draft objection to CIRI administrative claim motion. Follow up re CIRI administrative claim motion.
Email exchange with M Cervi regarding CIRI
Prepare Objection to Cok Inlet Region's Motion for Administrative Expenses for e-fiing and service, including affdavit of service and special service list

2.20 0.40
0.10
0.70

550.00

$220.00
$49.50

08/24/09
08/25/09

495.00 225.00

$157.50

08/25/09
08/25/09

AWC

Emails re claims objections issues, revise process memo and email to Zolfo thereon.

0.50 0.30

675.00 750.00

$337.50 $225.00

10K

Review bnefly A. Caine claims process memo, and need for revisions (.2); Emails to A. Caine re same with critical date deadlines (. i).
Review claims objection memo and email exchange with Andy Caine re same
Emails regarding claims objections issues. Emails with attorneys re claims objection process and whether to stop amending schedules (.1).

08/25/09 08/26/09 08/26/09

SEM

0.10 0.20
0.10

525.00 675.00 750.00

$52.50

AWC 10K

$135.00

$75.00

Invoice number 85524


08/28/09
RMS

68773

00002

Page 33
0.10
15.50

Email M Litvak and S McFarland regarding filing by CIRI

495.00

$49.50

Task Code Total

$8,282.50

Compensation Prof. (BI60)


06/28/09
LDJ LDJ
LDJ

Review and revise interim fee application (May 2009)


Review and finalize first quarterly fee application Review and finalize interim fee application (June 2009)
Draft certification of no objection for PSZ&J's June fees
E-fie certification of

0.30

795.00 795.00
795.00

$238.50

0710/09

0.30 0.30 0.50 0.50


3.70 0.80 0.20
1.20

$238.50 $238.50 $112.50 $112.50


$1,757.50
$164.00

07/3/09
08/03/09 08/04/09
08/16/09

KFF KFF

225.00 225.00

no objection for PSZ&J's quarterly

WLR

(March - May 2009) fees Draft July 2009 fee application


Review and update July Fee Application.
Coordinate posting, filing and service of July bilL.

475.00
205.00 205.00 225.00

08/19/09 08/20/09

CAK CAK

$41.00
$270.00 $112.50

08/20/09
08/20/09 08/21/09

KFF
KFF

Prepare July fee application for PSZ&J for e-fiing and service, including drafting Notice and Affdavit of Service Draft certification of no objection for PSZ&J's July fees
E-fie certification of

0.50 0.50

225.00
225.00

KFF

no objection for PSZ&J's June fees

$112.50

Task Code Total

8.80

$3,398.00

Compo of Prof.Others

07/02/09 08/03/09
08/03/09 08/03/09
08/04/09

JEO
SEM SEM SEM

Review Schully revised fee application

0.20 0.10

535.00
525.00
525.00 525.00

$107.00
$52.50 $52.50 $52.50

Verifying that no objections had been fied to certain fee apps re CNO to be fied Email exchange with Katherine Piper and with Rutan re mistake in Rutan fee app Email to Jess Del Conte regarding Hartig invoice (OCP)
E-fie certification of

0.10

0.10 0.50
0.50 0.50 0.10

KFF
KFF KFF
SEM

no objection for Lazard's quarterly

225.00 225.00 225.00


525.00

$112.50 $112.50

08/04/09
08/04/09 08/04/09

(March - May 2009) fees E-fie certification of no objection for Schully's May fees
E-file certification of no objection for Schully's April fees

$112.50
$52.50

Email exhcnage with Kathe Finlayson regarding the fiing ofCNO's for Schully and Lazard fee apps and email to
Rob Lynd re Lazad's

08/04/09

SEM

08/04/09 08/05/09
08/05/09

KPM
KFF
SEM SEM

Email exchange with Katherine Piper re Rutan Quarterly and email to Matt Grimshaw re same(. 1 );Email exchange with Kathe Finlayson regarding CNO re Rutan Quarterly(.I) Review email correspondence from M. Grimshaw (Rutan) regarding revisions to Rutan fee applications
Submit several cnos to company for payment Pre-petition fees of Review Motion re Payment of Schully(.2);Email exchange with Lynn Wolfre same(. i)

0.20

525.00

$105.00

0.10

395.00

$39.50 $45.00
$157.50
$52.50

0.20 0.30 0.10

225.00
525.00

08/07/09

Email exchange with Ira Kharasch regarding the status of

525.00

Invoice number 85524

68773 00002

Page 34

Rutan and Schully's fee applications

08/07/09 08/07/09

JEO
MLO

Review amended fee application for Putan Tucher

0.40
0.50

535.00

$214.00

Finalize and coordinate fiing of amended 3rd monthly fee Rutan & Tucker for May 2009 (.3); prepare application of and execute service of same (.2)
Email exchange with Ira Kharasch regarding getting a hearing date for the first interim fee apps Email to Kathe Finlayson regarding Rutan amended fee
app

210.00

$105.00

08/08/09

SEM SEM SEM

0.10
0.10

525.00

$52.50 $52.50

08/08/09
08/08/09

525.00 525.00

EmaiJ to Kathe Finlayson regarding a list offee apps fied


by Rutan and by Schully

0.10 0.80 0.10 0.10 0.10 0.50

$52.50
$180.00
$52.50

08/09/09 08/09/09 08/09/09


08/10/09 08/10/09

KFF
SEM

Download Amended quarterly fee application for Rutan in


preparation for e-fiing and service

225.00
525.00

SEM
IDK

Email exchange with Mark Clemans and Kathe Finlayson regarding fiing CNO for latest Milstream app and Ira Kharasch Email exchange with Lynn Wolf regarding the fiing of the Schully June fee app

525.00

$52.50 $75.00
$112.50

Emails with S. McFarland re status of Rutan, Schully


applications, payment (.1).
Review fee applications and certifications of

750.00

KFF

no objection

225.00

fied to date for Rutan and for Schully and draft list as requested by Scotta McFarland
08/1 0/09

SEM

Email exchange with Kathe Finlayson regarding the status of the Schully and the Rutan fee apps

0.10 0.10 0.10

525.00
525.00 525.00

$52.50 $52.50 $52.50

08/1 0/09
08/1 0/09

SEM SEM

Email communications with Rutan re fiing of June fee app Email exchange with Ira Kharasch and Matt Grimshaw regarding Rutan's June fee app and payment offees for
case
Email exchange with Kitt Makowski regarding Meyers

08/10/09 08/10/09
08/1 0/09

SEM

0.10 0.10

525.00 525.00

$52.50 $52.50

Norris interim fee app


SEM
SEM

Responding to Jesse DelConte regarding the need for orders on interim fee apps
Email exchange with Kathe Finlayson regarding the verification for Jensen that second monthly fee app was fied and email with Diane Troth re same
Email exhange with Mark Clemans regarding the hearing date for the first interim fee apps and the CNO on Milstreams fourth monthly

0.10

525.00

$52.50

08/1 0/09

SEM

0.10

525.00

$52.50

08/10/09
08/1 0/09
08/1 0/09 08/1 0/09

SEM
SEM

Email exchange with Jamie O'Neil regarding the hearing date for the first interim fee apps

0.10 0.10 0.10

525.00
525.00

$52.50 $52.50 $39.50 $79.00

KPM KPM

08/1 1109

KFF KFF

Email exchange with Kathe Finlayson regarding the fiing the June fee app for Rutan Telephone call with J. Tuffs (MP) regarding questions concerning quarterly fee application process Draft email correspondence to Scotta E. McFarland regarding MNP questions concerning quarterly fee application process no objection for Rutan's amended Draft certification of May fees
of

395.00
395.00

0.20

0.50 0.50

225.00 225.00

$112.50 $112.50

08/1 1/09

Draft certification of no objection for Rutan's quarterly fee application

Invoice nnmber 85524


08/11/09 08/11/09
08/11/09

68773

00002

Page 35
0.50
0.50

KFF KFF KFF


SEM

E-fie certification of E-file certification of

no objection for Rutan for June fees

225.00 225.00
225.00
525.00

$112.50
$112.50

no objection for Milstream for first


no objection for Rutan's amended

quarterly fees
E-fie certification of

0.50 0.60

$112.50 $315.00

first quarterly fees

08/11/09

Telephone conference with Ira Kharasch regarding Albrecht engagement letter and order (.I);locating and review of same (.4);Conference with Ira Kharasch re same
(. I)

08/1 1/09

SEM SEM SEM SEM


SEM

auditor and timing of

Telephone conference with James O'Neil regarding the fee first hering on interim fee apps

0.10 0.10 0.10 0.10 0.40 0.10


0.10 0.20 0.10

525.00 525.00 525.00 525.00

$52.50 $52.50 $52.50 $52.50

08/11/09

Email exchange with Kathe Finlayson re CNO for Milstream and Rutan fee apps
Email exchange wth Kitt Makowski regarding Meyers
fiing interim fee app

08/11/09 08/11/09
08/11/09 08/11/09

Email to Diane Toth verifying fiing of Jensen 2nd mo fee


app

Telephone conference with James O'Neil regarding getting a hearing date for the first interim fee apps

525.00
525.00
525.00

$210.00
$52.50 $52.50

SEM SEM
KPM KPM
KFF
SEM

Emails to Milstream and Rutan re fiing ofCNOs for fee


apps
Voice message and em status of

08/11/09

ail to Warren Smith regarding the the interim fee app review

08/11/09
08/11/09 08/12/09

Review interim compensation procedures order regarding process for quarterly fee applications

395.00

$79.00
$39.50

Draft email correspondence to Scotta E. McFarland regarding quarterly fee application procedures
Draft exhibit chart of professionals' fees and expenses for the first quarterly fee hearing

395.00

2.10 0.30

225.00
525.00

$47250
$157.50

08/12/09

Telephone conterence with Joe McMahon re Schully prepetition fees(.I);EmaiI exchange with Lynn Wolfre same(.1 );Revise order re payment of Schully's prepetition fees re UST comments

08/12/09

SEM

Email communications with Waren Smith regarding what the fee auditor needs to finish review of first interim fee apps (.1 );Gathering needed information(.4)
Email to Mark Clemans regaring the fee auditor's initial report re Millstream quarerly

0.50

525.00

$262.50

08/12/09
08/12/09

SEM
SEM

0.10 0.10

525.00 525.00

$52.50
$52.50

Email to Milstream and Rutan regarding the submission of the CNOs for quarterlies and for Millstream June fee app to Debtors for payment
Following up with Lynn Wolfre her review of the motion re payment of prepetition fees(.l );Email exchange with

08/12/09

SEM

0.40

525.00

$210.00

Lyn Wolfre need for affdavit to support same


(.1 );Review affdavid(.1 );Emails to Kathe Finlayson regarding fiing and service of same tomorrow(.1)

08/12/09

SEM

08/13/09

KFF

Email exchange with Kathe Finlayson and Lynn Wolfre CNO fiing for quarterly for Schully Prepare Motion ofSchully to Apply Retainer to Fees for e-fiing and service, including drafting Notice and
Affdavit of Service

0.10 0.90

525.00

$52.50

225.00

$202.50

Invoice number 85524


08/13/09 08/13/09 08/13/09 08/13/09
08/13/09

68773

00002

Page 36
0.50
1.50
1.20

KFF KFF KFF


SEM
SEM SEM

E-fie certification of

no objection for Schully's first

225.00 225.00

$112.50

quarterly fees

Draft exhibit chart of professionals' fees and expenses in First Quarterly Fee Hearing connection with Notice of

$337.50 $270.00 $210.00


$52.50 $52.50

Prepare Julnefee application of Schully for e-fiing and service, including affdavit of service and Notice Gathering information needed by Fee Auditor(.3);EmaIl to missing items(l) Warren Smith re responses re his list of
Email exchange with Lynn Wolfre CNO for quarterly regarding the tasks EmaIl exchange with Lynn Wolf performed by the fee auditor and the need to fie an amended quarterly
Follow-up with Kathe Finlayson regarding the fiing of the

225.00
525.00

0.40 0.10
0.10

525.00 525.00

08/13/09

08/13/09

SEM

0.10

525.00

$52.50

Motion re the payment of Schully's prepetition fees and emaIl to Lynn Wolfre same
08/14/09
KFF

Respond to request from Schully for sample amended quarerly fee application
Draft certification of no objection for Schully's June fees

0.20 0.50 0.30 0.40

225.00 225.00 225.00

$45.00

08/14/09 08/14/09
08/14/09 08/14/09

KFF KFF KFF


SEM

$112.50
$67.50

Respond to request from fee auditor for copy of Lazard's


quarterly fee application

Respond to request for sample quarterly fee applications from Jensen and forward PSZ&J and Rutan
EmaIl exchange with Kathe Finlayson regarding information needed by the fee auditor
EmaIl communications with Rutan, Jensen and Schully regarding fee auditor requests

225.00
525.00 525.00 525.00

$90.00
$52.50

0.10 0.20
0.10

08/14/09 08/14/09
08/14/09

SEM SEM SEM

$105.00

Email communications with Diane Toth re status of Jensen fee apps the June Email to Kathe Finlayson regarding the fiings of Rutan fee app

$52.50
$52.50

0.10
1.00

525.00 225.00

08/15/09 08/17/09
08/17/09

KFF

Draft fee portion of agenda notice for first quarterly fee applications

$225.00 $270.00

KFF KFF
SEM

Prepare July fee application for Rutan for e-filing and service, including affdavit of service
Draft certification of

1.0
0.50 0.10

225.00
225.00
525.00 525.00

no objection for Rutan's July fees

$112.50
$52.50
$2 i 0.00

08/17/09 08/18/09

Email exchange with Mark Clemans regaring the hearing on the interim fee apps Continuning communication with Warren Smith re missing information needed for fee review(.2);Continued effort to gather information needed for fee review(.2) Email exchange with Kathe Finlayson, Rob Lynd, Ritchie Clark re CNO's to be fied re fee apps
Email exchange with Ira Kharasch, Katherine Piper and Jesse DelConte regarding OCP payment report no objection for Jensen's May fees E-fie certification of
E-fie certification of

SEM

0.40

08/18/09

SEM

0.10
0.10 0.50

525.00 525.00

$52.50
$52.50

08/18/09

SEM

08/19/09 08/19/09
08/19/09

KFF KFF
SEM

225.00 225.00
525.00

$112.50 $112.50
$52.50

no objection for Lazard's June fees

0.50

Email exchange with Warren Smith and Lynn Wolf regarding inforamation stil needed by the fee audiitor re Schully's expenses
EmaIl exchange with Jesse DelConte regarding the OCP

0.\0

08/19/09

SEM

0.10

525.00

$52.50

Invoice number 85524

68773

00002

Page 37

report and review report


08/19/09 08/19/09 08/20/09 08/21/09
SEM SEM

Email exchange with Katherine Piper regarding the OCP payment report

0.10 0.10 0.60


0.10

525.00

$52.50 $52.50

Email to Kathe Finlayson and James O'Neil regarding preparation of and fiing OCP payment report
Draft Notice and revise exhibit chart for first quarterly fee period

525.00

KFF
SEM

225.00
525.00

$135.00
$52.50

Email exchange with Ira Kharasch regarding talking to Warren Smith re a date for a hearing on the first interim fee apps

08125/09

KFF
SEM

Draft exhibit chart to omnibus order for first quarerly fees


Email to Mark Clemans regarding final audit report on Milstream first quarterly Review OCP fee statement

1.30

225.00
525.00 535.00
750.00

$292.50
$52.50

08125/09

0.10 0.20 0.30

08/25/09 08/26/09

JEO

$107.00

10K

08/26/09 08/26/09

SEM
SEM

Emails with attomeys re Milstream fees/expenses and auditor issue, and auditor's position on quarterlies, and auditor's position on need for delay re same. Email exchange with Ira Kharasch regarding date for the hearing on the first interim fee apps
Email exchange with Mark Clemans and Mark Cervi regarding Millstream travel time(.1 );Email exchange with James O'Neil re same (.1)
Gathering information for fee auditor review (.1 );Email

$225.00

0.10 0.20

525.00

$52.50

525.00

$105.00

08/26/09

SEM

0.20

525.00

$105.00

exchange with Warren Smith re hearing date for first


interim fee apps(l)

08/27/09
08127/09

SEM
SEM

Email exchange with Warren Smith and Ira Kharasch regarding date for hearing on first interim fee apps

0.10
0.10

525.00 525.00

$52.50 $52.50

Email exchange with Lynn Wolfregarding the expense detail needed by Warren Smith
Email to Mark Clemans regarding MiIstream travel time and hearing date for first interim fee apps

08/27/09
08128/09

SEM SEM

0.20 0.10 0.70 0.50 0.10


0.10

525.00
525.00

$105.00
$52.50

Email exchange with Lynn Wolfre CNO re payment of


prepetition fees
Revise fee portion and exhibit chart of

08/30/09 08/31/09 08/31/09

KFF

professionals' fees

225.00 225.00
525.00
525.00

$157.50

and expenses in connection with agenda for fee hearing


KFF
SEM SEM
SEM
E-fie certification of

no objection for Rutan's May fees

$1l2.50
$52.50 $52.50

Email exchange with Rutan and with Kathe Finlayson re filing of CNO for fee app
Email exchange with fee auditor and with Richie Clark re fee auditors initial report re Jensen
Email response to Matt Grimshaw's inquiry regarding the
hearings on the first and the second interim fee

08/3/09
08/31/09

0.20

525.00

$105.00

applications

08/31/09

SEM

regard

Email exchange with fee auditor and with Rob Lynd in initial report re Lazard fees

0.10

525.00

$52.50

Task Code Total

31.80

$10,574.50

Em ployee Benefit/Pension-B220

Invoice number 85524


08/06/09
AJK
SEM

68773 00002

Page 38
0.20 0.70

Telephone conference with M. Cervi re incentive plan.

725.00
525.00

$145.00 $367.50

08/10/09

Conference with Ira Kharasch regarding the KERP and when bonuses are paid(.1);Review and consider interaction of KElP and emgagement agreements for Lazard and Zolfo(.6)
Review Zolfo employment terms(J);Review and respond

08/1 0/09 08/1 0/09

SEM
SEM

0.40
0.50

525.00 525.00

$210.00 $262.50

to email from Mark Cervi re same


Drafting email to Ira Kharasch regarding the results of review of my

the Zolfo and Lazard engagement agreement terms re payment of fees and the KElP re the payment of bonuses re sales
08/1 0/09

SAQ

Review Pacer docket for motion on key employee incentive plan and order thereon Attend conference call with Zolfo re issues on employee bonus targets and whether the Beta sale target hit for either management or Lazad-Albrecht, and solution jfnot (.3); Telephone conference with S. McFarland re same and need for documents (. i); Emails with S. McFarland re her memo
re same (.1).

0.20 0.50

225.00 750.00

$45.00

08/10/09

IDK

$375.00

08/1 1/09

IDK

Review of S. McFarland short memo on summary of employee bonuses and sales, and relation of Lazard-Albrecht applications (.2); Emails and telephone conference with S. McFarland re need for further documents to review re same (.2); Review and consider
order on KElP, actual incentive plan, and Lazard/Albrecht orders/revised engagements to answer questions on
whether bonuses due re Beta, definition of

2.20

750.00

$1,650.00

bona fide offer (.6); Prepare memo to client, Zolfo re same (.4); Telephone conference with Cervi re same and how a confirmed plan impacts same (. i); Email to Zolfo re same (.2); Telephone conference with Winn re bonus issues on Beta, and issues re same on sale of Group 2 to Ocar and whether cure counted in price for bonus, and status of same, ERG negotiations (.3); Emails with R. Saunders, M. Kulick re final version of KElP and review of same (.2).
Email exchanges with I Kharasch (0. i) and M Kulick (0.1)
0.40
0.60 0.60

08/1 1/09

RMS

495.00 725.00 750.00

$ i 98.00

regarding KElP and review of

relevant materials (0.2)

08/12/09 08/12/09

AJK IDK

Attention to new KElP. Review briefly new KElP for upcoming call, and consider changes needed (.2); Attend conference call with client, Cervi re same (.2); Emails with R. Saunders re same and timing for approval (.2).
Email exchanges with I Kharasch (0.2) and S QUinlivan

$435.00 $450.00

08/12/09

RMS

2.10

495.00

$1,039.50

(0.2) regarding supplemental KElP / KERP; preparation for drafting motion for order approving supplemental KElP / KERP including review of relevant materials (1.7)
08/13/09

KFF

Review docket regarding filing of Exhibit A under seal in connection with Key Employee Motion

0.40
1.20 1.40

225.00
725.00

$90.00

08/13/09
08/13/09

AJK
IDK

Attention to KElP issues. Emails with R. Saunders re revisions to latest KElP (.1); Review briefly numerous emails with Zolfo, R. Saunders re open questions on new KElP, and clarifications to be made, including my feedback (.3); Review briefly revisions to same (.1); Emails with client, Zolfo re same

$870.00
$1,050.00

750.00

Invoice number 85524

68773

00002

Page 39

possible redactions (.2); Prep of

and version I can send to Committee and lenders, and memo to Committee and lenders summarizing new KEIPIKRP (03); Emails with Committee, client re Committee's initial set of questions re Committee's feedback (.2); same, including review of Emails with R. Saunders re relation of new KElP to 4th DIP amendment benchmarks and timing of such
amendment (.2).

08/13/09

SEM

Email exchange with Rob Saunders and Kathe Finlayson


regarding the fiing of

0.20

525.00

$105.00

the unredacted employee incentive

program

08/13/09

RMS

Review of new Alaska KElP (0.5) and comparison to existing KElP (OJ) and motion for existing KElP and

4.60

495.00

$2,27700

related docket items (0.4) and related materials (0.3);

drafted lengthy email to M Cervi, I Kharasch and A Kornfeld with questions in preparation for drafting motion to approve (0.6) and sent email to K Makowski and K Finlayson requested sealed KElP as fied (0.1); review of docket for email to S Quinlivan regarding motions to shorten notice and fie exhibit under seal (OJ); email exchange with i Kharasch (0.2), M Cervi (0.4), M Litvak (0.2), A Kornfeld (0.1) regarding new AK KElP; review of DIP financing amendment with milestones (OJ); email exchange with K Finlayson and S McFarland regarding May 8, 2009 KElP under seal (0.2); telephone fiing of conference with A Kornfeld regarding new KElP (OJ); email to M Cervi regarding comments to new KElP (0.4)
08/13/09 08/13/09
RMS RMS

Drafting motion to approved Alaska employee incentive plan Additional email exchanges with M Cervi and A Kornfeld
regarding Alaska employee incentive plan

1.0
0.30
2.50 0.60
0.10
1.40

495.00 495.00
495.00 225.00

$841.50
$148.50

08/13/09 08/13/09
08/13/09
08/13/09 08/14/09 08/14/09 08/14/09

RMS
SAQ

Additional drafting of AK KElP motion


Revise motion to shorten time on employee incentive motion and forward to R. Saunders with comments

$1,237.50

$135.00
$22.50

SAQ SAQ

Exchange email memos with R. Saunders re motion to


shorten on employee incentive plan motion

225.00 225.00 225.00


725.00 750.00

Prepare motion to shorten time on employee incentive plan motion

$315.00 $135.00 $217.50 $825.00

KFF

File Exhibit A to Employee Incentive Plan Motion under


Seal

0.60
0.30

AJK
IDK

Attention to KElP issues. Emails with attorneys, client re whether Board approval is
needed for new KEIPIKRP, and timing of

1.0

next Board

meeting (.3); Review client's information feedback re Committee questions on both new and old KElP, and consider response (.2); Emails with R. Saunders re same re maximum payout (. i); Prep of memo to Committee re same re answers (.2); Emails with client, others re KElP and insider issues re new Sanchi caselaw, and impact on Arlington, and others, including my feedback re same (.3).
08/14/09
SEM

Review motion re supplemental KElP for Alaska employees(.2);Review and revise motion to shorten notice re same(.9);Review and revise motions to fie under seal (.8);Prepare same for filing(.3);Coordinate fiing and service with DE offce (.2)

2.40

525.00

$1,260.00

Invoice number 85524


08/14/09
SEM
SEM

68773

00002

Page 40
0.30

Email communications with Rob Saunders re the Motion to Shorten on the Supplemental KElP Motion Email communications with Rob Saunders and Shawn Quinlivan regarding the Motion to File Under Seal re the Supplemental KElP Motion re Supplemental KElP, Preparation and signing of Motion to Shorten, Motion re fiing under seal for fiing
and service

525.00 525.00

$157.50 $105.00

08/14/09

0.20

08/14/09

SEM

0.70

525.00

$367.50

08/14/09

RMS

Review and revision of supplemental incentive program for AK employees motion (I.4); email to Debtors and professionals with draft (0.2); legal research (0.5); revision of motion for comments received and as a result of research (0.5)

2.60

495.00

$1,287.00

08/14/09

RMS

Email exchange with i Kharasch, S McFarland and S Quinlivan regarding motions to shorten and motions to file under seal for motions for approval of supplemental AK incentive plan for employees

0.20

495.00

$99.00

08/14/09

RMS

Drafting insert for motion to shorten notice for Supplemental Incentive Plan motion and related email exchanges with client and other Debtors' professionals

0.50

495.00

$247.50

08/14/09

RMS

Review and comment on motion to fie exhibit under seal for supplemental AK employee incentive plan motion and email S Quinlivan
Revision of

0.20

495.00

$99.00

08/14/09

RMS
SAQ SAQ SAQ SAQ
SEM

motion to shorten notice for supplemental

0.30
0.60

495.00 225.00

$148.50
$135.00
$45.00 $67.50 $67.50

incentive plan approval motion and email S Quinlivan

08/14/09 08/14/09
08/14/09 08/14/09 08/16/09 08/16/09

Prepare motion to fie exhibit A to employee incentive plan motion under seal
Review and organize exhibits (redacted and non-redacted) to employee incentive plan motion

0.20

225.00
225.00 225.00
525.00 525.00

Prepare exhibits to motions for fiing Revise motion to shorten time re supplemental employee incentive plan
Email to Kathe Finlayson regarding notice for the motion to fie the KElP under seal

0.30
0.30 0.10 0.10

$52.50 $52.50

SEM

Email to Gerr Tywoniuk and Mark Cervi tranmitting the Supplemental KElP and related motions that were fied and served on Friday
Draft, e-file and serve Notice for supplemental Employee
Incentive Plan, including affdavit of service

08/17/09
08/17/09
08/17/09

KFF
SEM SEM

0.80

225.00
525.00
525.00

$180.00
$52.50
$52.50

08/18/09

KFF

Telephone conference with James O'Neil re notice of under seal motion KElP to interested Att to getting unredacted version of parties Hearing on shortened Draft, e-fie and serve Notice of
Notice re Supplemental Employee Incentive Plan,

0.10
0.10
0.80

225.00

$180.00

including serving Order to Shorten and drafting Affdavit of Service


08/18/09 08/18/09
08/18/09
SEM SEM

Review order to shorten notice and forward to Ira Kharasch, Rob Saunders and Max Litvak KElP to Locating and transmitting unredacted copy of
Gerr Tywoniuk

0.10 0.10 0.30

525.00 525.00 535.00

$52.50 $52.50
$ 160.50

JEO

Review notice of KElP hearing

Invoice number 85524


08/24/09
RMS

68773

00002

Page 41
1.00

08/25/09 08/25/09

lDK
RMS

Review of draft release letter and May 8, 2009 KElP, related motion and order (0.5); telephone conference, voice mail and email to B Walker, HR Director at Pacific Energy (0.3); email comments to E McClellan of Rutan (0.2) Emails with Committee counsel re its position on new

495.00

$495.00

0.20 0.90

750.00 495.00

$150.00 $445.50

KElPIKRP (.2).
Voice mail to and telephone conferences with E McClellan of Rutan regarding employee letters and releases related to KElP (0.7); review of email from E McClellan (0. I) and email to i Kharasch (0. I)

08/26/09

lDK

Emails with R. Saunders, others re issues in initial KElP, releases, and rejection of implementation of old contracts, and process re rejection of other contracts (.3); Emails with S. McFarland re UST request re same
(.1 ).
Responding to request of Joe McMahon for a copy of the

0.40

750.00

$300.00

08/26/09 08/26/09

SEM
RMS

0.10
1.70

525.00 495.00

$52.50

unredacted supplemental KEIP(.I)


Email exchange (0.2) and telephone conferences (0.4) with E McClellan regarding employee letter and release for KElP payments, and review and revision of draft letter agreement received from him (0.5), and related email exchange with GAmber (0.2); and email exchange with S McFarland regarding KElP releases (0.2); and email exchange with G Tywoniuk regarding KElP releases (0.2)
$841.50

08/28/09 08/28/09

SEM

Email to Ira Kharasch and Rob Saunders re fiing ofCNO on Supplemental KElP Motion
Email exchange with A Kornfeld regarding KElP E-mails with Cervi re problem in new KERP and potential need to amend prior to September I hearing (.2); Review KERP re same and consider (.3); Telephone conferences and e-mails with Cervi re problem and possible solutions to narrow (.4); E-mails with R. Saunders re same and alternative language (.2); E-mails with J. O'Neil re same and need to amend order and language (.3).

0.10
0.20
1.40

525.00

$52.50 $99.00

RMS

495.00
750.00

0813 /09

lDK

$1,050.00

08/31/09
08/3 1/09

JEO
RMS

Work on revised order for supplemental KElP


Voice mail (0. I) to E McClellan of

0.50
1.70

535.00

$267.50 $841.50

Rutan regarding termination of employment agreements and releases (for KElP payments) and related email exchange (0. i); conference call with E McClellan and B Walker regarding releases and payment of KElP bonuses (0.3) and voice mail and em ail exchange with S McFarland regarding motion, order and KElP rejection motion (0.2); review of
(0.2); review of draft

495.00

release and email exchange with E


1.40

McClellan (0.8)

0813/09

RMS

Email exchange with i Kharasch, A Kornfeld and M Cervi regarding KERP in approved KEIPIKERP (0.4) and revision of order (0.4); review of relevant materials (0.6)

495.00

$693.00

Task Code Total

45.70

$23,656.50

Executory Contracts (BI8S)

Invoice number 85524


08/1 0/09
08/1 1/09

68773

00002

Page 42
0.20
0.10

RMS
SEM

Email exchange with propert manager of Campbell CA storage


Email exchange with Shawn Quinlivan and Kevin Tomossonie re UBS copier leases

495.00
525.00

$99.00 $52.50 $22.50

08/11/09

SAQ SAQ
RMS
SEM

Exchange email memos with S. McFarland re US Bank inquiry on status of leases


Return call to Angie at US Bank re status of copier leases

0.10 0.10 0.20 0.10 0.10


0.30 0.10 0.10

225.00 225.00 495.00


525.00 525.00 525.00 525.00

08/12/09 08/25/09
08/26/09

$22.50 $99.00 $52.50


$52.50

Email exchange with S McFarland regarding lease related motions


Email exchange with Ira Kharasch and Alan Kornfeld regarding the rejection of employment agreements

08/26/09
08/26/09

SEM
SEM SEM

Email exchange with Mark Cervi re rejection of employment agreements


Responding to Rob Saunders request re law on oil and gas leases not being executory contracts
Emails from Mark Cervi with copies of

$157.50

08/26/09 08/27/09
08/28/09

various contracts

$52.50 $52.50
$577.50
$52.50

to reject

SEM
SEM SEM SEM SEM

Email exchange with Mark Cervi regarding the contract to be rejected

525.00
525.00 525.00 525.00 525.00

Drafting notice, motion and order re rejection of contracts and office leases

1.0
0.10 0.20 0.10 0.10
0030

08/31/09
08/3 1/09
08/3 1/09

Drafting motion re rejection of contracts and offce leases


Exmail exchange with Rob Saunders regarding analysis of rejection v. termination of employment agreements
Telephone conference with Rob Saunders re rejection/termination of employment agreements Email to Ira Kharasch and Rob Saunders and email from Rob Saunders re employment agreements to be rejected

$105.00
$52.50 $52.50

08/31/09

SEM

525.00 495.00

08/31/09

RMS

Voice mail and email exchange with S McFarland regarding rejection motion (employment contracts) and
hearing date

$148.50

08/31/09

RMS

relevant materials for motion to assume MMS leases, including review of relevant legal research, and drafted detailed email to S Quilinvan asking him to create motion shell and email exchange with him (0.9) and voice mail and email exchange with S McFarland regarding
Review of

1.0

495.00

$544.50

hearing date (0.2)

08/31/09

RMS

Drafting Beta lease assumption motion (2.7), and related email exchange with GAmber (0.2), A Marino (0.3), M Cervi (OJ) and S McFarland (0.2);

3.70

495.00

$ i ,831.50

08/31/09
08/31/09

RMS

Telephone conference with S McFarland regarding rejection motion (employment contracts)


Prepare draft of motion to assume Beta leases

0.20

495.00 225.00

$99.00

SAQ

3.20
11.50

$720.00

Task Code Total

$4,846.50

Financial Filngs IB1101

08/10/09

SEM

Email to Shawn Quinlivan regarding the follow-up with Kevin Tomossonie regarding schedule amendments

0.10

525.00

$52.50

Invoice number 85524


08/1 1/09

68773

00002

Page 43
0.10
0.20

SAQ
SAQ

Review S. McFarland email memo re amendments to schedules

225.00
225.00

$22.50
$45.00

08/11/09

Conference with S. McFarland re reconciliation of cure amounts and possilbe necessity of preparing amendments to schedules Telephone conference with Mark Cervi regarding MORs

08/12/09

SEM

0.10 0.50

525.00

$52.50

Task Code Total

$17250

Financing lB2301

08/07/09 08/07/09
08/12/09

MLO
JEO

Finalize and fie notice of fiing amendment 3 to DIP credit agreement


Review 3rd DIP amendment

0.40
0.20
0.20

210.00
535.00 750.00

$84.00

$107.00 $150.00
$225.00

10K 10K

Emails with client re infonnation needed for next DIP


amendment re budget (.2).

08/14/09

EmaiIs with lenders, others re DIP amendment negotiations, and interrelation with today's KElP motion and need to incorporate (.3).

0.30

750.00

08/17/09

10K

Emails with client, S. McFarland re need for infonnation for development of new budget, including Loeb & Loeb
amounts (.2).
Prepare Notice of Filng Amendment

0.20

750.00

$150.00

08/21/09 08/21/09
08/28/09

KFF
JEO

No. 4 to DIP

0.70

225.00 535.00 750.00

$157.50 $160.50 $225.00

Financing Agreement for e-fiing with Court


10K

Review 4th DIP amendment E-mails with M. Litvak re Skadden fees under DIP and amounts biIed re the credit bid and consider validity of same (.3).

0.30 0.30

Task Code Total

2.60

$1,259.00

General Business Advice (B4101

08/02/09
08/05/09

10K 10K

E-mails with client, M. Litvak re coordination of Board call tomorrow and agenda for same (.3).

0.30

750.00 750.00

$225.00
$375.00

Telephone conference with Zolfo re need to devise new wind down budget through i 2/09 and elements thereof, and consider (.3); Review of Zolfo draft professional fee budget for same (. i); Email Zolfo re feedback re same (. i).
EmaiIs with Winn re Goldman's email string re its concern on Katics and communication with other brokers to take
out Goldman (.2).

0.50

08/06/09

10K

0.20

750.00

$150.00

08/06/09

RMS

Weekly client call (0.5); detailed email to I Kharasch, M Litvak, A Caine, A Kornfeld, J Hunter and S McFarland
after (0.4)

0.90

495.00

$445.50

08/1 0/09

IDK

Emails and telephone conference with Lazard re coordination with ERG on its potential purchase of Goldman debt and how to strcture (.3); Telephone conferences with ERG CEO re same (.4); Emails with

0.90

750.00

$675.00

Invoice number 85524

68773

00002

Page 44

Lazard re result of call, including feedback from ERG to


SP (.2).

08/1 3/09

RMS

Weekly client call (0.5); drafted email to I Kharasch, M Litvak, A Komfeld, A Caine, S McFarland and S related materials (0.8) Quinlivan after, including review of

1.0
0.50

495.00

$643.50

08/14/09

IDK

Emails with client, accounting re client's request for


summary of invoices since lan 1 (.2); Emails with client,
Board members re coordination of

750.00

$375.00

Board call and agenda


0.90

(.3).
08/1 7/09

IDK

Telephone conferences and emails with Win re general status of case, sales, Lazard employment, and Union discovery (.3); Telephone conferences and email with
Lazard re ERG's request for calI on buyout of Goldman

750.00

$675.00

Sach's debt, and status of Silverpoint-ERG negotiations (.3); Telephone conference with CFO re questions about
case in general and consequences ofa chapter 7, and consider (.3).

08/18/09

IDK

Attend conference call with ERG and its counsel, and taking out Goldman Lazard re its strategy and logistics of
Sachs (.8).

0.80

750.00

$600.00

08/20/09

IDK

Telephone conference with CFO, Cervi re various business issues, including reduction in managementJoffcers and/or salaries, reduction of Board members, and how to fund D&O runoff and new D&O renewal for wind down, and consider (A); Emails with client, others re weekly all hands agenda, and consider calI today, including review of feedback for call (.3); Attend aII hands weekly call on all material open issues (.7).
Emails with client re upcoming Board meeting and topics
to discuss, and operations report (.2); Telephone

lAO

750.00

$1,050.00

08/25/09

IDK

lAO

750.00

$1,050.00

conferences with M. Litvak, including part with J. Hunter, re general status of issues and Sept I hearing on various motions, prep for abandonment hearing for both Groups, settlement discussions with AK, facilities agreement, and
adversary hearings for Sept 1 (A); Prep of

memo to

attorneys re various motions that need to be done re


365(d)(4) and MMS, rejection ofleases, and de minimis

sales, and consider other going forward issues (.3); Emails with S. McFarland re same and need to get new hearing prior to Oct omnibus (.2); Emails with S. McFarland re same and summary of sales and abandonment proceedings, and R. Saunders feedback re same (.3).
08126/09
IDK

Emails with Cervi re various issues and status, including sales, abandonment, DIP, wind down (.3); Emails with client re Board calI tomorrow, including updated materials and agenda for same, including review of same (.3).
Prepare for board call re my part of

0.60

750.00

$450.00

08/27/09
08127/09

IDK

presentation (.2);

0.90 0.70
1.00

750.00
550.00 550.00

$675.00 $385.00 $550.00 $643.50

Attend board call re aII material updates (.7).


MBL
Attend board calL.

08/27/09 08/27/09

MBL
RMS

Attend weekly update calL.

Preparation for weekly client calI including telephone conference with M Litvak and emails to M Litvak and J Hunter (0.3) and weekly client call (1.0)

1.0

495.00

Task Code Total

13.60

$8,967.50

Invoice number 85524

68773 00002

Page 45

General Creditors Comm. (BI50)


$110.00

08/24/09

MBL

Update Committee as to case status.

0.20 0.20

550.00

Task Code Total

$11000

Insurance Coverage
07/21/09 07/30/09

lAWN
IAWN

initial review for idk of d & 0 policy

0.50
1.80

675.00
675.00

$337.50
$1,215.00

Review tail and/or renewal issue for pacific for idk, analyze same

07/30/09 08/20/09 08/27/09

lAWN
JNP
IDK

Ocs IDK re requested inquiry and then conclusion concerning same


Conference with 1. Kharasch re insurance related issues.

0.50 0.30 0.10

675.00
675.00 750.00

$337.50
$202.50
$75.00

E-mail with M. Litvak re business interrption insurance.

Task Code Total

3.20

$2,167.50

Operations (B210)

08/02/09

IDK

E-mails with CFO and Cervi re revised proposed Asset Exchange Agreement and Fuel Supply Agreement with Marathon and Chevron.
Meet with Marathon counsels on its proposed new fuel supply agreement and asset exchange agreement with Chevron (.7); Telephone conferences and e-mails with client, CFO re same (.3).

0.30

750.00

$225.00

08/04/09

IDK

1.00

750.00

$750.00

08/05/09

IDK

Telephone conferences and e-mail exchange with Marathon re its issues on drafts of Marathon new fuel supply agreement and asset exchange agreement and timing re same (.4); Emails with client, others re Marathon's new position re same and wilingness to proceed without cure (.3). Emails and telephone conferences with client, M. Litvak re need for letter to Chevron on linkage between Asset Exchange Agreement, Marathon fuel supply to Group 1,. and Facilities Agreement negotiation (.3); Review emails re draft of same, along with client's feedback and mine, and with Chevron re same (.3); Review briefly revised Marathon fuel supply agreement (.2); EmaIls with client re same (.1); Offce conference with R. Saunders re background of Marathon fuel exchange agreement and Chevron asset exchange agreements and need for his review for problems, including call with Marathon re same (.5); Emails with R. Saunders re his list of problem issues re same, along with my questions re same for clarification (.3); Emails with client re same and need to contact
Marathon-Chevron (.2).

0.70

750.00

$525.00

08/06/09

IDK

1.90

750.00

$1,425.00

Invoice number 85524


08/06/09
RMS

68773

00002

Page 46
3.20

proposed fuel gas (0.8) with Marathon and Review of exchange agreement (0.8) with Marathon and Union Oil, preparation for drafting motion (0.9) for approval and detailed email to I Kharasch and M Litvak regarding the agreements (0.3); email exchange certain provisions of
with J O'Neil regarding hearing (0.2); review of relevant

495.00

$1,584.00

materials (0.2)

08/07/09

IDK

Emails with R. Saunders re fuher issues on the draft agreements of both Chevronlarathon slot exchange, and the Marathon fuel supply, and need to turn new memos
into memos to both Chevron and Marathon for problems in

1.80

750.00

$1,350.00

08/07/09

IDK

08/07/09

RMS

the agreements (.4); Emails with R. Saunders re drafts of review, and coordination of same, including my brief pleadings to approve (.3); Emails with Chevron and Marathon re our issue/problem list with such agreements, including concerns on the consequences of option and incurrence of administrative claims (.3); Email and telephone conference with R. Saunders re same re option (.1); Emails with M. Litvak re same and now these agreements relate to Ocar deal, and Chevron current position (.2); Emails and telephone conference with CFO business points to both such re timing on client approval of agreements, and later confirmation of same (.3); Emails with J. O'Neil, R. Saunders re timing and local rules on getting such agreements approved on negative notice (.2). Further emails with attorneys re slot exchange agreement and impact of exercising options under same and Union JOA related issues (.2); E-mails with Marathon re our comments/problems to fuel supply agreement (.1). Review of email from I Kharasch regarding new contracts with Marathon and Union and drafted detailed email in reply (0.8); drafted proposed comments to be sent to Union's counsel (0.6); related email exchanges with I Kharasch (0.5), L Wolf(0.2), A Marino (0.1), J O'Neil (0.1) and M Litvak (0.1); drafted proposed comments to be sent to Marathon's counsel (0.3); and further email
exchanges with I Kharasch (0.1); L Wolf

0.30

750.00

$225.00

3.10

495.00

$1,534.50

(0.2) and A
1.70

Caine (0.1)
08/07/09
RMS

Legal research for motion to approve postpetition agreements with Marathon and Union (1.0) and review of research (0.7)
Drafting motion for approval of fuel gas agreement with Marathon and exchange agreement with Union and Marathon
Emails with R. Epling, Monaco re their insistence on meetings today to go over both Slot Exchange Agreement
and Marathon Fuel Supplyxchange, and coordination re

495.00

$841.50

08/07/09

RMS

1.50

495.00

$742.50

08/1 0/09

IDK

2.00

750.00

$1,500.00

same with them and R. Saunders (.3); Prepare for conference call with Chevronlarathon on slot exchange (.2); Attend conference call with Chevron/Marathon re slot exchange and need for changes (.5); Prepare for conference call with Marathon on new Marathon fuel supply agreement (.1); Attend conference call with Marathon re same (.3); Attend conference call with client, others re same and how to solve Marathon equity remedy issue and supply (.2); Prepare correspondence to Marathon re our

Invoice number 85524

68773

00002

Page 47

demand to revise re same and for automatic assignment to buyer (.2); Emails with Marathon, client re Marathon's response to same (.2).
08/1 0/09

RMS

Preparation for call with counsel for Union regarding Trading Bay exchange agreement Marathon regarding fuel gas agreement for Group I Assets (Alaska), including review of open items lists (0.8); telephone conference with I Kharasch (0.2); email exchanges with I Kharasch (0.2) and L Wolf (0.2); conference call with counsel to Chevron / Union and Marathon (with I Kharasch, A Marino, L Wolf and J Arlington) (0.5); preparation for call with Marathon (0.3); email to lO'Neil regarding scheduling hearing (0.1); conference call with counsel to Marathon (0.3) conference call with J Arlington, A Marino, L Wolf and I Kharasch (0.2); review and mark up of draft motion for approval of agreements with Marathon and Union (0.2); review of email from I Kharasch to counsel to Marathon regarding new fuel gas agreement (0.1); review of email
exchange between I Kharasch and Marathon's counsel

3.40

495.00

$1,683.00

regarding fuel gas agreement (0.1); telephone conference with M Litvak regarding asset exchange and fuel gas agreement discussions with Marathon and Chevron (0.2)
08/1 0/09

RMS

Email exchange with M Litvak regarding whether motion for approval of contracts with Union and Marathon were discussed at today's hearing (0.1); detailed email to S Quinlivan regarding motion to fie under seal and motion to shorten notice (0.5)

0.60

495.00

$297.00

08/11/09
08/1 1/09

SEM
SEM

Telephone conference with Shawn Quinlivan regarding the Asset Exchange Motion and related motions
Drafing motion re asset exchange

0.10

525.00
525.00

$52.50

2.30 0.20 0.10 0.10 0.20


0.10

$1,207.50

08/11/09
08/11/09
08/1 1/09

SEM

Email exchange with Rob Saunders, Ira Kharasch and Max Litvak regarding Asset Exchange Motion

525.00 525.00

$105.00
$52.50
$22.50 $45.00

SEM

Email exchange with Rob Saunders regarding motion to shortennotice on the Asset Exchange Motion Teleconference with R. Saunders motion to shorten time re asset exchange agreement
Review email memos and attachments re motion to shorten time on asset exchange agreement Conference with S. McFarland motion to shorten time re asset exchange agreement

SAQ SAQ SAQ


IDK

225.00 225.00
225.00
750.00

08/1 1/09

08/11/09 08/11/09

$22.50

Emails with Union, Marathon re the Union revisions to slot exchange agreement and timing ofresponding, including need to execute separate fuel supply contract with Marathon and confidentiality issues (.3); Review revisions by Union to slot exchange agreement, and compare to list of issues (.2); Emails with R. Saunders, S. McFarland re timing of fiing motion for slot exchange agreement (.2); Office conference and e-mails with 1. Hunter, others re ORR, royalty disputes and adversary and tomorrow's sale hearing (.2); Emails with client and lenders re Union revisions to slot exchange agreement (.2).
Emails with Marathon counsel re fuel supply agreement and confidentiality concems re Union (.2); Emails with Marathon re its revisions to fuel supply agreement and need for call re same (.2); Attend conference call with

UO

$825.00

08/11/09

IDK

0.70

750.00

$525.00

Invoice number 85524

68773 00002

Page 48

Marathon re same and tomorrow's hearing on Group 2 (.3).


08/1 1/09

RMS

Revising Motion for approval of Asset Exchange agreement with Union and Marathon (1.5); telephone conference with S Quinlivan regarding motion to shorten notice (0.2); email exchanges with I Kharasch (0.2), S McFarland (0.5), M Litvak (0.1) and S Quinlivan (0.5); review of relevant materials (1.5) including revised Asset Exchange Agreement; detailed email to client (0.2)

4.70

495.00

$2,326.50

08/12/09

SEM

Email exhange with Rob Saunders regarding the Asset Exchange Motion, the related Motion to Shorten Notice the Agreements under and Motion to File one of seal(.1 );Email exchange with Shawn Quinlivan re same
(.1 )

0.20

525.00

$105.00

08/1 2/09

SEM

08/12/09

IDK

Review email from Rob Saunders re Motion to Shorten Notice re Asset Exchange Motion and email to Shawn Qunilvan re same Review and consider Marathon's revised fuel supply agreement (.3); emails to Marathon and client re problems with same, especial1y failure to delete waiver of preferences (.2); Emails with Zolfo re need for cal1 on document retention post-sale/abandonment (.1); Attend conference call with Zolfo, client re same (.3); Emails with Marathon re its willingness to further revise fuel supply
agreement on our remaining issues (.2); Review of revised

0.10

525.00

$52.50

1.0

750.00

$1,125.00

Marathon agreement (.1); Emails with Marathon and client re same, and need to get to lenders and committee and potential buyers of Group 1 and confidentiality concerns
(.3).

08/12/09

IDK

Emails and telephone conference with R. Saunders re status of Marathon fuel supply agreement and slot exchange and timing re motion and approval re same, and new justification language (.3); Emails with client, lenders, Committee re revised slot exchange agreement and Marathon fuel agreement, and need for Ocar approval of slot exchange (.2); emails Union, client, M. Litvak re status of slot exchange finalization (.2). Review of email exchange between I Kharasch and Marathon's counsel regarding fuel gas agreement (0.2); review of bankrptcy rules regarding need for motion to shorten notice (0.2); telephone conference with I Kharasch regarding asset exchange and fuel gas agreements (0.2); drafted detailed email to S McFarland and S Quinlivan motion to approve regarding motions (0.3); revision of asset exchange and fuel gas agreements (2.9) and review of relevant materials (1.0); email exchanges with I Kharasch (0.2), S McFarland (0.2) and S Quinlivan (0.3) Prepare Motion to Shorten Time re Fuel and Asset Exchange Motion

0.70

750.00

$525.00

08/1 2/09

RMS

5.50

495.00

$2,722.50

08/1 2/09
08/1 2/09

SAQ
SAQ

1.70

225.00 225.00
225.00

$382.50

Exchange emails with R. Saunders re motion to fie asset exchange agreement under seal
Review R. Saunders email memo and draft of motion to
fie under seal
Conference with S. McFarland re status of

0.20
0.20 0.10

$45.00
$45.00 $22.50 $22.50

08/1 2/09
08/1 2/09

SAQ
SAQ SAQ

motion to

225.00 225.00

shorten and motion to fie under seal


08/12/09

Prepare email memo to J. O'Neil re motion to fie asset

0.10

Invoice number 85524

68773

00002

Page 49

exchange agreement under seal


08/12/09 08/12/09
SAQ SAQ

Review motion to enter into gas agreements


Exchange email memos with S. McFarland and R. Saunders re preparation of motion to shorten and motion to file under seal Email exchange with Rob Saunders regarding the Motion to Shorten Notice re the Asset Exchange Motion

0.70 0.20

225.00

$157.50
$45.00

225.00

08/13/09
08/13/09

SEM
IDK

0.10
1.60

525.00

$52.50

Numerous emails with client, CFO, Marathon, and Union re outstanding issues with slot exchange and fuel supply agreements, timing, and lender approval (.3); Telephone conferences and further emails with CFO, Marathon, Union re status re same and need for Ocar approval of slot exchange (.2); Emails with client, Arlington re Ocar's feedback re same and consent (.1); Emails with CFO, Arlington re need for further revisions to Ex and tax issue on Marathon fuel gas agreement, and my feedback re tax issue (.4); emails with Marathon re same and changes to be made, and timing for execution today, and review of furter revised deal (.4); Emails with Union re same and whether last slot exchange agreement is final (.2).

750.00

$1,200.00

08/13/09

IDK

Further emails with client, R. Saunders re coordination of motion to approve the agreements with Marathon, Chevron re exchanges, and coordination of signatures (.3); Emails with Marathon, Chevron re same, as well as draft of motions, and need for redacted version offuel pricing, including review of same (.4); Emails with Union, Marathon, R. Saunders re motion form/issues to approve
the agreements (.2).

0.90

750.00

$675.00

08/1 3/09

RMS

Email exchanges with I Kharasch, S Quinlivan and S McFarland and Union/Marathon regarding motion for approval of gas and slot exchange agreements
Review of motions for approval of

0.50

495.00

$247.50

08/1 3/09

RMS
SAQ SAQ

agreements with Union

0.20
0.20
1.90

495.00 225.00 225.00


525.00

$99.00 $45.00

and Marathon
08/1 3/09 08/1 3/09 08/1 4/09

Revise Fuel and Asset Exchange Agreement motion

Prepare motion to fie exhibit A to fuel and asset exchange motion under seal
Review and edit motion re exchange of assets(.3);Review terms of asset exchange agreement(.4 );Drafting Mtoion to Shorten Notice ofSame(2A);Revise Motion to fie portions of same under seal(.6);Prepare same for filing and service (A);Coordinate filing and service with DE

$427.50
$2,310.00

SEM

4.40

offce(.3)
08/1 4/09

SEM

Telephone conference with Rob Saunders regarding the asset exchange agreement and the motions re same to shorten and filed under seal

0.20

525.00

$105.00

08/1 4/09

SEM SEM SEM

Telephone conference with James O'Neil re service of Asset Exchange Motion


Telephone conference with Rob Saunders re under seal motion for Asset Exchange agreement Email discussions with Rob Saunders and Ira Kharasch regarding the Motion to Shorten Notice on the Asset Exchange Motion

0.20 0.20 0.80

525.00 525.00 525.00

$105.00

08/14/09
08/1 4/09

$105.00
$420.00

08/14/09

SEM

Email communications with Rob Saunders re the Asset Exchange Under Seal Motion

0.30

525.00

$157.50

Invoice number 85524


08/14/09
SEM

68773

00002

Page 50
0.90
525.00

Motion re Asset Exchange, Motion to Shorten Notice and Motion to File under Seal re same for fiing and service
Preparation and signing of

$472.50

08/14/09

IDK

Emails and telephone conferences with R. Saunders, S. notice and service for motion to approve both slot exchange and fuel supply agreements, and cost of overnight service, and Code issues re same (.3); Emails with client, CFO, re timing on finalizing same and new exec pages, including receipt (.2); Review and put both agreements (.3); EmaIls with together final version of Union and Marathon counsel re same, and their agreement/sign off (.2); Emails with R. Saunders re final exec versions for motions today (.2); EmaIls with Union counsels re their demand to have an expedited hearing prior to Sept 1 on slot exchange agreement, possible negative notice, and my concerns as to nature of justification for same, and problems in logistics for same (.4); Emails and telephone conferences with R. Saunders, S. McFarland re same, and how to revise motion to shorten time for explanation for justification of expedited hearing given contradictory language, and negative notice issue
McFarland re issue of

2.00

750.00

$1,500.00

(.4).

08/14/09

IDK

Emails with client, R. Saunders re CFO's suggested language on justification for shortening time re both slot exchange and fuel supply, and problems with same (.2); Telephone conference and emails with Marathon counsel re its requests for changes to motion re fuel supply (.2); Furter emails with Union counsels re clarification of justification of expedited hearing for slot exchange, including review of prior memos, and why court was not addressed on this at 8/12 hearing (.3); Further emails with R. Saunders, S. McFarland re more changes needed to motion to shorten time re slot exchange in light of Union threats and stress for hearing prior to Sept 1 (.3). Email exchange with I Kharasch, S McFarland and S Quinlivan regarding motions to shorten and motions to fie under seal for motions for approval of agreements (0.2); review of email from Union's counsel and forward to S McFarland and S Quinlivan regarding fiing motion (0. i)

1.00

750.00

$750.00

08/14/09

RMS

0.30

495.00

$ i 48.50

08/14/09

RMS

Drafting insert for motion to shorten notice for Gas and Asset Exchange agreements motion and related email exchanges with client and other Debtors' professionals
EmaIl exchange with counsel to Marathon regarding suggestions for Motion to approve gas agreement Conference call with I Kharasch and K Makowski regarding hearing date for motion to approve gas and asset
exchange agreements

1.00

495.00

$495.00

08/14/09

RMS RMS

0.20 0.20

495.00
495.00

$99.00

08/14/09

$99.00

08/14/09

RMS

Telephone conferences and emaIl exchange with I Kharasch (.2); and S McFarland (.4); regarding Union's request to expedite hearing on motion to approve Gas and Asset Exchange agreements and review of email exchange between I Kharasch and Union's counsel R Epling regarding same (.1); and review of and comment on related motion to shorten notice (.3).

1.00

495.00

$495.00

08/14/09

RMS

More telephone conferences and emaIl exchanges with I Kharasch (.2); and S McFarland (.3); regarding motion to

3.00

495.00

$1,485.00

Invoice number 85524

68773

00002

Page 51

shorten notice for agreements motion and drafting and revision of same (for Chevron's strong request for a
hearing before the Sept. 1,2009 omnibus hearing) (.8) and
related revision of motions (.5) and review of relevant

materials (to address matters raised by Chevron) (1.2).


08/1 4/09

SAQ

Review and respond to numrous email memos re status and revisions to motions to shorten time and motions to
fie under seal

0.30

225.00

$67.50

08/14/09

SAQ

Conference with R. Saunders re status of motions, signature pages to agreements and organization of other exhibits
Conference with S. McFarland re status of

0.20

225.00

$45.00

08/1 4/09

SAQ
SEM

revisions to
the

0.10

225.00
525.00 675.00 525.00 750.00

$22.50 $52.50

motions to shorten time and preparation of exhibits


08/1 6/09 08/1 7/09
Email to Gerr Tywoniuk and Mark Cervi re fiing of

0.10 0.60 0.10 0.30

Asset Exchange Motion and related motions


AWC
SEM
IDK

Draft memo and email to Ira D. Kharasch regarding preference data, issues, recoveries.
Att to getting unredacted version offuel gas sale

$405.00
$52.50

08/17/09
08/1 7/09

agreement to interested parties

Emails with Union counsel re update on slot exchange agreements and court timing (. i); Emails with R. Saunders re need for unredacted Marathon fuel agreement (.2).
Email exchanges with 1 Kharasch and S Quinlivan regarding Marathon fuel gas agreement

$225.00

08/17/09
08/17/09 08/17/09
08/1 8/09

RMS
SAQ
SAQ

0.30 0.10

495.00

$148.50

Exchange emails with R. Saunders and S. McFarland re unredacted fuel and gas agreement
Collate unredacted fuel and gas agITement and forward to

225.00 225.00 225.00

$22.50
$45.00

0.20 0.80

J.O'NeiI
KFF

Hearing on shortened Draft, e-fie and serve Notice of Notice re Agreements Motion with Marathon Oil and Union Oil, including serving Order to Shorten and drafting
Affdavit of Service

$180.00

08/1 8/09
08/1 8/09

SEM
SEM
RMS

Review order to shorten notice and forward to Ira Kharasch, Rob Saunders and Max Litvak
Locating and transmitting unredacted copy of Fuel Exchange Agreement to Gerr Tywoniuk

0.10

525.00

$52.50 $52.50

0.10 0.30

525.00

08/1 8/09

Email exchange with S McFarland regarding order


shortening notice for hearing on Marathon and Union

495.00

$148.50

contracts (0.1); email orders to client and other


professionals (0.2)

08/19/09

IDK

Telephone conference and emails with CFO, Arlington re


status and open issues on negotiation offacilties

0.50

750.00

$375.00

agreement with Union, and impact on related litigation, and lenders' concerns re same (.4); Emails with client, Zolfo re transition of AK offce materials (.1).
08/21/09
IDK

Emails with Zolfo, client, Gregg, re coordinate call on leases and transitions (.2); Attend call re same with Bett (.4); Telephone conference and e-mails with Amber re docwnent retention issues in wind down and need for prep of list (.3); Emails with Arlington, Cervi re coordination of
Jim's travel to Sept i omnibus and timing of

1.20

750.00

$900.00

the move out

from Debtor's office space (.3).


08/25/09
IDK

Emails with Committee counsel re its questions on

0.40

750.00

$300.00

Invoice number 85524

68773 00002

Page 52

Marathon new fuel supply agreement/motion and request for extension, and also forward unredacted copy with limitations (.4).
08/26/09
IDK

Emails with Union, client re Union supplying well Rutan draft of information to Ocar (.2); Review of extensive memo on document retention post-wind down and regulatory issues re same, and consider impact of bankrptcy on those requirements (.2); Emails with Gregg A re same (.1).

0.50

750.00

$375.00

08/28/09

IDK

Telephone conferences with M. Litvak re general case issues and September 1 hearing coordination and how to respond to Union re facilities agreement status and
consider (.4).

0.40

750.00

$300.00

08/28/09

SEM

Email exchange with James O'Neill regarding the status of the CNO for the Motion to fie under seal the fuel exchange agreement

0.10

525.00

$52.50

Task Code Total

70.10

$38,431.50

Plan & Disclosure Stmt. (B320)

08/05/09

IDK

Review and consider plan of

reorganization term sheet of Polytec, and note its various strctural problems (.4);
Emails with client re its extensive feedback back to Poly tee

0.80

750.00

$600.00

re same and changes that must be made (.2); Telephone conference with Winn re Polytec plan and abandonment
(.2).

08/06/09

IDK

Review and consider correspondence from Poly

tee re its

0.50

750.00

$375.00

clarifications about potential plan of reorganization strcture (.2); Emails and telephone conference with Winn re same, and need to forward-lenders (.3).
08/07/09
IDK
Telephone conferences with Winn re strcture of plan of potential

0.30

750.00

$225.00

reorganization around keeping Beta, as well as corporate governance issues of New co, and consider, and
Ocar PSA (.3).

08/11/09

IDK

Review and consider Zolfo's draft term sheet for a plan of reorganization around Beta (.3); Attend conference call with Zolfo and CFO re same (.5).
plans of

0.80

750.00

$600.00

08/28/09

IDK

E-mails with M. Litvak re big picture issues for confirming reorganization ifno abandonment and if abandonment and consider factors re same.

0.40

750.00

$300.00

Task Code Total

2.80

$2,100.00

Ret. of Prof.Other
08/03/09
SEM

Communication with Joe McMahon re discussion on Schully motion to amend order and email to Ira Kharasch and Max Litvak re same(.I)

0.10

525.00

$52.50

08/03/09

SEM

Email to Lynn Wolfre Joe McMahon's issues with the amendment to the Schully Order

0.10

525.00

$52.50

Invoice number 85524


08/03/09
08/03/09
SEM SEM

68773 00002

Page 53
the Greenberg OCP

Attention to the approval and fiing of

0.10 0.20

525.00
525.00

$52.50

affdavit
Telephone conference with Joe McMahon regarding the
amendment to the Schully employment order(.1 );Email

$105.00

exchange with Lynn Wolfre same(.I)


08/03/09 08/03/09
SEM
SEM

Email exchange with Kitt Makowski regarding CNO on Schully order re amended employment order
Follow-up with James O'Neil regarding Loeb's question on arbitration c1ause(. I );Follow-up with Loeb on status of engagement letter(.1)

0.10
0.20

525.00

$52.50

525.00

$105.00

08/03/09

KPM

Review and respond to email correspondence from Scotta E. McFarland regarding certification of counsel for Schully retention order
Draft email correspondence to J. McMahon (Trustee)
regarding revision to Schully retention application

0.10

395.00

$39.50

08/03/09 08/03/09

KPM KPM

0.10
0.10

395.00 395.00

$39.50 $39.50

Review and respond to email correspondence from Scotta E. McFarland regarding filing certification of counsel for amended order on Schully retention Prepare Disclosure Affidavit of Ordinary Course Professional Christopher Austin for e-filing and service,
including affdavit of service

08/04/09

KFF

0.60

225.00

$135.00

08/04/09

SEM

08/04/09 08/04/09 08/04/09

SEM

KPM
KPM

08/05/09

KFF

08/05/09
08/05/09

IDK

SEM SEM SEM

Exmail exchange with Jamie O'Neil and Kitt Makowski regarding a COC for the Schully Order Amended the Employment Order regarding the order Email exchang with Lynn Wolf amended the order re Schully employment Draft certification of counsel for amended order on Schully retention Review and respond to email correspondence from James E. O'Neil regarding certification of counsel for amended order on Schully retention Serve signed orders regarding Rutan's Motion to Apply Retainer and Order Amending Retention of Schully, including drafting affidavit of service for e-fiing with Court Emails with S. McFarland re issues on Loeb retention (.2). Telephone conferenc with David Rubinstien regarding Loeb's employment app
Email exchange with Ira Kharasch regarding Loeb & Loeb engagement letter and status of employment app Email exchange with Vadim Rubinstein regarding the the engagement Loeb employment app and the status of letter

0.10

525.00

$52.50

0.10

525.00 395.00 395.00

$52.50

0.30 0.10

$118.50
$39.50

0.80

225.00

$180.00

0.20 0.10

750.00
525.00 525.00

$150.00
$52.50

08/05/09 08/08/09

0.10 0.10

$52.50 $52.50

525.00

08/08/09
08/1 0/09 08/1 0/09 08/1 0/09

SEM

Email to Ira Kharasch regarding update on the status fo filing the Loeb employment app

0.10 0.20
0.20

525.00

$52.50

SAQ
SAQ

Review Pacer docket for Lazard amended engagement letter and order thereon Review Pacer docket for Zolfo amended engagement letter and order thereon Telephone conference with David Rubinstein regarding status of engagement letter and the fiing of the
employment app

225.00
225.00 525.00

$45.00
$45.00 $52.50

SEM

0.10

Invoice number 85524


08/10/09
SEM SEM

68773

00002
0.10

Page 54
525.00 525.00

Email exchange with Gerr Tywoniuk regarding the Loeb engagement letter
Email exchange with Vadim Rubinstein of

$52.50

08/10/09
08/1 1109

Loeb re

0.10 0.70

$52.50
$157.50

finalizing engagement letter


KFF

Prepare Application to Retain Loeb & Loeb as special tax counsel for e-fiing and service, including drafting Notice and Affidavit of Service
Email exchange with Kathe Finlayson and Vadim

225.00

08/1 1109

SEM
JEO
IDK IDK

0.10 0.40
0.20

525.00

$52.50
$214.00 $150.00

Robinstein re filing Loeb employment app


08/1 1109

Review Loeb and Lake retention application and finalize

535.00 750.00 750.00

08/12/09 08/17/09

Emails with Committee counsel re its questions on Loeb employment and need for call re same (.2).

Numerous correspondence with Committee counsel re its various inquiries re tax advice rendered by Loeb and its estimated fees, and the anticipated/potential sale or credit bid bonuses payable to employees and Lazard/Albrecht
(.7).

0.70

$525.00

08/17/09
08/1 8/09

SEM

Email from Ira Kharasch and exchange with Lance Jurich and V. Rabiostein re Loeb's fees

0.10

525.00 750.00

$52.50

IDK

Emails with Committee counsel, S. McFarland re further information on Loeb tasks and costs, Committee's decision re same, and OCP payment info request (.3).

0.30

$225.00

08/28/09

SEM

Email exchange with Vadim Rubinstein re status ofCNO ail exchange with James O'Neil re same
on Loeb Employment App and em

0.10

525.00

$52.50

Task Code Total

7.00

$3,153.00

Stay Litigation (8140)

08/05/09

RMS

Review ofletter from Escopeta purporting to terminate farm out agreement (0.1); telephone conference with L Wolf (0.2); email exchange with M Litvak (0.1); email to L Wolf regarding drafting letter back to Escopeta (0.1); research related to legal and factual research and review of stay violation by Escopeta letter purporting to terminate farm out agreement (2.1)
Email exchanges with T Marino (0.1), J Arlington (0.1), M Litvak and G Tywoniuk (0.1) regarding Escopeta and review of relevant materials regarding Escopeta farmout agreement, letter from Escopeta and stay violation (1.1)

2.60

495.00

$1,287.00

08/06/09

RMS

1.40

495.00

$693.00

Task Code Total

4.00

$1,980.00

Tax Issues (8240)


08/13/09 08/13/09
SEM
SEM

Telephone conference with Jesse DelConte regarding additional prepetition taxes that need to be paid
Email exchange with Jesse DelConte regarding the need to pay additional prepetition taxes and fiing a motion re

0.10 0.10

525.00 525.00

$52.50
$52.50

Invoice number 85524


same

68773

00002

Page 55

08/14/09 08/17/09 08/17/09 08/17/09 08/20/09

SEM

Email communications with Jesse DelConte regarding the tax motion


Drafting Supplemental Motion re payment of

0.10
1.70

525.00
525.00

$52.50

SEM
SEM SEM SEM

taxes and

$892.50
$52.50

order re same( l.4);Drafting notice re same (.3)

Email exchange with Jesse DelConte regarding the draft of the supplemental tax motion

0.10

525.00
525.00
525.00

Review and sign tax motion, notice(.I);Coordinate fiing and service of same (.2)
Email to Mark Cervi regarding the Supplemental Tax Motion

0.30 0.10

$157.50
$52.50

Task Code Total

2.50

$1,312.50

Travel
08/02/09 08/03/09

MBL
IDK MBL IDK MBL

Travel to Delaware for hearing. (Biled at 1/2 normal rate) Non-working travel LA to Delaware for 8/4 hearing (biled
at 112 rate).

5.00 5.20

275.00
375.00 275.00
375.00

$1,375.00 $1,950.00 $1,925.00 $1,875.00 $1,375.00 $1,375.00 $1,300.00 $1,875.00

08/04/09 08/04/09
08/11/09 08/12/09
08/24/09

Travel from DE following hearing. (Biled at 1/2 normal rate)


Non-working travel from Delaware to Los Angeles from 8/4 omnibus hearing (biled at 112 rate).
Travel to DE for hearing. (Biled at 1/2 normal rate)

7.00
5.00

5.00
5.00 4.00
5.00 5.00 8.00

275.00 275.00
325.00 375.00

MBL
KHB

Travel from DE following hearing. (Biled at 1/2 normal


rate)

Travel to and from L.A. for D. Katie deposition. (Biled at


112 normal rate)

08/27/09 08/30/09
08/30/09

IDK MBL

Nonworking travel from LA to Delaware for September 1


hearing (biled at 112 rate).

JKH

Travel to DE for hearing. (Billed at 112 normal rate) Travel to Delaware for group 1 abandonment hearing
(billed at 1/2 rate).

275.00
325.00

$1,375.00
$2,600.00

Task Code Total

54.20

$17,025.00

Total professional services:

874.90

$453,736.50

Costs Advanced:
07/02/2009
07/09/2009 07/09/2009 07/09/2009 07/13/2009 07/13/2009 07/13/2009
HT
CC

Hotel Expense (El 10) - Hotel Dupont Wilmington MBL


Conference Call (E 105) CourtCall inv 7/01/09 - 8/07/09

$265.84

$44.00
$7.85

CC

Conference Call (EI05) AT&T Conference Call, SEM


Transcript (El 16) Veritext NY Reporting Inv NY280043

TR
CC
OS OS

$366.85
$0.18

Conference Call (E 1 05) AT&T Conference Call, SEM

Digital Legal Services, outside reproduction


Digital Legal Services, postage

$79.20 $51.90

Invoice number 85524


0711 5/2009
0711 6/2009

68773

00002

Page 56
$5.73

CC
BM
CC CC

Conference CalI (E105) AT&T Conference Call, MBL

Business Meal (Elll) Delmonico Catering (Lex), Breakfast for Pacific Energy Auction
Conference Call (E105J AT&T Conference Call, SEM
Conference Call (E 1 05) AT&T Conference Call, SEM

$276.57
$1.95 $3.16 $3,305.20

0711 6/2009
0711 6/2009 0711 7/2009 0711 7/2009 0711 7/2009

AF
BM

Air Fare (EllO) - United Airlines SF to JFK (RT) MBL


Business Meal (E 111) Delmonico Catering (LEX), working meal, S. Bonifacio

$44.78 $60.00 $440.36


$33.89

TE
BM

Travel Expense (EIIO) - Travel agency service fee MBL


Business Meal (Ell

07/20/2009

I) Events and Every Day Catering, Pacific

Energy Auction

07/20/2009
07/20/2009
07/20/2009

BM
BM

Business Meal (Elll) Simply Food Caterig, working meal,

S. Bonifacio
Business Meal (Ell

I) - The Clarke's Group New York IDK

TE TE
CC

Travel Expense (EllO) - Arrow Transportation Invoice #:


25497 Denise Harris

$137.70 $167.78
$89.96
$5.05

07/20/2009
07/21/2009

Travel Expense (E 110) - Arrow Transportation Invoice #:


25497 David Rivera

Conference Call (EI05) AT&T Conference Call, RMS


Guest Parking (EI24) - SF Central Level Parking Garage, Parking fee MBL
Los Angeles Airport Parking IDK

07/21/2009

GP AP
CC CC CC

$76.00
$51.48 $10.72
$11.03

07/22/2009
07/22/2009 07/22/2009 07/22/2009 07/22/2009 07/22/2009
07/23/2009

Conference Call (E105) AT&T Conference Call, RMS

Conference Call (EI05) AT&T Conference Call, RMS


Conference Call (E 105) AT&T Conference Call, RMS

HT

Hotel Expense (EI 10) - W Hotel New York (3 nights) IDK

$4.99 $639.53
$598.82
$2,571.20
$30.00 $20.00 $60.00
$65.00 $34.99 $34.99
$7.25

HT
AF
CC

Hotel Expense (EII0) - WHotels New York MBL


Air Fare (E Ii 0) - United Airlines SF to Philadelphia (R T) MBL
Conference CalI (E 1 05) CourtCall inv 7/01/09-8/07/09

07/23/2009 07/23/2009 07/23/2009 07/24/2009 07/25/2009 07/25/2009 07/27/2009 07/27/2009 07/28/2009 07/28/2009 07/28/2009 07/28/2009 07/28/2009
07/28/2009 07/29/2009

TE TE
CC
DH

Travel Expense (EII0) - Travel agency service fee MBL


Travel Expense (EIIO) - Travel agency service fee MBL
Conference Call (E105) CourtCall inv 7/01/09-8/07/09 68773.00002 DHL Worldwide Express Charges for 07-25-09 68773.00002 DHL Worldwide Express Charges for 07-25-09
68773.00002 TriState Courier Charges for 07-27-09 68773.00002 TriState Courier Charges for 07-27-09

DH DC DC

$135.00
$120.00

AT
DC

Auto Travel Expense (E109) Taxi Expenses, IDK (pc)


68773.00002 TriState Courier Charges for 07-28-09 68773.00002 TriState Courier Charges for 07-28-09
68773.00002 TriState Courier Charges for 07-28-09

$5.00 $5.00
$117.00
$81. 00

DC DC
DC

68773.00002 TriState Courier Charges for 07-28-09

TE
CC
CC

Travel Expense (El1O) - Travel agency service fee MBL

$20.00

Conference Call (EI05) AT&T Conference Call, IDK


Conference Call (E I 05) AT&T Conference Call, RMS

$1.89
$13.24

07/29/2009

Invoice number 85524


07/30/2009 07/30/2009
AF
CC CC

68773 00002

Page 57
$946.60
$3.52 $6.48

Air Fare (El 10) - United Airlines - Return flght Philadelphia to LAX (10K)
Conference Call (EI05) AT&T Conference Call, 10K
Conference Call (E 1 05) AT&T Conference Call, MBL

07/30/2009
07/30/2009 07/31/2009

TE

Travel Expense (E 11 0) - Travel service agency fee 10K

$45.00

AF
AF AF
DC
DC

Air Fare (EI 10) - American Airlines JFK to LAX (10K)


Air Fare (EI 10) - United Airlines SF to Philadelphia MBL

$1,394.00
$1,285.60

07/31/2009
07/3 1/2009
071 1/2009

Air Fare (EI 10) - US Air - LAX to Philadelphia 10K


68773.00002 TriState Courier Charges for 07-3 1-09

$946.60
$5.00

07/31/2009

68773.00002 TriState Courier Charges for 07-31-09 68773.00002 TriState Courier Charges for 07-31-09
68773.00002 TriState Courier Charges for 07-31-09

$80.00 $60.00
$5.00

07/31/2009
07/31/2009
07/3 1/2009

DC DC
DC

68773.00002 TriState Courier Charges for 07-31-09

$180.00
$0.20

07/3 1/2009 07/3 1/2009

RE2
RE2

Reproduction Scan Copy (2 (I .10 PER PO)


Reproduction Scan Copy (4 (I . i 0 PER PO)

$0.40
$0.40 $1.20

07/31/2009 07/31/2009
07/3 1/2009

RE2
RE2

Reproduction Scan Copy (4 (I 0.10 PER PO)


Reproduction Scan Copy ( 12 (I . i 0 PER PO)

RE2 RE2 RE2 RE2 RE2


RE2 RE2

Reproduction Scan Copy (I 1 (I 0.10 PER PO)

$1.0
$0.10 $2.80 $0.10
$0.10 $0.40

07/31/2009
07/3 1/2009

Reproduction Scan Copy (I (I 0.10 PER PO)


Reproduction Scan Copy ( 28 (I 0.10 PER PO)

07/3/2009
07/31/2009
07/31/2009
07/3 1/2009

Reproduction Scan Copy (i (I 0.10 PER PO)


Reproduction Scan Copy ( 1 (I O. i 0 PER PO)

Reproduction Scan Copy ( 4 (I 0.10 PER PO) Reproduction Scan Copy ( 4 (I 0.10 PER PO)
Reproduction Scan Copy (1 (I 0.10 PER PO)

$0.40 $0.10

07/31/2009
07/3 1/2009 07/3 1/2009

RE2

TE
TE TE
BM

Travel Expense (EII0) - Travel agency service fee MBL


Travel Expense (E 1 10) - Travel service agency fee 10K

$60.00
$45.00 $45.00

07/31/2009

Travel Expense (EI 10) - Travel service agency fee 10K

08/01/2009 08/01/2009
08/01/2009

Business Meal (EI I i) - NY Palace Hotel 10K


Hotel Expense (El 10) - NY Palace Hotel 10K
68773.00002 PACER Charges for 08-01-09

$91.04
$ 1,728.30

HT
PAC

$1.92

08/02/2009 08/02/2009
08/02/2009

AT
RE2

Auto Travel Expense (EI09) AMS Pacific Transportation, Inv. 147369, MBL

$165.72
$0.70

SCAN/COPY (7 (I0.10 PER PO)


68773.00002 Westlaw Charges for 08-02-09
68773.00002 TriState Courier Charges for 08-03-09 68773.00002 TriState Courier Charges for 08-03-09

WL

$145.37
$5.00
$14.45

08/03/2009 08/03/2009
08/03/2009 08/03/2009 08/03/2009 08/03/2009 08/03/2009

DC
DC DC

68773.00002 TriState Courier Charges for 08-03-09


Federal Express (E 108) 5-637-8 i 683

$72.00 $22.26 $22.26


$1.00 $5.00
$5.00 $5.00

FE FE
FX FX

Federal Express (EI08) 5-637-81683

(CORR 1 (I1.00 PER PO) (CORR 5 (I1.00 PER PO)


(CORR 5 (Ii .00 PER PO)
(CORR 5 (II.OO PER PO)

08/03/2009
08/03/2009

FX
FX

Invoice number 85524


08/03/2009
08/03/2009 08/03/2009
08/03/2009 08/03/2009
FX FX

68773 00002

Page 58
$5.00
$5.00 $5.00 $5.00 $5.00 $5.00

(CORR 5 ~1.00 PER PO)

(CORR 5 ~1.00 PER PO)


(CORR 5 ~1.00 PER PO) (CORR 5 ~1.00 PER PO) (CORR 5 ~1.00 PER PO)
(CORR 5 ~i.OO PER PO)

FX

FX
FX FX FX FX FX FX FX FX FX
FX FX FX

08/03/2009 08/03/2009

(CORR 5 ~1.00 PER PO) (CORR 5 ~1.00 PER PO)


(CORR 5 ~ 1.00 PER PO)

$5.00
$5.00 $5.00 $5.00

08/03/2009 08/03/2009
08/03/2009 08/03/2009 08/03/2009
08/03/2009 08/03/2009

(CORR 5 ~i.OO PER PO) (CORR 5 ~i.OO PER PO)

$5.00
$5.00 $5.00

(CORR 5 ~1.00 PER PO) (CORR 5 ~1.00 PER PO) (CORR 5 ~1.00 PER PO) (CORR 5 ~1.00 PER PO) (CORR 5 ~1.00 PER PO) (CORR 5 ~1.00 PER PO)
(CORR 5 ~i.OO PER PO) Hotel Expense rEI 10) - Hotel Dupont MBL
68773.00002 PACER Charges for 08-03-09
(AOR 10 ~O.1O PER PO)
(CORR 1 60 ~0.1 0 PER PO)

$5.00 $5.00 $5.00 $5.00 $5.00


$19.90

08/03/2009

08/03/2009 08/03/2009 08/03/2009 08/03/2009


08/03/2009 08/03/2009 08/03/2009
08/03/2009

FX

FX

HT
PAC
RE

$8.40 $1.00

RE
RE RE RE

$16.00
$1.00
$2.80 $3.40 $1.40

(CORR 10 ~0.10 PER PO)


(CORR 28 ~O. 1 0 PER PO)

08/03/2009

08/03/2009 08/03/2009 08/03/2009 08/03/2009 08/03/2009 08/03/2009


08/03/2009 08/03/2009 08/03/2009

(DOC 34 ~0.1 0 PER PO)


(CORR 14 ~O.IO PER PO)
(CORR 34 ~O. 10 PER PO)

RE
RE

$3.40
$0.20

RE RE RE RE
RE2 RE2 RE2 RE2

(CORR 2 ~0.1 0 PER PO)


(CORR 2 ~O. 10 PER PO)

$0.20

(CONT 13 ~O.IO PER PO)


(AOR 6 ~0.10 PER PO)

$1.0
$0.60 $0.10 $0.40 $0.30 $0.60 $0.20 $0.20
$0.30

SCAN/COPY ( 1 ~O.1O PER PO) SCAN/COPY ( 4 ~O.1O PER PO) SCAN/COPY ( 3 ~O.1O PER PO)
SCAN/COPY ( 6 ~O. 1 0 PER PO)

08/03/2009 08/03/2009
08/03/2009

RE2

SCAN/COPY ( 2 ~O. 1 0 PER PO)

08/03/2009 08/03/2009 08/03/2009 08/03/2009 08/03/2009


08/03/2009 08/03/2009

RE2
RE2

SCAN/COPY ( 2 ~O.1O PER PO)


SCAN/COPY ( 3 ~O. 10 PER PO)
SCAN/COPY ( 2 ~O. 1 0 PER PO)

RE2 RE2
RE2 RE2 RE2

$0.20
$1.20

Reproduction Scan Copy ( 12 ~ 0.10 PER PO)

Reproduction Scan Copy (5 ~ 0.10 PER PO)


Reproduction Scan Copy ( 1 ~ 0.10 PER PO) Reproduction Scan Copy ( 6 ~ 0.10 PER PO)

$0.50 $0.10 $0.60

Invoice number 85524


08/03/2009
08/03/2009 08/04/2009 08/04/2009 08/04/2009 08/04/2009 08/04/2009 08/04/2009 08/04/2009 08/04/2009
RE2
WL

68773

00002

Page 59
$0.50

Reproduction Scan Copy ( 5 ~ . 10 PER PG)


68773.00002 WestIaw Charges for 08-03-09

$46.44

AT
DC DC

Auto Travel Expense (EI09) AMS Pacific Transportation, Inv. 147370, MBL
68773.00002 TriState Courier Charges for 08-04-09 68773.00002 TriState Courier Charges for 08-04-09 68773.00002 TriState Courier Charges for 08-04-09
68773.00002 TriState Courier Charges for 08-04-09 68773.00002 TriState Courier Charges for 08-04-09 68773.00002 TriState Courier Charges for 08-04-09 68773.00002 TriState Courier Charges for 08-04-09

$158.72

$65.00
$5.00

DC DC DC DC

$190.00
$15.98

$5.00
$5.00
$7.78

DC

08/04/2009 08/04/2009 08/04/2009


08/04/2009 08/04/2009 08/04/2009

PAC
PO PO RE RE RE RE
RE

68773.00002 PACER Charges for 08-04-09


68773.00002 :Postage Charges for 08-04-09 68773.00002 :Postage Charges for 08-04-09

$0.56 $5.84
$5 I .24

(CORR 14 ~0.1O PER PG)

$1.40 $1.40

(AGR 14 ~0.1O PER PG)


(CORR 586 ~O. I 0 PER PG)

$58.60
$1.10

08/04/2009 08/04/2009 08/04/2009


08/04/2009 08/04/2009 08/04/2009

(DOC I I ~0.1O PER PG)


(CORR 12 ~0.1O PER PG)
(CORR 19 ~0.1 0 PER PG)

$1.20 $1.90
$2.50

RE RE RE
RE2 RE2

08/04/2009 08/04/2009
08/04/2009 08/04/2009 08/04/2009 08/04/2009

RE2 RE2 RE2 RE2


RE2

(AGR25 ~0.1O PER PG) (CORR 14 ~O.IO PER PG) SCAN/COPY (23 ~O. I 0 PER PG) SCAN/COPY (6 ~O.iO PER PG) SCAN/COPY (6 ~O.iO PER PG) SCAN/COPY (7 ~0.10 PER PG) SCAN/COPY ( I ~O.IO PER PG) SCAN/COPY ( I ~O.IO PER PG) SCAN/COPY ( 2 ~0.1 0 PER PG)
Air Fare (E 110) - United Airlines - flight from Philadelphia to San Francisco MBL

$1.40
$2.30 $0.60 $0.60

$0.70
$0.10
$0.10

$0.20

08/05/2009
08/05/2009 08/05/2009
08/05/2009

AF AP AP
DC
DC

$1,285.60
$99.00 $60.00 $65.00
$5.00

SFO Parking MBL

LAX Airport Parking IDK

68773.00002 TriState Courier Charges for 08-05-09 68773.00002 TriState Courier Charges for 08-05-09

08/05/2009 08/05/2009 08/05/2009 08/05/2009 08/05/2009


08/05/2009

HT
HT
PAC
PO

Hotel Expense (EI 10) - Hotel Dupont (I night) IDK


Hotel Expense (EI 10) - Hotel Dupont MBL

$284.90
$580.78
$10 .24

68773.00002 PACER Charges for 08-05-09


68773.00002 :Postage Charges for 08-05-09 68773.00002 :Postage Charges for 08-05-09
(CORR 232 ~O. i 0 PER PG)

$2.50
$44.1 0

PO
RE

08/05/2009 08/05/2009 08/05/2009 08/05/2009

$23.20
$1.00 $0.40

RE RE

(CORR 10 ~O.iO PER PG)


(CORR 4 ~O. 10 PER PG)

RE

(CORR 2 ~0.1 0 PER PG)

$0.20

Invoice number 85524


08/05/2009 08/05/2009 08/05/2009 08/05/2009 08/05/2009
RE
RE

68773 00002

Page 60
$0.70 $1.10
$0.70

(CORR 7 ~O. 10 PER PG)


(CORR 1 1 ~o. 1 0 PER PG) SCAN/COPY (7 O. 10 PER PG)

RE2 RE2
SO

SCAN/COPY ( 7 O. 10 PER PG)


Secretarial Overtime, M. De Leon

$0.70
$58.55

08/05/2009 08/06/2009 08/06/2009 08/06/2009


08/06/2009

WL

68773.00002 Westlaw Charges for 08-05-09


68773.00002 PACER Charges for 08-06-09

$218.56
$2.48

PAC
RE RE
RE

(CORR 5 O.1O PER PG)

$0.50 $1.40 $1.50

(CORR 14 O.10 PER PG)


(CORR 15 O.1O PER PG) SCAN/COPY ( 11 O.10 PER PG)
SCAN/COPY ( 1 1 O.1O PER PG)

08/06/2009 08/06/2009 08/06/2009 08/06/2009 08/06/2009


08/06/2009

RE2 RE2 RE2 RE2 RE2 RE2 RE2

$1.0 $1.0
$1.10
$ 1. 00

SCAN/COPY ( Ii O.1O PER PG)


SCAN/COPY ( 10 O.IO PER PG)

SCAN/COPY ( II O.IO PER PG)


SCAN/COPY (36 O.lO PER PG)
SCAN/COPY ( II O. 1 0 PER PG)
SCAN/COPY ( 5 O.1O PER PG)
SCAN/COPY ( 6 O. 1 0 PER PG)

$1.10
$3.60

08/06/2009 08/06/2009 08/06/2009 08/06/2009 08/06/2009 08/06/2009 08/06/2009 08/06/2009 08/06/2009


08/07/2009 08/07/2009 08/07/2009 08/07/2009 08/07/2009

$1.10
$0.50 $0.60 $0.10

RE2
RE2 RE2 RE2 RE2 RE2 RE2 RE2
DC PO

SCAN/COPY ( 1 O.1O PER PG)


SCAN/COPY ( 1 O. 1 PER PG)

$0.10 $0.50
$0.80 $0.80 $0.50
$6.83

SCAN/COPY ( 5 O. 1 0 PER PG)

SCAN/COPY (8 O.IO PER PG)


SCAN/COPY ( 8 O.1O PER PG)
SCAN/COPY ( 5 O. 1 0 PER PG)

68773.00002 TriState Courier Charges for 08-07-09


68773.00002 :Postage Charges for 08-07-09
(CORR 81 O. 1 0 PER PG)

$29.70

RE RE RE RE
RE

$8.10
$15.50

(CORR 155 O.1O PER PG)

(CORR 38 O.IO PER PG)


(FEE 75 O.1O PER PG)
(NOTC 22 O. 1 0 PER PG) (CORR 750 O. 1 0 PER PG) SCAN/COPY ( 20 O.1 PER PG)

$3.80
$7.50 $2.20

08/07/2009
08/07/2009 08/07/2009 08/07/2009
08/07/2009 08/07/2009

RE
RE2 RE2 RE2 RE2

$75.00
$2.00 $0.10
$0.20

SCAN/COPY ( 1 O.1 PER PG)

SCAN/COPY (2 O.IO PER PG)


SCAN/COPY ( 2 O. 1 0 PER PG)

08/07/2009 08/07/2009
08/07/2009
08/07/2009

$0.20 $1.10

RE2
RE2 RE2 RE2 RE2

SCAN/COPY ( ii O.1O PER PG) SCAN/COPY ( 11 O.l0 PER PG) SCAN/COPY ( 1 0.10 PER PG)
SCAN/COPY ( 1 O. 1 0 PER PG)

$1.0
$0.10
$0.10
$0.10

08/07/2009
08/07/2009

SCAN/COPY ( I O.lO PER PG)

08/07/2009

RE2

SCAN/COPY ( II O.l0 PER PG)

$1.0

Invoice number 85524


08/07/2009 08/07/2009 08/09/2009
RE2

68773 00002

Page 61
$1.10

SCAN/COPY ( 11 (O.

1 0 PER PO)

WL

68773.00002 Westlaw Charges for 08-07-09


68773.00002 PACER Charges for 08-09-09
SCAN/COPY ( 67 (O. 1 PER PO)
SCAN/COPY ( 92 (O.

$278.88

PAC
RE2

$1.4
$6.70

08/09/2009
08/09/2009

RE2
RE2 RE2 RE2
DC
DC

10 PER PO)

$9.20
$7.60 $0.20 $0.40 $5.00 $5.00
$5.00 $5.00

08/09/2009 08/09/2009 08/09/2009


08/J 0/2009

SCAN/COPY ( 76 (O. J 0 PER PO)

SCAN/COPY ( 2 (O. 10 PER PO)

SCAN/COPY ( 4 ~O. J 0 PER PO)


68773.00002 TriState Courier Charges for 08- 10-09
68773.00002 TriState Courier Charges for 08- 1 0-09

08/10/2009 08/10/2009 08/10/2009


08/J 0/2009 08/J 0/2009

DC DC

68773.00002 TriState Courier Charges for 08-10-09


68773.00002 TriState Courier Charges for 08- 1 0-09

DC
DC DC DH

68773.00002 TriState Courier Charges for 08-10-09


68773.00002 TriState Courier Charges for 08- 10-09
68773.00002 TriState Courier Charges for 08- 1 0-09

$65.00 $60.00
$6.48
$11.8 J
$4 .40

08/10/2009
08/J 0/2009

68773.00002 DHL Worldwide Express Charges for 08-10-09

08/10/2009
08/J 0/2009
08/J 0/2009 08/J 0/2009

PAC PO
PO

68773.00002 PACER Charges for 08-10-09

68773.00002 :Postage Charges for 08-10-09


68773.00002 :Postage Charges for 08- 10-09

$16.50
$35,85

PO RE RE RE RE RE RE
RE RE

68773.00002 :Postage Charges for 08-10-09


(CORR 164 (O. (CORR 257 (O.

$J9,80
$16.40 $25.70
$0.10

08/10/2009
08/J 0/2009

10 PER PO)
1 0 PER PO)

08/10/2009
08/J 0/2009

(CORR 1 (O.JO PER PO)


(CORR 171 (O, (CORR 2540 (O.

10 PER PO)
1 0 PER PO)

$17.10

08/J 0/2009
08/J 0/2009

$254.00
$0.20
$0.40

(CORR 2 (O. J 0 PER PO)


(CORR4 (O.

08/10/2009 08/10/2009
08/J 0/2009

10 PER PO)

(CONT J J 5 (O. J 0 PER PO)

$11.50 $15.20
$ i. 00

RE
RE

(CORR 152 (O.JO PER PO)


(CORR 10 (O. 1 0 PER PO)
(CORR 10 (O. (CORR 12 (O.

08/J 0/2009

08/10/2009
08/J 0/2009 08/J 0/2009 08/J 0/2009

RE
RE

10 PER PO)
1

$1.00
$ 1.20

0 PER PO)

RE RE RE
RE2 RE2 RE2 RE2 RE2

(CORR 76 (O. J 0 PER PO)


(CORR 9 (O.

$7.60
$0.90 $0.60

10 PER PO)

08/J 0/2009 08/J 0/2009

(CORR 6 ~O. J 0 PER PO)


SCAN/COPY ( 39 (O.

1 PER PO)

$3.90 $0.30 $1.20 $0.40 $1.20


$0.70 $0.10 $0.10

08/10/2009
08/10/2009 08/10/2009
08/J 0/2009 08/J 0/2009 08/J 0/2009
08/J 0/2009

SCAN/COPY (3 (O.JO PER PO) SCAN/COPY ( 12 ~O.JO PER PO)


SCAN/COPY ( 4 ~O. J 0 PER PO)

SCAN/COPY (12 ~0.10 PER PO)


SCAN/COPY ( 7 ~O. 10 PER PO)

RE2 RE2
RE2

SCAN/COPY (1 ~0.10 PER PG)


SCAN/COPY ( J (O.JO PER PG)

Invoice number 85524


08/10/2009
08/1 0/2009

68773

00002

Page 62
$0.10
$0.10

RE2
RE2

SCAN/COPY ( I ~O.IO PER PG)

SCAN/COPY ( I ~O. io PER PG)


Air Fare rEI 10) - Continental Airlines - flght to Philadelphia to Houston to San Francisco MBL
Air Fare (E 110) - United Airlines - flght from San Francisco to Philadelphia MBL
Auto Travel Expense rE109) AMS Pacific Transportation, Inv. 147593, MBL
68773.00002 TriState Courier Charges for 08- 1 1-09

08/1 112009

AF

$1,005.70
$1,285.60
$165.72
$15.00
$6.83

08/1 1/2009
08/1 112009 08/1 112009

AF

AT
DC

08/1112009
08/1 112009
08/1 112009

DC DC
DH

68773.00002 TriState Courier Charges for 08-11-09

68773.00002 TriState Courier Charges for 08-11-09 68773.00002 DHL Worldwide Express Charges for 08-11-09
68773.00002 DHL Worldwide Express Charges for 08-1 1-09
68773.00002 DHL Worldwide Express Charges for

$234.00
$50.22 $50.22

08/1112009 08/1112009
08/1 112009
08/1 1/2009

DH
DH
DH

08-1 1-09

$50.22
$8.24

68773.00002 DHL Worldwide Express Charges for08-11-09


68773.00002 DHL Worldwide Express Charges for 08-1 1-09

DH DH DH
DH

$8.24 $8.24

08/1112009
08/1 112009

68773.00002 DHL Worldwide Express Charges for 08-11-09


68773.00002 DHL Worldwide Express Charges for

08-1 1-09

$13.46

08/1112009

68773.00002 DHL Worldwide Express Charges for 08-11-09 68773.00002 DHL Worldwide Express Charges for 08-11-09

$13.46
$8.24

08/11/2009 08/11/2009
08/1 112009 08/1 112009

DH DH
DH DH

68773.00002 DHL Worldwide Express Charges for 08-11-09


68773.00002 DHL Worldwide Express Charges for 08-1 1-09

$50.22

$8.24
$12.13

68773.00002 DHL Worldwide Express Charges for 08-11-09 68773.00002 DHL Worldwide Express Charges for 08-11-09
68773.00002 DHL Worldwide Express Charges for 08-1 1-09
68773.00002 PACER Charges for 08-1 1-09

08/11/2009
08/1 112009

DH DH
PAC
PO

$8.24
$21.8 I

08/1 1/2009 08/1112009

$3.60

68773.00002 :Postage Charges for 08-11-09 68773.00002 :Postage Charges for 08-11-09
68773.00002 :Postage Charges for 08-1 1-09

$29.70 $67.08
$4.14

08/11/2009 08/11/2009
08/1112009
08/1 1/2009
08/1 112009 08/1 112009 08/1 112009 08/1 112009
08/1 1/2009

PO PO
RE

(CORR 85 ~0.10 PER PG)


(CORR 25 ~O. 1 0 PER PG)

$8.50
$2.50

RE RE
RE RE

(CORR 852 ~0.1 0 PER PG)

$85.20
$1.20 $7.70 $9.40 $9.90

(CORR 12 ~O.io PER PG) (DOC 77 ~O.1O PER PG)


(CORR 94 ~O. I 0 PER PG)

RE RE RE RE RE

08/1 112009
08/1 1/2009

(CORR 99 ~0.10 PER PG) (CORR 1267 ~O.1O PER PG)


(CORR 10 ~0.1 0 PER PG)
(CORR 2 ~O. 10 PER PG)

$126.70
$1.00 $0.20

08/1 112009 08/1 112009


08/1 1/2009
08/1 1/2009

RE
RE RE
RE2 RE2

(CORR 1391 ~0.i0 PER PG)


(CORR 869 ~O. 10 PER PG)

$139.10
$86.90
$0.10

08/11/009
08/1 112009

(CORR 1 ~0.i0 PER PG) SCAN/COPY (8 ~0.10 PER PG)


SCAN/COPY ( 29 ~O.L 0 PER PG)

$0.80 $2.90

Invoice num ber 85524


08/11/2009
08/1 1/2009

68773

00002

Page 63
$0.20 $0.20 $2.50
$3.90 $2.50 $6.30

RE2 RE2 RE2

SCAN/COPY (2 (0.10 PER PO)


SCAN/COPY (2 (0.10 PER PO)
SCAN/COPY ( 25 (0. I 0 PER PO)

08/11/2009
08/1 1/2009

RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2


RE2 RE2

SCAN/COPY ( 39 (0. I 0 PER PO)

08/11/2009 08/11/2009 08/11/2009 08/11/2009 08/11/2009 08/11/2009 08/11/2009 08/11/2009 08/11/2009

SCAN/COPY ( 25 (0.1O PER PO) SCAN/COPY ( 63 (0.1O PER PO) SCAN/COPY ( 2 (0.1O PER PO)

$0.20 $0.10 $0.20 $0.10 $0.20


$0.20 $0.30 $7.60

SCAN/COPY ( I (0.10 PER PO)

SCAN/COPY (2 (0.l0 PER PO)


SCAN/COPY ( 1 (0. I 0 PER PO)

SCAN/COPY (2 (0.10 PER PO)


SCAN/COPY ( 2 (O.L 0 PER PO)

SCAN/COPY (3 (0. 10 PER PO)


SCAN/COPY ( 76 (0. I 0 PER PO)

08/11/2009
08/1 1/2009

RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2


RE2

SCAN/COPY ( 4 (0.1O PER PO)

$0.40
$0.20 $0.10 $0.20 $0.10 $0.50 $0.60 $0.20
$0.30

08/11/2009 08/11/2009
08/1 1/2009

SCAN/COPY ( 2 (0.1O PER PO)

SCAN/COPY ( I (0.1O PER PO)


SCAN/COPY ( 2 (0.1O PER PG)

08/11/2009
08/11/2009

SCAN/COPY ( I (O.iO PER PG)


SCAN/COPY ( 5 (0. I 0 PER PO)

08/11/2009
08/11/2009

SCAN/COPY (6 (0.10 PER PO)


SCAN/COPY (2 (0.1O PER PO)
SCAN/COPY ( 3 (0.1O PER PO)

08/11/2009
08/1 1/2009
08/1 1/2009

RE2 RE2 RE2

SCAN/COPY (4 (0.10 PER PO)


SCAN/COPY (3 (0.1O PER PO)
Travel Expense (EI 10) - Travel agency service fee MBL

$0.40 $0.30

08/11/2009 08/12/2009 08/12/2009 08/12/2009 08/12/2009


08/12/2009 08/12/2009

TE

$60.00

AT
DC DC

Auto Travel Expense (EI09) AMS Pacific Transporttion, Inv.


147594, MBL
68773.00002 TriState Courier Charges for 08-12-09

$178.57
$5.00

68773.00002 TriState Courier Charges for 08-12-09 68773.00002 TriState Courier Charges for 08-12-09
68773.00002 TriState Courier Charges for 08-12-09

$65.00 $97.50 $15.98

DC
DC

DC

68773.00002 TriState Courier Charges for 08-12-09

$5.00
$9.95
$ i. 04

08/12/2009 08/12/2009 08/12/2009 08/12/2009 08/12/2009 08/12/2009 08/12/2009 08/12/2009


08/12/2009

HT
PAC
RE RE
RE RE

Hotel Expense (EII0) - Hotel Dupont MBL


68773.00002 PACER Charges for 08-12-09

(AOR 270 (0.l0 PER PO) (AOR 190 (0.10 PER PO)
(CORR 8 (0. i 0 PER PO)
(CORR 89 (O.L 0 PER PO)

$27.00

$19.00
$0.80
$8.90 $1.80

RE

(CORR 18 (0.1O PER PO)


(CORR 101 (0.1O PER PO) SCAN/COPY (97 (0.10 PER PO)

RE
RE2 RE2

$10.10
$9.70
$3.00

08/12/2009

SCAN/COPY (30 (0.10 PER PO)

Invoice number 85524


08/12/2009 08/12/2009 08/12/2009
08/12/2009 08/12/2009 08/12/2009
RE2 RE2
RE2

68773 00002

Page 64
$0.50
$0.10
$0.10 $0.20 $1.80

SCAN/COPY ( 5 ~O. 10 PER PG)

SCAN/COPY ( 1 ~0.1 0 PER PG)


SCAN/COPY ( 1 ~0.1 0 PER PG)

RE2
RE2

SCAN/COPY (2 ~0.1O PER PG)


SCAN/COPY ( 18 ~0.10 PER PG)
SCAN/COPY ( 63 ~O. 10 PER PG)

RE2
RE2
DC DC DC

$6.30
$4.00

08/12/2009 08/13/2009 08/13/2009 08/13/2009 08/13/2009 08/13/2009 08/13/2009 08/13/2009 08/13/2009


08/13/2009

SCAN/COPY (40 ~0.10 PER PG)


68773.00002 TriState Courier Charges for 08-13-09
68773.00002 TriState Courier Charges for 08- 13-09

$126.00
$27.00
$5.00

68773.00002 TriState Courier Charges for 08- 13-09

HT
PAC
PO

Hotel Expense (EII0) - Hotel Dupont MBL


68773.00002 PACER Charges for 08-13-09

$276.04
$0.72
$ 1 3.44

68773.00002 :Postage Charges for 08-13-09 68773.00002 :Postage Charges for 08-13-09 68773.00002 :Postage Charges for 08-13-09

PO PO RE RE RE

$59.77
$3.62
$2.10

(DOC 21 ~0.10 PER PG)


(CORR 6 ~0.1 0 PER PG)

08/13/2009
08/13/2009 08/13/2009 08/13/2009 08/13/2009 08/13/2009 08/13/2009 08/13/2009 08/13/2009 08/13/2009

$0.60
$49.40 $72.20
$7.10

(CORR 494 ~0.1 0 PER PG)


(CORR 722 ~O. 1 0 PER PG)
(CORR 71 ~0.10 PERPG) SCAN/COPY ( 21 ~O. 10 PER PG)

RE
RE
RE2 RE2 RE2

$2.10

SCAN/COPY ( 1 1 ~O. 10 PER PG)

$1.0
$0.20 $0.30

SCAN/COPY ( 2 ~O. 10 PER PG)

RE2
RE2 RE2

SCAN/COPY (3 ~O.iO PER PG)


SCAN/COPY ( 1 ~0.10 PER PG) SCAN/COPY ( 3 ~0.1 0 PER PG)
SFO Parking MBL

$0.10
$0.30

08/14/2009 08/14/2009 08/14/2009 08/14/2009


08/14/2009 08/14/2009

AP
DC DC

$99.00
$5.00 $5.00 $2.00

68773.00002 TriState Courier Charges for 08-14-09

68773.00002 TriState Courier Charges for 08-14-09


68773.00002 PACER Charges for 08-14-09
(CORR 12 ~O. 10 PER PG)
(CORR 3 ~O. 1 0 PER PG)

PAC
RE

$1.0
$0.30
$ 1 1.20

RE
RE

08/14/2009 08/14/2009 08/14/2009 08/14/2009 08/14/2009 08/14/2009

RE

(CORR 112 ~O.IO PER PG) Reproduction Expense. (E 10 I) 95 pgs, WLR


SCAN/COPY ( 25 ~O. 1 0 PER PG)
SCAN/COPY ( 46 ~O. 1 0 PER PG)

$9.50
$2.50 $4.60 $0.90 $0.70 $1.40 $0.10

RE2 RE2 RE2


RE2

SCAN/COPY ( 9 ~O. 10 PER PG)

SCAN/COPY ( 7 ~O.i 0 PER PG)


SCAN/COPY ( 14 ~O. 10 PER PG)

08/14/2009
08/14/2009
08/14/2009

RE2

RE2
RE2

SCAN/COPY ( 1 ~0.1 0 PER PG) SCAN/COPY ( 1 ~0.1 0 PER PG)

$0.10 $0.10
$0.10

08/14/2009 08/14/2009

RE2
RE2

SCAN/COPY ( 1 ~0.1 0 PER PG)


SCAN/COPY ( 1 ~O. 1 0 PER PG)

Invoice Dum ber 85524


08/14/2009 08/14/2009 08/14/2009
08/14/2009
RE2 RE2 RE2 RE2
RE2 RE2

68773

00002

Page 65
$0.90 $0.80 $0.10 $0.60 $2.20 $4.20 $8.90 $8.60 $0.10 $0.10 $0.10 $0.10 $0.90
$0.20 $0.20

SCAN/COPY ( 9 ~0.1 0 PER PG) SCAN/COPY (8 ~O.io PER PG) SCAN/COPY (1 ~O.IO PER PG) SCAN/COPY ( 6 ~0.1 0 PER PG) SCAN/COPY ( 22 ~0.1 0 PER PG)
SCAN/COPY ( 42 ~O. 1 0 PER PG)

08/14/2009
08/14/2009

08/14/2009 08/14/2009 08/14/2009 08/14/2009 08/14/2009 08/14/2009 08/14/2009


08/14/2009

RE2
RE2

SCAN/COPY ( 89 ~0.1 0 PER PG) SCAN/COPY ( 86 ~0.1 0 PER PG)

RE2
RE2 RE2

SCAN/COPY ( 1 ~0.10 PER PG)

SCAN/COPY ( 1 ~0.10 PER PG)


SCAN/COPY ( 1 ~0.10 PER PG)
SCAN/COPY ( 1 ~O. io PER PG)
SCAN/COPY ( 9 ~O. 1 0 PER PG) SCAN/COPY ( 2 ~O. 1 0 PER PG)

RE2
RE2

RE2 RE2 RE2 RE2

08/14/2009 08/14/2009 08/14/2009

SCAN/COPY ( 2 ~O. 1 0 PER PG)


SCAN/COPY ( 1 1 ~0.10 PER PG)

$1.0
$0.20 $285.15
$2.24

SCAN/COPY ( 2 ~O. 1 0 PER PG)

08/14/2009
08/1 5/2009 08/1 5/2009

WL
PAC
RE
RE2 RE2

68773.00002 Westlaw Charges for 08-14-09 68773.00002 PACER Charges for 08-15-09

08/15/2009
08/15/2009
08/ 15/2009

(CORR 137 ~O.io PER PG) SCAN/COPY (2 ~0.10 PER PG)

$13.70
$0.20

SCAN/COPY (2 ~0.10 PER PG)


SCAN/COPY ( 22 ~0.1 0 PER PG)
68773.00002 TriState Courier Charges for 08-17-09
68773.00002 TriState Courier Charges for 08-17-09 68773.00002 TriState Courier Charges for 08-17-09 68773.00002 TriState Courier Charges for 08-17-09
68773.00002 TriState Courier Charges for 08-17-09

$0.20
$2.20 $5.00 $5.00
$15.00

RE2
DC DC DC

08/17/2009 08/17/2009
08/17/2009 08/17/2009

DC DC DC

$126.00 $126.00
$5.95 $2.80

08/17/2009
08/17/2009 08/17/2009 08/17/2009 08/17/2009
08/17/2009 08/17/2009

68773.00002 TriState Courier Charges for 08-17-09


68773.00002 PACER Charges for 08-17-09
68773.00002 :Postage Charges for 08-17-09

PAC
PO PO PO

$29.70
$63.94

68773.00002 :Postage Charges for 08-17-09


68773.00002 :Postage Charges for 08- 17-09

$1.0
$0.80
$17.60
$9.70

RE RE
RE RE

(CORR 8 ~0.1O PER PG)


(CORR 176 ~0.1 0 PER PG)

08/17/2009 08/17/2009
08/1 7/2009 08/1 7/2009 08/1 7/2009 08/1 7/2009 08/1 7/2009 08/1 7/2009 08/1 7/2009

(CORR 97 ~0.1 0 PER PG)


(CORR 489 ~O. 1 0 PER PG)

$48.90 $48.50
$1.20

RE RE RE RE
RE

(CORR 485 ~O.1 0 PER PG)

(CORR 12 ~0.10 PER PG)


(CORR 3 ~O. 10 PER PG)

$0.30
$10.30

(CORR 103 ~0.10 PER PG)


(CORR 6 ~O. 1 0 PER PG)

$0.60

RE

(CORR 179 ~0.1 0 PER PG)

$17.90

Invoice num ber 85524


08/17/2009 08/17/2009 08/17/2009
08/17/2009 08/17/2009
RE
RE
RE2 RE2 RE2

68773

00002

Page 66
$22.60
$110.50
$2.60 $4.60 $0.30
$1.20 $0.10 $0.10 $1.20 $7.50

(CORR 226 (O. I 0 PER PG)


(CORR I 105 (O.

10 PER PG)

SCAN/COPY ( 26 (O. I 0 PER PG)


SCAN/COPY (46 (O.

10 PER PG)

SCAN/COPY (3 (0.i0 PER PG)


SCAN/COPY (12 (O.

08/17/2009 08/17/2009
08/17/2009

RE2 RE2 RE2 RE2 RE2


RE2

10 PER PG)

SCAN/COPY ( 1 (O.! 0 PER PG)

SCAN/COPY ( i (0.i0 PER PG)


SCAN/COPY ( 12 (O. SCAN/COPY ( 75 (O. SCAN/COPY ( 22 (O.

08/17/2009 08/17/2009 08/17/2009


08/17/2009 08/17/2009 08/17/2009

10 PER PG)

10 PER PG)
1 0 PER PG)

$2.20
$0.20 $0.10 $1.30

RE2 RE2
RE2

SCAN/COPY ( 2 (O. I 0 PER PG) SCAN/COPY ( 1 (O. I 0 PER PG)


SCAN/COPY ( 13 (O.

10 PER PG)

08/17/2009 08/17/2009 08/17/2009


08/17/2009

RE2
RE2

SCAN/COPY (2 (0.i0 PER PG)


SCAN/COPY (13 (O. SCAN/COPY ( 3 (O.

$0.20
$1.30

10 PER PG)
1 0 PER PG)

RE2
RE2

$0.30 $0.50

SCAN/COPY (5 (O.IO PER PG)


SCAN/COPY ( 13 (O. SCAN/COPY ( 13 (O. SCAN/COPY ( 2 (O.

08/17/2009 08/17/2009
08/17/2009 08/17/2009
08/18/2009

RE2
RE2

10 PER PG)

10 PER PG)
1 0 PER PG)

$1.0 $1.0
$0.20 $0.10

RE2
RE2

SCAN/COPY ( I (O. I 0 PER PG)

DC
DC

68773.00002 TriState Courier Charges for 08-18-09


68773.00002 TriState Courier Charges for 08- 18-09
68773.00002 PACER Charges for 08-1 8-09
68773.00002 :Postage Charges for 08- I 8-09 68773.00002 :Postage Charges for 08- 18-09

$70.00
$5.74
$2.64

08/18/2009

08/18/2009 08/18/2009 08/18/2009 08/18/2009


08/18/2009

PAC
PO

$59.77
$4.50

PO RE

(CORR49 (0.I0 PER PG)


(CORR26 (O.iO PER PG)

$4.90
$2.60

RE RE
RE RE RE RE
RE

08/18/2009
08/18/2009 08/18/2009

(CORR 1497 (O. I 0 PER PG)

$149.70
$4.60 $0.40

(CORR46 (0.I0 PER PG)


(CORR 4 (0.i0 PER PG)
(CORR 13 (O. I 0 PER PG)

08/18/2009
08/18/2009 08/18/2009 08/18/2009

$1.0
$15.50 $76.70

(CORR 155 (O. I 0 PER PG)


(CORR 767 (O. (CORR 17 (O. SCAN/COPY (32 (O.

10 PER PG) 10 PER PG)

RE
RE2
RE2 RE2

$1.0
$3.20 $4.80

08/18/2009 08/18/2009
08/18/2009

10 PER PG)

SCAN/COPY (48 (O.IO PER PG)


SCAN/COPY ( 128 (O. SCAN/COPY (24 (O. SCAN/COPY ( 14 (O. SCAN/COPY ( 12 (O. SCAN/COPY ( 24 (O.

10 PER PG) 10 PER PG)


10 PER PG)

$12.80
$2.40
$ 1 .40

08/18/2009 08/18/2009 08/18/2009 08/18/2009

RE2

RE2
RE2 RE2

10 PER PG) 10 PER PG)

$1.20

$2.40

Invoice number 85524


08/18/2009
RE2
RE2

68773

00002

Page 67
$3.20
$4.80

SCAN/COPY ( 32 (80.10 PER PG)


SCAN/COPY ( 48 (80.10 PER PG)

08/18/2009 08/18/2009 08/18/2009 08/18/2009 08/18/2009


08/18/2009
0811 8/2009

RE2 RE2 RE2


RE2

SCAN/COPY ( 20 (80.10 PER PG)


SCAN/COPY ( 128 (80.10 PER PG)

$2.00 $12.80
$1.50

SCAN/COPY ( 15 (80.10 PER PG)


SCAN/COPY ( 72 (80.10 PER PG)

$7.20
$5.20 $5.00 $3.50 $4.20
$4.00 $4.60

RE2
RE2

SCAN/COPY ( 52 (80.10 PER PG)

SCAN/COPY (50 (80.10 PER PG)


SCAN/COPY ( 35 (80.10 PER PG) SCAN/COPY ( 42 (80.10 PER PG)

08/18/2009

RE2
RE2

08/18/2009
08/18/2009 08/18/2009 08/18/2009

RE2
RE2

SCAN/COPY ( 40 (80.10 PER PG)


SCAN/COPY ( 46 (80.10 PER PG)

RE2 RE2
RE2

SCAN/COPY (5 (80.10 PER PG)


SCAN/COPY ( 3 (80.10 PER PG)

$0.50
$0.30
$0.40

08/18/2009
08/18/2009

SCAN/COPY (4 (80.10 PER PG)


SCAN/COPY ( 13 (80.10 PER PG)
SCAN/COPY ( 13 (80.10 PER PG)

08/18/2009
0811 8/2009

RE2 RE2
RE2 RE2

$1.30
$1.30 $0.20 $0.80 $0.10 $0.20
$0.10 $0.40 $0.10 $8.60 $0.80 $0.40 $0.40 $0.10 $0.10
$380.13

08/18/2009 08/18/2009 08/18/2009 08/18/2009 08/18/2009


08/18/2009

SCAN/COPY (2 (80.10 PER PG) SCAN/COPY (8 (80.10 PER PG)


SCAN/COPY ( 1 (80.10 PER PG)

RE2 RE2
RE2

SCAN/COPY (2 (80.10 PER PG)


SCAN/COPY ( 1 (80.10 PER PG)

RE2 RE2 RE2 RE2 RE2

SCAN/COPY ( 4 (80.10 PER PG) SCAN/COPY ( 1 (80.10 PER PG)


SCAN/COPY ( 86 (80.10 PER PG)

08/18/2009 08/18/2009

08/18/2009 08/18/2009 08/18/2009


08/18/2009

SCAN/COPY ( 8 (80.10 PER PG)


SCAN/COPY ( 4 (80.10 PER PG) SCAN/COPY ( 4 (80.10 PER PG)
SCAN/COPY ( 1 (80.10 PER PG)

RE2 RE2
RE2

08/18/2009

SCAN/COPY ( 1 (80.10 PER PG)


68773.00002 Westlaw Charges for 08- 1 8-09

08/18/2009
08/18/2009 08/18/2009

WL
WL WL
DC
DC

68773.00002 Westlaw Charges for 08-18-09


68773.00002 Westlaw Charges for 08- 18-09
68773.00002 TriState Courier Charges for 08- 1 9-09
68773.00002 TriState Courier Charges for 08- 1 9-09

$109.90
$23.56 $70.00
$5.74 $2.40
$67.08
$4.14

08/19/2009
08/19/2009

08/19/2009
08/19/2009 08/19/2009
0811 9/2009

PAC

68773.00002 PACER Charges for 08-19-09


68773.00002 :Postage Charges for 08-19-09 68773.00002 :Postage Charges for 08-19-09

PO PO RE RE
RE RE

(CORR2 (80.10 PER PG)


(CORR 17 (80.10 PER PG)
(CORR 8 (80.10 PER PG)

$0.20
$1.70 $0.80
$2.20

08/1912009

08/19/2009
08/1912009

(CORR 22 (80.10 PER PG)


(CORR 1303 (80.10 PER PG)

08/19/2009

RE

$130.30

Invoice number 85524


08/1912009
RE

68773

00002

Page 68
$3.70 $2.20
$0.80

08/19/2009 08/19/2009
08/1912009

RE
RE2 RE2
RE2

(CORR 37 ~O.io PER PG) (CORR 22 ~0.1 0 PER PG) SCAN/COPY (8 ~O.io PER PG)
SCAN/COPY ( 2 ~O. I 0 PER PG) SCAN/COPY ( 23 ~O. I 0 PER PG) SCAN/COPY ( 86 ~O. I 0 PER PG)
68773.00002 West

$0.20 $2.30
$8.60

08/19/2009 08/19/2009 08/19/2009 08/20/2009


08/20/2009

RE2

WL

law Charges for 08- 19-09

$343.40
$90.00 $15.00
$6.19

AF
DC DC

Air Fare rEI 10) - Continental Airlines - flight from Philadelphia to Houston to San Francisco MBL

68773.00002 TriState Courier Charges for 08-20-09


68773.00002 TriState Courier Charges for 08-20-09 68773.00002 :Postage Charges for 08-20-09

08/20/2009
08/20/2009 08/20/2009

PO
RE RE
RE RE

$29.70
$0.10 $0.60

(CORR I ~O. io PER PG)


(AGR 6 ~O. io PER PG)
(CORR 92 ~O. I 0 PER PG)

08/20/2009
08/20/2009 08/20/2009

$9.20

(DOC 339 ~O. I 0 PER PG)


(CORR I 1 0 ~O. I 0 PER PG)

$33.90
$ 1 1.00

08/20/2009
08/20/2009

RE RE RE
RE

(CORR 110 ~O. I 0 PER PG)

$ 11.00

08/20/2009

(CORR 3 ~0.1 0 PER PG)

$0.30
$0.10

08/20/2009
08/20/2009 08/20/2009

(CORR 1 ~O. io PER PG)


(CORR 122 ~O. 1 0 PER PG)

RE RE RE

$12.20
$7.80

(CORR 78 ~O.IO PER PG)


(CORR 1 130 ~O. io PER PG)

08/20/2009
08/20/2009 08/20/2009

$113.00
$1.40 $0.10 $0.10

RE2

SCAN/COPY ( 14 ~O.IO PER PG)

RE2
RE2 RE2

SCAN/COPY ( 1 ~O.IO PER PG)


SCAN/COPY ( 1 ~O. 10 PER PG)

08/20/2009
08/20/2009

SCAN/COPY ( 1 ~0.10 PER PG)

$0.10 $0.10 $0.20


$3.00

08/20/2009

RE2 RE2
RE2

SCAN/COPY ( 1 ~0.i0 PER PG)


SCAN/COPY (2 ~O.IO PER PG)

08/20/2009 08/20/2009
08/20/2009 08/20/2009 08/20/2009 08/20/2009

RE2 RE2
RE2

SCAN/COPY (30 ~O.io PER PG) SCAN/COPY (I ~0.10 PER PG)


SCAN/COPY ( 1 ~O.IO PER PG) SCAN/COPY ( 1 ~O.IO PER PG)

$0.10 $0.10
$0.10 $0.30

RE2
RE2 RE2 RE2 RE2

08/20/2009
08120/2009

SCAN/COPY (3 ~O.IO PER PG) SCAN/COPY ( 1 ~0.i0 PER PG) SCAN/COPY (4 ~O.iO PER PG)
SCAN/COPY ( 1 ~O. 1 0 PER PG)

$0.10
$0.40 $0.10 $2.40 $4.80

08/20/2009

08/20/2009
08/20/2009 08/20/2009 08/20/2009 08/20/2009 08/20/2009

SCAN/COPY ( 24 ~O. 1 0 PER PG) SCAN/COPY ( 48 ~O. 1 0 PER PG)

RE2 RE2 RE2


RE2

SCAN/COPY ( 92 ~O. 10 PER PG)


SCAN/COPY ( 39 ~O. 1 0 PER PG)

$9.20
$3.90 $3.80 $0.20

SCAN/COPY ( 38 ~O. 1 0 PER PG)

RE2

SCAN/COPY (2 ~0.i0 PER PG)

Invoice Dum ber 85524


08/20/2009 08/20/2009 08/20/2009 08/20/2009 08/20/2009 08/20/2009 08/20/2009 08/20/2009 08/20/2009 08/20/2009
08/20/2009
RE2 RE2

68773 00002

Page 69
$0.40 $7.20 $0.40

SCAN/COPY ( 4 ~O. 1 0 PER PO)

SCAN/COPY ( 72 ~O. 1 0 PER PO)

RE2 RE2

SCAN/COPY (4 (O.IO PER PO)

SCAN/COPY ( 14 ~0.10 PER PO)


SCAN/COPY ( 23 ~0.1 0 PER PO)

$1.40
$2.30 $3.20

RE2
RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2

SCAN/COPY (32 ~0.10 PER PO)


SCAN/COPY ( 10 1 ~O. 10 PER PO)

$10.10
$9.50

SCAN/COPY ( 95 ~0.1 0 PER PO)


SCAN/COPY ( 128 ~O. 10 PER PO)

$12.80
$0.60 $3.60

SCAN/COPY (6 ~O.1O PER PO)


SCAN/COPY ( 36 ~O. 1 0 PER PO)

08/20/2009 08/20/2009 08/20/2009 08/20/2009 08/20/2009

SCAN/COPY ( 48 ~0.1 0 PER PO)


SCAN/COPY ( 1 ~O. 1 0 PER PO)

$4.80
$0.10 $0.10 $0.20 $2.40

SCAN/COPY ( 1 (0.10 PER PO)


SCAN/COPY ( 2 (0.1 0 PER PO)

RE2 RE2 RE2


RE2 RE2 RE2

SCAN/COPY ( 24 ~O. i 0 PER PO)

08/20/2009 08/20/2009 08/20/2009 08/20/2009


08/20/2009

SCAN/COPY ( 1 ~0.10 PER PO) SCAN/COPY ( 1 ~0.10 PER PO)


SCAN/COPY ( 1 ~O.1O PER PO)

$0.10
$0.10 $0.10 $0.30 $9.20 $0.10

SCAN/COPY (3 ~0.10 PER PO)


SCAN/COPY ( 92 ~O. 1 0 PER PO)

08/20/2009
08/20/2009

RE2 RE2
RE2 RE2

SCAN/COPY ( 1 ~O.IO PER PO)

SCAN/COPY (4 ~0.10 PER PO)


SCAN/COPY ( 1 ~0.10 PER PO)
SCAN/COPY ( 10 ~0.10 PER PO)

$0.40 $0.10
$ i. 00

08/20/2009 08/20/2009 08/20/2009


08/20/2009 08/20/2009 08/20/2009

RE2
RE2 RE2

RE2 RE2 RE2


RE2

SCAN/COPY (2 ~0.10 PER PO) SCAN/COPY ( 3 ~0.1 0 PER PO) SCAN/COPY ( 1 ~0.1 0 PER PO) SCAN/COPY (2 ~0.10 PER PO)
SCAN/COPY ( 1 ~o.io PER PO)

$0.20 $0.30 $0.10


$0.20 $0.10 $0.30

08/20/2009 08/20/2009
08/20/2009 08/20/2009 08/20/2009 08/20/2009

SCAN/COPY (3 ~0.10 PER PO)


SCAN/COPY ( 1 ~O. 1 0 PER PO) SCAN/COPY ( 5 ~O. 1 0 PER PO)

$0.10
$0.50

RE2 RE2 RE2 RE2 RE2 RE2


RE2

SCAN/COPY ( 1 ~O. 10 PER PO)


SCAN/COPY ( 2 ~O. 1 0 PER PO)

$0.10 $0.20 $1.60


$0.20 $0.60 $1.20

08/20/2009 08/20/2009
08/20/2009 08/20/2009 08/20/2009 08/20/2009 08/20/2009

SCAN/COPY ( 16 ~O.IO PER PO)

SCAN/COPY (2 ~0.10 PER PO) SCAN/COPY (6 ~O.IO PER PO)


SCAN/COPY ( 12 ~O.IO PER PO)

RE2 RE2 RE2 RE2

SCAN/COPY ( 14 ~0.10 PER PO)


SCAN/COPY ( 2 ~o. 1 0 PER PO)

$1.40 $0.20

SCAN/COPY ( 128 ~0.10 PER PO)


SCAN/COPY (2 ~O.IO PER PO)

$12.80
$0.20

08/20/2009

Invoice number 85524


08/20/2009 08/20/2009 08/20/2009
RE2 RE2 RE2
RE2 RE2 RE2
RE2 RE2

68773 00002

Page 70
$0.10
$0.20 $0.60

SCAN/COPY ( 1 (?O.

1 0 PER PG)

SCAN/COPY (2 (?O.1O PER PG)


SCAN/COPY (6 (?O. SCAN/COPY ( 8 (?O.

10 PER PG)
1 0 PER PG)

08/20/2009 08/20/2009

$0.80

SCAN/COPY ( 11 (?0.10 PER PG)


SCAN/COPY ( 3 (?O.

$1.0
$0.30

08/20/2009
08/20/2009
08/20/2009 08/20/2009

10 PER PG)

SCAN/COPY ( 1 (?O. 1 0 PER PG)

$0.10 $0.30 $2.30 $0.30


$0.30 $0.20

SCAN/COPY (3 (?O.IO PER PG)


SCAN/COPY (23 (?O. 1 0 PER PG)
SCAN/COPY (3 (?O.

RE2 RE2 RE2 RE2

08/20/2009 08/20/2009 08/20/2009 08/20/2009 08/21/2009 08/21/2009 08/21/2009

10 PER PG)

SCAN/COPY ( 3 (?O. 1 0 PER PG)


SCAN/COPY (2 (?O.

10 PER PG)

WL

68773.00002 Westlaw Charges for 08-20-09 68773.00002 PACER Charges for 08-21-09
(CORR 42 (?O. 1 0 PER PG)
(CORR 27 (?O. SCAN/COPY ( 1 (?O.

$406.23 $8.64 $4.20


$2.70

PAC
RE
RE

1 0 PER PG) 1 0 PER PG)

08/21/2009
08/21/2009
08/21/2009 08/21/2009

RE2
RE2

$0.10 $0.10 $0.20 $0.50 $0.10 $0.10 $0.10 $0.10 $0.10


$0.10 $0.10 $0.10

SCAN/COPY ( 1 (?O.IO PER PG)


SCAN/COPY (2 (?O.

RE2 RE2

10 PER PG)

SCAN/COPY ( 5 (?O. 1 0 PER PG)


SCAN/COPY ( 1 (?O. SCAN/COPY ( 1 (?O.

08/21/2009 08/21/2009 08/21/2009 08/21/2009

RE2 RE2
RE2 RE2 RE2 RE2
RE2

10 PER PG) 10 PER PG)

SCAN/COPY ( 1 (?0.10 PER PG)


SCAN/COPY ( 1 (?O. SCAN/COPY ( 1 (?O. SCAN/COPY ( 1 (?O.

10 PER PG)
1 0 PER PG)

08/21/2009
08/21/2009 08/21/2009
08/21/2009 08/21/2009 08/21/2009 08/21/2009

1 0 PER PG)

SCAN/COPY ( 1 (?0.I0 PER PG)


SCAN/COPY ( 1 (?O.

RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2
RE2 RE2

10 PER PG)

SCAN/COPY (2 (?0.I0 PER PG)


SCAN/COPY ( 2 (?O. SCAN/COPY ( 1 (?O.

$0.20 $0.20 $0.10 $0.10

10 PER PG)
1

0 PER PG)

08/21/2009 08/21/2009

SCAN/COPY ( 1 (?0.I0 PER PG)


SCAN/COPY ( 1 (?O.IO PER PG)
SCAN/COPY ( 1 (?O. SCAN/COPY ( 1 (?O.

$0.10 $0.10 $0.10 $2.50 $2.10


$0.20 $0.60

08/21/2009 08/21/2009
08/21/2009
08/21/2009 08/21/2009 08/21/2009 08/21/2009 08/21/2009 08/21/2009 08/21/2009

10 PER PG) 10 PER PG)

SCAN/COPY ( 25 (?O. 1 0 PER PG)


SCAN/COPY (21 (?O.

10 PER PG)

SCAN/COPY (2 (?0.10 PER PG)


SCAN/COPY ( 6 (?O.

1 0 PER PG)

SCAN/COPY ( 2 (?O. 1 0 PER PG)

$0.20
$0.60 $0.60 $0.40

SCAN/COPY (6 (?O.IO PER PG)


SCAN/COPY ( 6 (?O. SCAN/COPY ( 4 (?O.

1 0 PER PG)
1 0 PER PG)

Invoice number 85524


08/21/009
08/22/2009 08/22/2009 08/23/2009 08/24/2009 08/24/2009 08/24/2009 08/24/2009
WL

68773 00002

Page 71
$1,969.25 $684.21 $628.67 $1,257.25 $12.00
$0.32
$24040
$0040

68773.00002 Westlaw Charges for 08-21-09 68773.00002 Lexis Charges for 08-22-09

LN

WL
WL

68773.00002 Westlaw Charges for 08-22-09 68773.00002 Westlaw Charges for 08-23-09

OP PAC RE
RE

Ouest Parking (EI24) - L&R Auto Parks Inc, Parking expense KHB
68773.00002 PACER Charges for 08-24-09

(CORR 244 ~0.1 0 PER PO)


(CORR 4 ~O. 10 PER PO) SCAN/COPY ( 8 ~0.1 0 PER PO)

08/24/2009

RE2
RE2 RE2

$0.80
$1 040

08/24/2009 08/24/2009
08/24/2009 08/24/2009 08/24/2009
08/25/2009

SCAN/COPY ( 14 ~O.iO PER PO)


SCAN/COPY ( 14 ~O.1O PER PO)
Travel Expense (E 11 0) - Cab fare from airport to home KHB
68773.00002 Westlaw Charges for 08-24-09

$1 .40

TE
WL

WL
DC DC

68773.00002 Westlaw Charges for 08-24-09


68773.00002 TriState Courier Charges for 08-25-09
68773.00002 TriState Courier Charges for 08-25-09

08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009


08/25/2009 08/25/2009

PAC
PO PO

68773.00002 PACER Charges for 08-25-09

68773.00002 :Postage Charges for 08-25-09


68773.00002 :Postage Charges for 08-25-09
(AOR 1 8 ~0.1 0 PER PO)

$40.00 $1,017.23 $108.15 $5.00 $54.00 $10.16 $53.68 $3.10


$ 1.80

RE
RE
RE

(DOC 13 ~O.1O PER PO)

$1.0
$1.40 $1.60
$2.20 $9.60
$0.20

(CORR 14 ~O.io PER PO)


(CORR 16 ~O.iO PER PO)
(AOR 22 ~0.1 0 PER PO)
(CORR 96 ~O. 10 PER PO)

08/25/2009 08/25/2009

RE RE RE RE RE RE

08/25/2009 08/25/2009 08/25/2009


08/25/2009
08/25/2009

(CORR 2 ~O. 10 PER PG)


(CORR 242 ~O. 1 0 PER PO)

$24.20
$3.60 $5.40
$0.80 $4.00
$0.80 $0.10

(AOR 36 ~0.1 0 PER PO)

RE
RE

(CORR 54 ~O.io PER PO)


(CORR 8 ~O.IO PER PO)
(DOC 40 ~O. 1 0 PER PO)

08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009

RE
RE2 RE2

SCAN/COPY (8 ~O.IO PER PO)


SCAN/COPY ( 1 ~O. 1 0 PER PO)

RE2 RE2
RE2 RE2 RE2 RE2 RE2 RE2 RE2

SCAN/COPY (2 ~O.iO PER PO)


SCAN/COPY ( 1 ~O. 1 0 PER PO)
SCAN/COPY ( 2 ~O. 1 0 PER PO)

$0.20
$0.10 $0.20
$0.10 $9.50 $2.60 $2.90
$6.90 $6.90

SCAN/COPY ( 1 ~O. 10 PER PO)


SCAN/COPY ( 95 ~O. 1 0 PER PO) SCAN/COPY ( 26 ~O. 1 0 PER PO) SCAN/COPY ( 29 ~O. 1 0 PER PO) SCAN/COPY ( 69 ~O. 1 0 PER PO)

SCAN/COPY ( 69 ~O. 10 PER PO)

Invoice number 85524


08/25/2009 08/25/2009
08/25/2009
RE2 RE2
RE2 RE2

68773

00002

Page 72
$0.20 $0.90 $0.90
$0.30 $0.10

SCAN/COPY ( 2 00.10 PER PO)


SCAN/COPY (900.10 PER PO)

SCAN/COPY ( 9 00.10 PER PO)


SCAN/COPY (300.10 PER PO)

08/25/2009
08/25/2009

RE2
RE2

SCAN/COPY ( 1 00.10 PER PO)


SCAN/COPY (300.10 PER PO)

08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009


08/25/2009

$0.30 $0.20

RE2 RE2
RE2 RE2

SCAN/COPY ( 2 (0. 1 0 PER PO)

SCAN/COPY ( I (0.10 PER PO)


SCAN/COPY ( 25 (0. I 0 PER PO)
SCAN/COPY ( 1 (0. 1 0 PER PO)

$0.10
$2.50 $0.10 $0.10 $2.30 $2.30 $0.40 $0.20 $0.10

RE2 RE2

SCAN/COPY ( 100.10 PER PO)


SCAN/COPY ( 23 (O.L 0 PER PO)

08/25/2009

08/25/2009
08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009 08/25/2009
08/25/2009

RE2
RE2

SCAN/COPY ( 23 (0. 1 0 PER PO)

SCAN/COPY ( 4 00.10 PER PO)


SCAN/COPY ( 2 (0. 1 0 PER PO) SCAN/COPY ( 1 (0. 1 0 PER PO)

RE2 RE2 RE2


RE2 RE2 RE2 RE2 RE2
WL

SCAN/COPY ( 11 (0.l0 PER PO)


SCAN/COPY ( 14 (0.1O PER PO)

$1.0
$1.40 $1.40 $1.40

SCAN/COPY (14 (0.10 PER PO)


SCAN/COPY ( 14 (0.1O PER PO)
SCAN/COPY ( 1 (0.1 0 PER PO)
SCAN/COPY ( 2 (O.L 0 PER PO)
68773.00002 Westlaw Charges for 08-25-09

$0.10
$0.20

$359.95

08/26/2009 08/26/2009 08/26/2009 08/26/2009 08/26/2009


08/26/2009 08/26/2009

AF
PO PO

Air Fare (EI 10J - Reimbursement for airfare - Southwest Airlines Oakland to Burbank, CA (RT) KHB

$327.20
$0.44
$0.61

68773.00002 :Postage Charges for 08-26-09 68773.00002 :Postage Charges for 08-26-09
(AOR 1900.10 PER PO)

RE

$1.90
$0.10 $0.50

RE2
RE2

SCAN/COPY ( 1 (0.l0 PER PO)

SCAN/COPY (5 (0.l0 PER PO)


SCAN/COPY ( 1 (0.10 PER PO)
SCAN/COPY ( 1 (0.1 0 PER PO)

RE2 RE2 RE2


RE2

$0.10
$0.10

08/26/2009 08/26/2009 08/26/2009


08/26/2009

SCAN/COPY ( 10 (0.10 PER PO)


SCAN/COPY ( 1 00. I 0 PER PO)

$1.00 $0.10
$0.30 $0.10 $0.40
$2.50 $2.70

RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2

SCAN/COPY ( 3 00.1 0 PER PO)


SCAN/COPY ( 1 (O.l 0 PER PO) SCAN/COPY ( 4 (0. 10 PER PO)

08/26/2009
08/26/2009 08/26/2009

SCAN/COPY ( 25 00.10 PER PO) SCAN/COPY ( 27 00.10 PER PO)


SCAN/COPY ( 152 (O.io PER PO)

08/26/2009 08/26/2009 08/26/2009


08/26/2009 08/26/2009

$15.20 $40.80
$2.80 $1.60

SCAN/COPY (408 (0.10 PER PO)


SCAN/COPY ( 28 (0. 1 0 PER PO)

SCAN/COPY ( 16 (0.1O PER PO)

Invoice number 85524


08/26/2009
08/26/2009
08/2612009
08/2612009

68773

00002

Page 73
$2.70 $2.90 $2.70

RE2
RE2 RE2 RE2
RE2

SCAN/COPY ( 27 O.l 0 PER PG) SCAN/COPY ( 29 O.l PER PG) SCAN/COPY ( 27 O.l 0 PER PG)

SCAN/COPY ( 29 O.lO PER PG)


SCAN/COPY ( 27 O.1 PER PG)

$2.90 $2.70 $9.70


$1.40 $0.50 $1.40
$1,080. I 5

08/26/2009
08126/2009

RE2 RE2
RE2 RE2

08/26/2009
08/2612009

SCAN/COPY (97 O.l0 PER PG) SCAN/COPY ( 14 O.IO PER PG)


SCAN/COPY (5 O.IO PER PG) SCAN/COPY ( 14 O.l0 PER PG)
68773.00002 WestIaw Charges for 08-26-09
Auto Travel Expense (E 1 09) AMS Pacific Transportation, Inv. 147877, IDK

08/26/2009 08/26/2009
08/2712009

WL

AT
BM DC

$96.00
$18.45

08/27/2009
08/27/2009 08/27/2009

Business Meal rEI i 1) LA Bite, Champagne French Bakery, working meal, M. Wilson

68773.00002 TriState Courier Charges for 08-27-09 68773.00002 TriState Courier Charges for 08-27-09 68773.00002 TriState Courier Charges for 08-27-09
Precision Color Graphics Invoice #: 1932 (MEC)

$18.00

DC DC
OS

$171.00
$6.48

08/27/2009
08/27/2009 08/27/2009
08/2712009

$800.00
$4.24

PAC
PO

68773.00002 PACER Charges for 08-27-09

68773.00002 :Postage Charges for 08-27-09

$192.50
$1.40

08/27/2009 08/27/2009 08/27/2009


08/27/2009

RE RE RE RE RE RE RE RE

(CORR 14 O.lO PER PG)


(CORR 33 O.lO PER PG)

$3.30
$5.60

(AGR 56 O.l0 PER PG)


(RPL Y 414 O.1 0 PER PG)

$41.40 $34.00

08/27/2009 08/27/2009

(CORR 340 O.l 0 PER PG)

(CORR 1132 O.lO PER PG)

$113.20

08/27/2009
08/27/2009
08127/2009

(CORR 3128 O.io PER PG)


(CORR 2 O.l PER PG)

$312.80
$0.20

RE
RE

(CORR2 O.io PER PG)


(CORR 4525 O.1 0 PER PG)

$0.20

08/27/2009
08127/2009

$452.50
$1.50

RE

08/27/2009 08/27/2009 08/27/2009 08/27/2009

RE2
RE2

(DOC 15 O.l 0 PER PG) SCAN/COPY ( 17 O.l 0 PER PG)


SCAN/COPY ( 30 O.l PER PG)
SCAN/COPY ( 97 O.1 PER PG) SCAN/COPY ( 30 O.1 0 PER PG)

$1.0
$3.00 $9.70 $3.00

RE2 RE2 RE2

08/27/2009
08127/2009

SCAN/COPY ( 16 O.l PER PG)


SCAN/COPY ( 29 O. 1 PER PG)

$1.60
$2.90
$2.00 $2.00 $1.20

RE2
RE2 RE2 RE2 RE2 RE2 RE2 RE2

08/27/2009 08/27/2009 08/27/2009


08/2712009 08/2712009

SCAN/COPY ( 20 O.1 0 PER PG)

SCAN/COPY (20 O.l0 PER PG) SCAN/COPY ( 12 O.lO PER PG)


SCAN/COPY ( 17 O. i PER PG) SCAN/COPY ( 19 O. i 0 PER PG)

$1.70
$ 1. 90

08/27/2009
08127/2009

SCAN/COPY ( 15 O.IO PER PG)


SCAN/COPY ( 19 O. i 0 PER PG)

$1.0
$1.90

Invoice number 85524


08/27/2009 08/27/2009 08/27/2009 08/27/2009
08/27/2009
RE2
RE2 RE2 RE2

68773 00002

Page 74
$2.10

SCAN/COPY (21 ~O.IO PER PG)


SCAN/COPY ( 18 ~O. 1 0 PER PG)

$1.80 $8.80 $0.10 $0.60

SCAN/COPY ( 88 ~O.1O PER PG) SCAN/COPY ( 1 ~O.1O PER PG)

RE2
RE2 RE2

SCAN/COPY (6 ~0.10 PER PG)


SCAN/COPY ( 1 ~O. 1 0 PER PG) SCAN/COPY ( 1 ~O. 1 0 PER PG)

08/27/2009 08/27/2009 08/27/2009


08/27/2009

$0.10
$0.10 $1.70 $2.90

RE2 RE2
RE2 RE2 RE2 RE2
RE2 RE2

SCAN/COPY ( 17 ~0.1 0 PER PG)


SCAN/COPY ( 29 ~O.1O PER PG) SCAN/COPY ( 1 ~O.1O PER PG)
SCAN/COPY ( 3 ~O. i 0 PER PG) SCAN/COPY ( 8 ~O. i 0 PER PG)

08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009


08/27/2009

$0.10
$0.30 $0.80
$3.00

SCAN/COPY ( 30 ~O. 10 PER PG)


SCAN/COPY ( 29 ~O. i 0 PER PG)
SCAN/COPY ( 30 ~O. 1 0 PER PG)

$2.90 $3.00
$0.1 0

RE2 RE2 RE2


RE2 RE2

SCAN/COPY ( 1 ~O. i 0 PER PG) SCAN/COPY ( 4 ~O. i 0 PER PG)

$0.40 $2.90 $1.60 $2.90


$ 1.90

SCAN/COPY ( 29 ~O.1O PER PG)

08/27/2009 08/27/2009
08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009

SCAN/COPY ( 16 ~O.IO PER PG)


SCAN/COPY ( 29 ~O. 1 0 PER PG)

RE2
RE2 RE2 RE2 RE2

SCAN/COPY ( 19 ~O.IO PER PG)


SCAN/COPY ( 43 ~O. 1 0 PER PG) SCAN/COPY ( 31 ~O. 1 0 PER PG) SCAN/COPY ( 3 ~O. 1 0 PER PG) SCAN/COPY ( 6 ~O. 1 0 PER PG)
SCAN/COPY ( 3 1 ~O. 1 0 PER PG)

$4.30 $3.10 $0.30 $0.60 $3.10


$3.00
$3.10 $0.10

RE2
RE2 RE2 RE2 RE2 RE2
RE2 RE2

SCAN/COPY ( 30 ~O. 1 0 PER PG)

SCAN/COPY (31 ~0.1 0 PER PG)


SCAN/COPY ( 1 ~0.1 0 PER PG)
SCAN/COPY ( i 2 (O. 1 0 PER PG)

$1.20
$0.30

SCAN/COPY (3 ~O.IO PER PG)


SCAN/COPY ( i ~0.1 0 PER PG)
SCAN/COPY (30 (q0.10 PER PG)
SCAN/COPY ( 5 ~0.1 0 PER PG)

08/27/2009
08/27/2009 08/27/2009 08/27/2009

$0.10
$3.00
$0.50 $0.10 $0.20 $0.20 $0.10 $0.10 $0.10
$0.50 $0.30
$0.60

RE2
RE2 RE2
RE2

SCAN/COPY ( 1 ~0.10 PER PG)


SCAN/COPY ( 2 ~0.1 0 PER PG)

08/27/2009 08/27/2009
08/27/2009 08/27/2009 08/27/2009 08/27/2009

SCAN/COPY ( 2 ~0.1 0 PER PG)

RE2 RE2

SCAN/COPY ( i ~0.1 0 PER PG)


SCAN/COPY ( 1 ~0.1 0 PER PG) SCAN/COPY ( 1 ~O.IO PER PG)
SCAN/COPY ( 5 ~O. 1 0 PER PG)

RE2
RE2

08/27/2009
08/27/2009

RE2
RE2

SCAN/COPY ( 3 ~O. i 0 PER PG)


SCAN/COPY ( 6 ~O. 1 0 PER PG)

Invoice number 85524


08/27/2009
08/27/2009
RE2 RE2
RE2 RE2 RE2

68773 00002

Page 75
$0.10 $0.20 $0.40 $0.10 $0.20 $0.20 $0.30 $0.10 $0.20

SCAN/COPY ( 1 (g0.10 PER PG) SCAN/COPY (2 (g0.1 0 PER PG)


SCAN/COPY ( 4 (g0.1O PER PG)

08/27/2009
08/27/2009 08/27/2009

SCAN/COPY ( I (g0.10 PER PG)


SCAN/COPY ( 2 (g0.1O PER PG)

08/27/2009 08/27/2009 08/27/2009


08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009

RE2 RE2 RE2 RE2


RE2 RE2 RE2 RE2 RE2 RE2

SCAN/COPY (2 (g0.10 PER PG)


SCAN/COPY ( 3 (g0.1O PER PG)

SCAN/COPY ( 1 (g0.l0 PER PG)


SCAN/COPY ( 2 (g0.1 0 PER PG)

SCAN/COPY (2 (g0.l0 PER PG)


SCAN/COPY (3 (g0.1O PER PG)
SCAN/COPY ( 3 (g0. I 0 PER PG)

$0.20 $0.30 $0.30

SCAN/COPY ( 11 (g0.1O PER PG)

$1.0
$0.30
$0.70 $0.30

SCAN/COPY (3 (g0.1O PER PG)


SCAN/COPY ( 7 (gO.L 0 PER PG)

RE2
RE2

SCAN/COPY ( 3 (g0. I 0 PER PG)

SCAN/COPY (2 (g0.10 PER PG)

$0.20 $0.20 $0.20


$2.30

08/27/2009 08/27/2009 08/27/2009


08/27/2009

RE2
RE2

SCAN/COPY (2 (g0.l0 PER PG)


SCAN/COPY ( 2 (g0. I 0 PER PG)

RE2 RE2
RE2

SCAN/COPY ( 23 (g0. I 0 PER PG)

SCAN/COPY ( 6 (g0.l0 PER PG)


SCAN/COPY ( 2 (gO.L 0 PER PG)

$0.60
$0.20
$0.70

08/27/2009 08/27/2009
08/27/2009

RE2 RE2

SCAN/COPY (7 (g0.1O PER PG)


SCAN/COPY ( 3 (gO.L 0 PER PG)

$0.30 $2.30 $0.20 $0.20 $0.10

08/27/2009 08/27/2009
08/27/2009 08/27/2009 08/27/2009 08/27/2009

RE2

SCAN/COPY ( 23 (g0. I 0 PER PG)

RE2
RE2 RE2

SCAN/COPY (2 (g0.l0 PER PG)


SCAN/COPY (2 (g0.10 PER PG)
SCAN/COPY ( 1 (g0.l0 PER PG)

RE2
RE2

SCAN/COPY (3 (g0.l0 PER PG)


SCAN/COPY ( 3 (g0.1 0 PER PG)

$0.30
$0.30 $0.40

08/27/2009
08/27/2009 08/27/2009 08/27/2009
08/27/2009

RE2 RE2 RE2


RE2

SCAN/COPY (4 (g0.10 PER PG)


SCAN/COPY ( 1 (g0.l0 PER PG)
SCAN/COPY ( 10 (g0.1O PER PG)

$0.10
$ i. 00

SCAN/COPY (30 (g0.10 PER PG)

$3.00

RE2 RE2 RE2


RE2

08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009


08/27/2009 08/27/2009

SCAN/COPY (3 (g0.10 PER PG) SCAN/COPY ( 17 (g0. I 0 PER PG)

$0.30
$1.70 $0.10 $0.20 $0.10 $0.60 $0.10 $0.40

SCAN/COPY ( I (g0.l0 PER PG)


SCAN/COPY ( 2 (gO.L 0 PER PG)

RE2
RE2

SCAN/COPY ( 1 (g0. I 0 PER PG)

SCAN/COPY ( 6 (g0. i 0 PER PG)

RE2
RE2 RE2

SCAN/COPY ( 1 (g0.1 0 PER PG) SCAN/COPY ( 4 (g0.1 0 PER PG)

08/27/2009

SCAN/COPY ( 1 (g0.l0 PER PG)

$0.10

Invoice number 85524


08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009
08/27/2009
RE2
RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2

68773

00002

Page 76
$0.40 $0.10 $0.40 $0.10 $0.30
$1.00 $0.10

SCAN/COPY ( 4 (f0.1O PER PG)


SCAN/COPY ( 1 (fO.IO PER PG)

SCAN/COPY ( 4 (f0.1O PER PG)

SCAN/COPY ( 1 (f0.I0 PER PG)


SCAN/COPY ( 3 (fO.I 0 PER PG)

SCAN/COPY ( 10 (f0.1O PER PG)


SCAN/COPY ( I (f0. 1 0 PER PG)

SCAN/COPY (5 (fO.IO PER PG)


SCAN/COPY ( 1 (fO.IO PER PG)

$0.50 $0.10
$0.1 0

RE2
RE2

SCAN/COPY ( I (f0.I0 PER PG)


SCAN/COPY ( 1 (f0.1O PER PG)
SCAN/COPY ( 13 (f0.1O PER PG)
SCAN/COPY ( 2 (fO.I 0 PER PG)

$0.10

RE2
RE2 RE2 RE2
RE2

$1.0
$0.20
$0.50
$0.1 0

SCAN/COPY (5 (f0.I0 PER PG)


SCAN/COPY (1 (fO.IO PER PG) SCAN/COPY ( 2 (f0. io PER PG)
SCAN/COPY ( I (fO.IO PER PG)

08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009

$0.20
$0.10

RE2 RE2 RE2 RE2 RE2

SCAN/COPY ( 1 (f0. io PER PG)


SCAN/COPY ( 1 (fO.I 0 PER PG)
SCAN/COPY ( 2 (f0. 1 0 PER PG)

$0.10 $0.10 $0.20 $0.20 $0.30 $0.30 $0.10


$2.30

08/27/2009
08/27/2009 08/27/2009 08/27/2009
08/27/2009 08/27/2009 08/27/2009

SCAN/COPY (2 O.l0 PER PG)


SCAN/COPY (3 O.lO PER PG)
SCAN/COPY ( 3 O. 1 0 PER PG)

RE2
RE2 RE2 RE2 RE2 RE2 RE2 RE2
RE2

SCAN/COPY ( 1 O.l0 PER PG)


SCAN/COPY ( 23 (f0. 1 0 PER PG)

SCAN/COPY ( 1 (f0.1O PER PG)

$0.10 $0.30 $0.10 $0.70


$0.10 $0.20

08/27/2009 08/27/2009 08/27/2009

SCAN/COPY (3 (fO.IO PER PG)


SCAN/COPY ( 1 (f0. 1 0 PER PG)
SCAN/COPY ( 7 (fO.L 0 PER PG)

08/27/2009
08/27/2009
08/27/2009 08/27/2009

SCAN/COPY ( 1 (fO.IO PER PG)


SCAN/COPY ( 2 (f0. 1 0 PER PG)
SCAN/COPY ( 2 (fO.L 0 PER PG)

RE2

RE2
RE2

$0.20 $0.30 $0.10


$0.60

SCAN/COPY ( 3 (f0.1O PER PG)

08/27/2009 08/27/2009 08/27/2009


08/27/2009 08/27/2009 08/27/2009

RE2 RE2
RE2

SCAN/COPY ( I (fO.IO PER PG)


SCAN/COPY ( 6 (f0. 1 0 PER PG)
SCAN/COPY ( 2 (f0. 1 0 PER PG)

$0.20
$0.10 $0.20
$0.20

RE2 RE2 RE2 RE2 RE2


RE2

SCAN/COPY ( I (f0.I0 PER PG)


SCAN/COPY ( 2 (f0. 1 0 PER PG)

SCAN/COPY ( 2 (f0. io PER PG)


SCAN/COPY ( 3 (f0. 1 0 PER PG)

08/27/2009
08/27/2009

$0.30
$0.10

SCAN/COPY ( 1 (f0.1O PER PG)


SCAN/COPY ( 3 (f0.1O PER PG)
SCAN/COPY ( 2 (f0. 1 0 PER PG)

08/27/2009
08/27/2009

$0.30
$0.20

RE2

Invoice number 85524


08/27/2009 08/27/2009 08/27/2009
08/27/2009
RE2
RE2

68773 00002

Page 77
$0.20 $0.10
$0.20

SCAN/COPY ( 2 (O.L 0 PER PG)

SCAN/COPY ( 1 (0.1O PER PG) SCAN/COPY ( 2 (0.1O PER PG)

RE2 RE2
RE2

SCAN/COPY (4 (0.l0 PER PG)


SCAN/COPY ( 1 (0.1O PER PG)

$0.40

08/27/2009
08/27/2009 08/27/2009 08/27/2009 08/27/2009

$0.10
$0.70 $0.10 $0.30

RE2
RE2

SCAN/COPY (7 (0.10 PER PG)


SCAN/COPY ( 1 (O.l 0 PER PG)
SCAN/COPY ( 3 (O.L 0 PER PG)

RE2 RE2 RE2 RE2


RE2 RE2 RE2 RE2 RE2 RE2

SCAN/COPY ( 11 (0.1O PER PG)


SCAN/COPY ( 1 (0. 1 0 PER PG)

$1.0
$0.10

08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009


08/27/2009

SCAN/COPY (4 (0.l0 PER PG)


SCAN/COPY ( 2 (0.1O PER PG)
SCAN/COPY ( 1 (0. 1 0 PER PG)

$0.40
$0.20 $0.10
$0.60

SCAN/COPY (6 (0.10 PER PG)


SCAN/COPY ( 1 (0.1O PER PG)
SCAN/COPY ( 6 (0. 1 0 PER PG)

$0.10
$0.60

08/27/2009 08/27/2009
08/27/2009 08/27/2009 08/27/2009

SCAN/COPY ( 1 (0.10 PER PG)


SCAN/COPY ( 6 (0. 10 PER PG)

$0.10 $0.60
$0.10 $0.10 $0.40

RE2 RE2
RE2

SCAN/COPY ( 1 (0.1O PER PG)

RE2 RE2 RE2


RE2

SCAN/COPY ( 1 (0.10 PER PG) SCAN/COPY (4 (0.10 PER PG)


SCAN/COPY ( 5 (0. 1 0 PER PG)

08/27/2009

$0.50
$0.10 $0.10 $0.40

08/27/2009
08/27/2009 08/27/2009 08/27/2009

SCAN/COPY ( 1 (0.l0 PER PG) SCAN/COPY ( 1 (0.l0 PER PG)


SCAN/COPY ( 4 (0.1O PER PG)

RE2 RE2 RE2 RE2

SCAN/COPY ( II (0.1 0 PER PG)


SCAN/COPY ( 1 (0.10 PER PG)

$1.0
$0.10

08/27/2009
08/27/2009
08/27/2009

SCAN/COPY (4 (0.10 PER PG) SCAN/COPY (2 (0.10 PER PG)


SCAN/COPY ( 1 (0. 1 0 PER PG)

$0.40
$0.20 $0.10 $0.10

RE2
RE2

08/27/2009
08/27/2009 08/27/2009 08/27/2009 08/27/2009
08/27/2009

RE2 RE2 RE2


RE2

SCAN/COPY ( 1 (0.10 PER PG)

SCAN/COPY (6 (0.l0 PER PG)


SCAN/COPY ( 2 (O.L 0 PER PG)

$0.60
$0.20

SCAN/COPY ( 1 (0.l0 PER PG) SCAN/COPY ( 1 (0.l0 PER PG)


SCAN/COPY ( 13 (0.1O PER PG)
SCAN/COPY ( 8 (0. 1 0 PER PG)

$0.10 $0.10

RE2 RE2 RE2 RE2 RE2


RE2

08/27/2009 08/27/2009
08/27/2009

$1.0
$0.80 $0.10

SCAN/COPY ( 1 (0.10 PER PG) SCAN/COPY (24 (0.1O PER PG)

08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009

$2.40
$0.20 $0.50 $0.10

SCAN/COPY (2 (0.10 PER PG)


SCAN/COPY ( 5 (0. 1 0 PER PG)
SCAN/COPY ( 1 (0. 1 0 PER PG)

RE2 RE2

RE2

SCAN/COPY (2 (0.l0 PER PG)

$0.20

Invoice number 85524


08/2712009
0812712009

68773 00002

Page 78
$0.10 $0.10
$0.40 $0.10
$0.60 $0.10

RE2
RE2 RE2

SCAN/COPY ( 1 (O.

10 PER PO)

SCAN/COPY ( 1 (0.10 PER PO)


SCAN/COPY ( 4 (O. SCAN/COPY ( 1 (O.

08/27/2009
08/27/2009

1 0 PER PO)

RE2 RE2
RE2

10 PER PO)

08/27/2009
08127/2009

SCAN/COPY (6 (0.l0 PER PO)


SCAN/COPY ( 1 (O. 1 0 PER PO)
SCAN/COPY ( 6 (O.

08/27/2009
08/27/2009
08/27/2009

RE2
RE2
RE2 RE2

1 0 PER PO)

$0.60

SCAN/COPY ( 1 (0.10 PER PO)

$0.10
$0.50 $0.10

SCAN/COPY (5 (0.l0 PER PO)


SCAN/COPY ( 1 (0.l0 PER PO)
SCAN/COPY ( 11 (O. 1 0 PER PO)

08/27/2009
08/2712009

RE2 RE2

$1.0
$0.10

08/27/2009 08/27/2009 08/27/2009

SCAN/COPY ( 1 (O. 10 PER PO)


SCAN/COPY ( 1 (O. SCAN/COPY ( 1 (O.

RE2
RE2 RE2

10 PER PO) 10 PER PO)

$0.10 $0.10
$0.20

08/27/2009
08/2712009

SCAN/COPY ( 2 (O. 1 0 PER PO)

RE2 RE2
RE2

SCAN/COPY ( 2 (O. 1 0 PER PO)


SCAN/COPY (2 (O.

$0.20
$0.20 $0.10 $0.10

08/27/2009

10 PER PO)

08/27/2009
08/2712009

SCAN/COPY ( 1 (O. 1 0 PER PO)


SCAN/COPY ( 1 (O. SCAN/COPY ( 1 (O. SCAN/COPY ( 4 (O. SCAN/COPY ( 1 (O.

RE2
RE2 RE2

1 0 PER PO)

08/27/2009
08/2712009

10 PER PO)
1 0 PER PO)

$0.10 $0.40
$0.10

08/27/2009

RE2 RE2
RE2

1 0 PER PO)

08/27/2009
08/2712009

SCAN/COPY ( 1 (O. 1 0 PER PO)

$0.10
$0.10 $0.30 $0.10 $0.10

SCAN/COPY ( 1 (0.l0 PER PO)


SCAN/COPY ( 3 (O. SCAN/COPY ( 1 (O.

08/27/2009
08127/2009

RE2 RE2
RE2

10 PER PO) 10 PER PO)

08/27/2009 08/27/2009

SCAN/COPY ( 1 (0.l0 PER PO)


SCAN/COPY ( 1 (O. SCAN/COPY ( 5 (O. SCAN/COPY ( 1 (O. SCAN/COPY ( 3 (O.

RE2
RE2 RE2

1 0 PER PO) 1 0 PER PO)


1 0 PER PO)

$0.10 $0.50
$0.10 $0.30 $0.10 $0.10 $0.10 $0.10 $0.80 $0.10
$0.30 $0.10 $0.50

08/27/2009 08/27/2009 08/27/2009 08/27/2009


08127/2009

RE2
RE2

10 PER PO)

SCAN/COPY ( 1 (O. 10 PER PO)


SCAN/COPY ( 1 (O. SCAN/COPY ( 1 (O. SCAN/COPY ( 1 (O. SCAN/COPY ( 8 (O. SCAN/COPY ( 1 (O. SCAN/COPY ( 3 (O. SCAN/COPY ( 1 (O. SCAN/COPY (5 (O. SCAN/COPY ( 1 (O.

RE2 RE2
RE2 RE2 RE2 RE2

10 PER PO) 10 PER PO)


1 0 PER PO) 1 0 PER PO) 1 0 PER PO) 1 0 PER PO) 1 0 PER PO)

08/27/2009
08127/2009

08/27/2009 08/27/2009 08/27/2009


08127/2009

RE2 RE2 RE2 RE2


RE2

08/27/2009

10 PER PO)
1 0 PER PO)

08/27/2009 08/27/2009 08/27/2009

$0.10
$0.60

SCAN/COPY (6 (0.l0 PER PO)


SCAN/COPY ( 1 (O.

1 0 PER PO)

$0.10

Invoice number 85524


08/27/2009 08/27/2009
08/27/2009
RE2
RE2 RE2 RE2 RE2 RE2 RE2

68773 00002

Page 79
$0.10
$0.10

SCAN/COPY ( 1 (0.l0 PER PG)


SCAN/COPY ( 1 (0. 1 0 PER PG)

SCAN/COPY ( 1 (0.10 PER PG)


SCAN/COPY ( 12 (0.1O PER PG)
SCAN/COPY ( 1 (0. 1 0 PER PG)

$0.10
$ 1.20

08/27/2009 08/27/2009 08/27/2009


08/27/2009

$0.10

SCAN/COPY ( 8 (0.1 0 PER PG)

$0.80
$0.10 $0.10

SCAN/COPY ( 1 (0.1O PER PG)


SCAN/COPY ( 1 (O.L 0 PER PG)

08/27/2009

RE2
RE2 RE2

08/27/2009
08/27/2009

SCAN/COPY (6 (0.1O PER PG)


SCAN/COPY ( 1 (0.1O PER PG)
SCAN/COPY ( 2 (O.L 0 PER PG)

$0.60 $0.10 $0.20


$0.10 $0.10 $0.10 $0.40

08/27/2009 08/27/2009 08/27/2009 08/27/2009

RE2 RE2 RE2 RE2


RE2 RE2

SCAN/COPY ( 1 (0.10 PER PG)


SCAN/COPY ( 1 (0. 1 0 PER PG)

SCAN/COPY ( 1 (0. 1 0 PER PG)


SCAN/COPY ( 4 (O.L 0 PER PG)

08/27/2009
08/27/2009

SCAN/COPY ( I (0. 1 0 PER PG)

$0.10
$0.10 $0.20

08/27/2009 08/27/2009
08/27/2009 08/27/2009 08/27/2009

RE2 RE2 RE2 RE2

SCAN/COPY ( 1 (0.10 PER PG)


SCAN/COPY ( 2 (0. 1 0 PER PG)

SCAN/COPY ( 1 (0.1O PER PG)

$0.10 $0.10

SCAN/COPY ( 1 (0.10 PER PG)


SCAN/COPY ( 8 (O.L 0 PER PG)

RE2
RE2 RE2
RE2

$0.80
$0.10 $0.60
$0.10 $0.10

08/27/2009
08/27/2009

SCAN/COPY ( 1 (0.10 PER PG)

SCAN/COPY (6 (0.l0 PER PG)


SCAN/COPY ( 1 (0. 1 0 PER PG) SCAN/COPY ( 1 (0. 1 0 PER PG)

08/27/2009
08/27/2009

RE2
RE2 RE2

08/27/2009
08/27/2009 08/27/2009

SCAN/COPY ( 10 (0.1 0 PER PG)

$1.00 $0.10 $0.80 $0.40 $0.40

SCAN/COPY ( 1 (0. 10 PER PG)

RE2
RE2 RE2

SCAN/COPY (8 (0.10 PER PG)

08/27/2009 08/27/2009
08/27/2009 08/27/2009

SCAN/COPY (4 (0.10 PER PG)


SCAN/COPY (4 (0. 10 PER PG)
SCAN/COPY ( 4 (0. 1 0 PER PG)

RE2
RE2 RE2

$0.40
$2.00 $1.00 $1.20 $0.10 $0.10 $0.10 $0.20

SCAN/COPY ( 20 (0.1O PER PG)


SCAN/COPY ( 10 (O.L 0 PER PG)

08/27/2009
08/27/2009 08/27/2009

RE2
RE2 RE2

SCAN/COPY ( 12 (0. 1 0 PER PG)


SCAN/COPY ( 1 (0. 1 0 PER PG) SCAN/COPY ( 1 (0. 1 0 PER PG)

08/27/2009 08/27/2009
08/27/2009 08/27/2009

RE2
RE2 RE2
RE2

SCAN/COPY ( 1 (0.1O PER PG)

SCAN/COPY (2 (0.10 PER PG)


SCAN/COPY ( 12 (0.1O PER PG)
SCAN/COPY ( 6 (O.L 0 PER PG)
SCAN/COPY ( 8 (O.L 0 PER PG)

$1.0
$0.60 $0.80 $0.10
$0.40

08/27/2009 08/27/2009 08/27/2009 08/27/2009

RE2 RE2 RE2

SCAN/COPY ( 1 (0. 1 0 PER PG)


SCAN/COPY ( 4 (0. 1 0 PER PG)

Invoice number 85524


08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009
08/27/2009
RE2
RE2

68773 00002

Page 80
$0.80 $0.60 $0.10
$ i. 00

SCAN/COPY (8 ~0.10 PER PG)


SCAN/COPY ( 6 ~O. 10 PER PG)

RE2 RE2
RE2

SCAN/COPY (1 ~0.1O PER PG)


SCAN/COPY ( 10 ~O.i 0 PER PG)

SCAN/COPY (8 ~0.10 PER PG) SCAN/COPY (1 ~0.10 PER PG) SCAN/COPY ( 5 ~0.1 0 PER PG)
SCAN/COPY ( 3 ~0.1 0 PER PG)
SCAN/COPY ( 1 ~0.1 0 PER PG)

$0.80
$0.10 $0.50 $0.30

RE2
RE2
RE2

RE2 RE2
RE2 RE2 RE2

$0.10 $0.60 $1.00 $0.80


$0.30 $0.10 $0.50 $0.50

08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009


08/27/2009 08/27/2009 08/27/2009

SCAN/COPY (6 ~0.10 PER PG) SCAN/COPY (10 ~O.IO PER PG)


SCAN/COPY (8 ~O.IO PER PG)
SCAN/COPY ( 3 ~0.1 0 PER PG)
SCAN/COPY ( 1 ~0.1 0 PER PG)
SCAN/COPY ( 5 ~O. 1 0 PER PG)

RE2 RE2
RE2 RE2
RE2

SCAN/COPY ( 5 ~0.1 0 PER PG)

08/27/2009 08/27/2009 08/27/2009 08/27/2009


08/27/2009 08/27/2009

RE2
RE2

RE2
RE2

SCAN/COPY (6 ~0.10 PER PG) SCAN/COPY ( 10 ~0.1O PER PG) SCAN/COPY ( 12 ~0.1O PER PG) SCAN/COPY ( 1 ~0.1 0 PER PG) SCAN/COPY ( 3 ~0.1O PER PG)
SCAN/COPY ( 8 ~0.1 0 PER PG) SCAN/COPY ( 8 ~0.1 0 PER PG)
SCAN/COPY ( 5 ~O.L 0 PER PG)

$0.60
$1.00 $1.20 $0.10

$0.30 $0.80
$0.80 $0.50
$0.10

RE2
RE2

08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009


08/27/2009

RE2 RE2

SCAN/COPY ( 1 ~O. 10 PER PG)

SCAN/COPY ( 4 ~0.1 0 PER PG)


SCAN/COPY ( 1 0 ~O.l 0 PER PG)

$0.40 $1.00 $0.30 $0.80 $0.10 $0.60

RE2 RE2
RE2

SCAN/COPY (3 ~0.10 PER PG)


SCAN/COPY ( 8 ~O.L 0 PER PG)

RE2
RE2 RE2 RE2

SCAN/COPY ( 1 ~0.1 0 PER PG)

SCAN/COPY ( 6 ~0.1 0 PER PG)

SCAN/COPY ( 16 ~0.10 PER PG)


SCAN/COPY ( 5 ~O. 1 0 PER PG)

$1.60 $0.50 $1.00


$0.20 $0.60 $0.10 $0.70
$0.20

08/27/2009 08/27/2009 08/27/2009


08/27/2009 08/27/2009 08/27/2009
08/27/2009 08/27/2009

RE2 RE2 RE2


RE2 RE2 RE2

SCAN/COPY ( 10 ~O. 10 PER PG)


SCAN/COPY ( 2 ~O.L 0 PER PG)

SCAN/COPY ( 6 ~0.1 0 PER PG)

SCAN/COPY ( 1 ~0.10 PER PG)

SCAN/COPY (7 ~0.10 PER PG)


SCAN/COPY ( 2 ~0.1 0 PER PG)

RE2 RE2

SCAN/COPY (3 ~0.10 PER PG)


SCAN/COPY ( 1 0 ~0.1 0 PER PG)

$0.30 $1.00 $0.50 $0.10

08/27/2009 08/27/2009

RE2
RE2

SCAN/COPY (5 ~0.1O PER PG)


SCAN/COPY ( 1 ~O.L 0 PER PG)

Invoice number 85524


08/27/2009 08/27/2009
08/27/2009
RE2

68773

00002

Page 81
$0.10 $0.10
$0.80

SCAN/COPY ( 1 ~0.10 PER PG)


SCAN/COPY ( 1 ~0.1O PER PG)
SCAN/COPY ( 8 ~0.1 0 PER PG)
SCAN/COPY ( I ~O. I 0 PER PG)

RE2
RE2 RE2 RE2 RE2
RE2

08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009


08/27/2009

$0.10 $1.40
$0.60 $3.00

SCAN/COPY ( 14 ~O.IO PER PG)

SCAN/COPY (6 ~O.IO PER PG)


SCAN/COPY ( 30 ~O. io PER PG)

RE2 RE2

SCAN/COPY (30 ~0.i0 PER PG) SCAN/COPY ( I ~0.10 PER PG)


SCAN/COPY ( I ~O. 10 PER PG)
SCAN/COPY ( 2 ~O. I 0 PER PG)

$3.00
$0.10
$0.10

08/27/2009
08/27/2009 08/27/2009
08/27/2009

RE2
RE2 RE2 RE2 RE2

$0.20
$0.20
$0.20 $0.30 $0.10

SCAN/COPY (2 ~O.IO PER PG)


SCAN/COPY ( 2 ~0.1 0 PER PG) SCAN/COPY ( 3 ~0.1 0 PER PG)
SCAN/COPY ( 1 ~O.IO PER PG)
SCAN/COPY ( 2 ~O. I 0 PER PG)
SCAN/COPY ( 3 ~O. I 0 PER PG)

08/27/2009 08/27/2009 08/27/2009 08/27/2009 08/27/2009

RE2
RE2

$0.20 $0.30
$0.30 $0.10 $0.20 $0.20 $0.10
$59.55

RE2
RE2 RE2 RE2 RE2 RE2

SCAN/COPY ( 3 ~O. 10 PER PG)

08/27/2009
08/27/2009 08/27/2009 08/27/2009

SCAN/COPY ( I ~O. I 0 PER PG)

SCAN/COPY (2 ~0.10 PER PG) SCAN/COPY (2 ~0.i0 PER PG) SCAN/COPY (1 ~0.10 PER PG)
68773.00002 Westlaw Charges for 08-27-09

08/27/2009
08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009

WL

AF
BM
DC

Air Fare rE 1 10) - United Airlines - flght from San Francisco to Philadelphia (RT) MBL
staff

$2,581.20
$25.80
$5.00

Business Meal rEI 11) Focaccia Cafe & Bakery, Lunch for working through lunch 9/1/09 hearing prep. SF (pc)

68773.00002 TriState Courier Charges for 08-28-09 68773.00002 TriState Courier Charges for 08-28-09 68773.00002 TriState Courier Charges for 08-28-09 68773.00002 TriState Courier Charges for 08-28-09

DC DC DC

$65.00
$5.00
$4.75

08/28/2009
08/28/2009 08/28/2009

PAC
PO PO PO PO RE

68773.00002 PACER Charges for 08-28-09 68773.00002 :Postage Charges for 08-28-09 68773.00002 :Postage Charges for 08-28-09
68773.00002 :Postage Charges for 08-28-09 68773.00002 :Postage Charges for 08-28-09

$4.16
$0.61

08/28/2009
08/28/2009 08/28/2009

$0.44
$2.75 $2.64

08/28/2009
08/28/2009 08/28/2009

(CORR 17 ~O.IO PER PG)


(CORR 54 ~O. I 0 PER PG)

$1.70
$5.40

RE RE RE RE RE RE
RE

(CORR I 0 ~0.1 0 PER PG)


(CORR 634 ~O. I 0 PER PG)

$1.00
$63.40 $27.80

08/28/2009
08/28/2009
08/28/2009

(CORR 278 ~0.1 0 PER PG)


(CORR 33 ~O. i 0 PER PG)

$3.30
$21.30
$4.00

08/28/2009

08/28/2009

(CORR213 ~O.io PER PG) (DOC 40 ~0.10 PER PG)

Invoice number 85524


08/28/2009 08/28/2009 08/28/2009
RE2 RE2 RE2 RE2 RE2 RE2
RE2 RE2

68773 00002

Page 82
$0.10 $1.20 $0.80 $0.60

SCAN/COPY ( I ~0.1 0 PER PG)


SCAN/COPY ( 12 ~0.1 0 PER PG)

SCAN/COPY ( 8 ~0.1 0 PER PG)

08/28/2009 08/28/2009
08/28/2009 08/28/2009 08/28/2009 08/28/2009

SCAN/COPY ( 6 ~0.1O PER PG)

SCAN/COPY (2 ~0.1O PER PG)


SCAN/COPY ( I ~O.IO PER PG)

$0.20
$0.10 $0.90 $0.50 $0.50 $0.10 $0.30

SCAN/COPY (9 ~O.IO PER PG) SCAN/COPY (5 ~O.IO PER PG)

RE2 RE2
RE2

08/28/2009 08/28/2009

08/28/2009
08/28/2009 08/28/2009 08/28/2009
08/28/2009 08/28/2009

RE2
RE2 RE2
RE2

SCAN/COPY (5 ~0.10 PER PG) SCAN/COPY ( I ~O. I 0 PER PG) SCAN/COPY ( 3 ~0.1 0 PER PG) SCAN/COPY (8 ~0.10 PER PG) SCAN/COPY ( 11 ~0.1 0 PER PG)
SCAN/COPY (13 ~0.10 PER PG)
SCAN/COPY (9 ~0.1O PER PG)
SCAN/COPY ( 1 ~O. 10 PER PG)

$0.80

$1.0
$1.30 $0.90

RE2 RE2 RE2

$0.10

SCAN/COPY ( 1 I ~0.1 0 PER PG)

$1.0
$0.60 $0.40 $0.30 $0.50 $0.10 $0.90 $0.50 $0.10
$0.90

08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009


08/28/2009 08/28/2009

SCAN/COPY ( 6 ~0.1 0 PER PG)

RE2
RE2 RE2

RE2 RE2
RE2 RE2 RE2 RE2

08/28/2009 08/28/2009 08/28/2009 08/28/2009


08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009

SCAN/COPY (4 ~0.10 PER PG) SCAN/COPY ( 3 ~0.1 0 PER PG) SCAN/COPY (5 ~0.10 PER PG) SCAN/COPY ( 1 ~O.IO PER PG) SCAN/COPY ( 9 ~0.1 0 PER PG) SCAN/COPY (5 ~0.10 PER PG) SCAN/COPY ( I ~0.10 PER PG) SCAN/COPY (9 ~0.10 PER PG) SCAN/COPY (6 ~0.10 PER PG)
SCAN/COPY ( 5 ~0.1 0 PER PG)

$0.60 $0.50
$0.10

RE2 RE2
RE2 RE2 RE2

SCAN/COPY ( I ~0.1O PER PG)

SCAN/COPY (9 ~O.IO PER PG)

$0.90 $0.60 $0.50

RE2 RE2 RE2


RE2

SCAN/COPY (6 ~0.10 PER PG) SCAN/COPY ( 5 ~0.1 0 PER PG) SCAN/COPY ( 1 ~0.10 PER PG)
SCAN/COPY ( 5 ~O. 10 PER PG)

$0.10
$0.50
$1.00

SCAN/COPY ( 10 ~0.1O PER PG)


SCAN/COPY ( 8 ~0.1 0 PER PG)

08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009


08/28/2009 08/28/2009

$0.80
$0.10
$0.30 $0.60

RE2
RE2

SCAN/COPY ( I ~0.10 PER PG) SCAN/COPY (3 ~0.10 PER PG)


SCAN/COPY ( 6 ~0.1 0 PER PG)

RE2
RE2

SCAN/COPY (6 ~O.IO PER PG)


SCAN/COPY (5 ~O.IO PER PG)
SCAN/COPY ( 6 ~O. I 0 PER PG) SCAN/COPY ( 4 ~O. I 0 PER PG)

$0.60 $0.50 $0.60 $0.40

RE2 RE2

RE2

Invoice number 85524


08/28/2009 08/28/2009 08/28/2009
RE2 RE2 RE2 RE2 RE2 RE2 RE2
RE2

68773 00002

Page 83
$0.50

SCAN/COPY ( 5 ~O. 1 0 PER PG) SCAN/COPY ( 5 ~O. 1 0 PER PG)


SCAN/COPY (4 ~0.10 PER PG)
SCAN/COPY ( 1 ~0.10 PER PG)

$0.50 $0.40 $0.10


$0.60 $0.10

08/28/2009
08/28/2009 08/28/2009 08/28/2009

SCAN/COPY ( 6 ~O.l 0 PER PG) SCAN/COPY ( 1 ~O.IO PER PG)


SCAN/COPY ( 6 ~O. 1 0 PER PG)

$0.60 $0.60 $0.50 $0.10 $0.70


$0.70

08/28/2009
08/28/2009 08/28/2009 08/28/2009

SCAN/COPY (6 ~O.lO PER PG)


SCAN/COPY ( 5 ~0.1 0 PER PG)
SCAN/COPY ( 1 ~O. 10 PER PG)

RE2 RE2
RE2 RE2 RE2

SCAN/COPY (7 ~O.lO PER PG)

08/28/2009
08/28/2009 08/28/2009 08/28/2009

SCAN/COPY (7 ~0.10 PER PG)


SCAN/COPY ( 6 ~O. 10 PER PG)
SCAN/COPY (6 ~0.10 PER PG)

$0.60
$0.60 $0.20 $8.50 $0.70 $0.10
$0.70

RE2
RE2

SCAN/COPY ( 2 ~0.1 0 PER PG)


SCAN/COPY ( 85 O.1O PER PG)

08/28/2009 08/28/2009 08/28/2009


08/28/2009 08/28/2009

RE2
RE2

SCAN/COPY (7 ~0.10 PER PG)


SCAN/COPY (1 ~0.10 PER PG) SCAN/COPY (7 ~0.10 PER PG) SCAN/COPY (7 ~0.10 PER PG)

RE2

RE2 RE2
RE2

$0.70

08/28/2009 08/28/2009
08/28/2009
08/28/2009

SCAN/COPY (6 ~0.10 PER PG) SCAN/COPY (6 ~0.10 PER PG)


SCAN/COPY ( 1 ~O. 1 0 PER PG)

$0.60
$0.60 $0.10 $0.90 $0.60
$0.50 $0.10 $0.40 $0.50 $0.60 $0.50 $0.10
$12.30
$0.10

RE2
RE2

RE2

SCAN/COPY (9 O.lO PER PG)

08/28/2009 08/28/2009 08/28/2009


08/28/2009 08/28/2009

RE2
RE2 RE2

RE2

SCAN/COPY (6 ~0.10 PER PG) SCAN/COPY (5 ~0.10 PER PG) SCAN/COPY ( 1 ~0.10 PER PG) SCAN/COPY (4 ~0.10 PER PG)
SCAN/COPY (5 ~0.10 PERPG)

RE2
RE2 RE2
RE2

08/28/2009 08/28/2009
08/28/2009

SCAN/COPY ( 6 ~0.1 0 PER PG)

SCAN/COPY (5 O.lO PER PG)

SCAN/COPY ( I ~0.10 PER PG)


SCAN/COPY ( 123 ~0.10 PER PG)

08/28/2009

RE2 RE2

08/28/2009
08/28/2009
08/28/2009

SCAN/COPY ( I ~0.1 0 PER PG)

RE2
RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2

SCAN/COPY (I 1 ~0.10 PER PG)


SCAN/COPY ( 6 ~O. 1 0 PER PG)

$1.0
$0.60
$0.40
$0.30

08/28/2009

SCAN/COPY ( 4 ~0.1 0 PER PG)


SCAN/COPY ( 3 O.1O PER PG)

08/28/2009 08/28/2009
08/28/2009 08/28/2009 08/28/2009 08/28/2009

SCAN/COPY (5 O.IO PER PG)


SCAN/COPY ( 1 ~0.10 PER PG)
SCAN/COPY ( 8 ~0.1 0 PER PG)

$0.50 $0.10 $0.80 $0.40 $0.50

SCAN/COPY (4 ~O.lO PER PG) SCAN/COPY (5 ~O.lO PER PG)

Invoice number 85524


08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009
08/28/2009
RE2 RE2
RE2

68773 00002

Page 84
$0.10

SCAN/COPY ( 1 (0.l0 PER PG)


SCAN/COPY ( 9 (0.1 0 PER PG)
SCAN/COPY ( 5 (0. 1 0 PER PG)

$0.90 $0.50 $0.10 $0.90


$0.50

RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2

SCAN/COPY ( 1 (0.l0 PER PG)

SCAN/COPY (9 (0.10 PER PG)


SCAN/COPY ( 5 (O.L 0 PER PG)

08/28/2009 08/28/2009 08/28/2009

SCAN/COPY (5 (0.l0 PER PG)


SCAN/COPY ( 1 (0.1O PER PG)

$0.50

$0.\0
$0.90 $0.50

SCAN/COPY (9 (0.i0 PER PG)


SCAN/COPY (5 (0.10 PER PG)
SCAN/COPY ( 1 (0.10 PER PG)

08/28/2009 08/28/2009
08/28/2009 08/28/2009

$0.\0
$0.30 $0.80

RE2 RE2 RE2 RE2 RE2


RE2 RE2 RE2 RE2

SCAN/COPY (3 (0.l0 PER PG) SCAN/COPY ( 8 (0. io PER PG)


SCAN/COPY ( 1 i (0.1O PER PG)

08/28/2009 08/28/2009
08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009
08/28/2009

$1.0
$1.30 $0.90
$0.50 $0.50 $0.10 $0.60

SCAN/COPY ( 13 (0.1O PER PG)

SCAN/COPY (9 (0.i0 PER PG) SCAN/COPY (5 (0.i0 PER PG)


SCAN/COPY (5 (0.10 PER PG)

SCAN/COPY ( I (0.l0 PER PG)


SCAN/COPY ( 6 (0.1O PER PG)

SCAN/COPY ( 6 (0. io PER PG)


SCAN/COPY ( 5 (0. 1 0 PER PG)

$0.60
$0.50

08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009


08/28/2009 08/28/2009 08/28/2009

RE2 RE2 RE2 RE2

SCAN/COPY ( 1 (0.1O PER PG)


SCAN/COPY ( 9 (0. 1 0 PER PG)

$0.10
$0.90

SCAN/COPY ( 6 (0. io PER PG)

$0.60
$0.50

RE2
RE2 RE2 RE2
RE2

SCAN/COPY (5 (0.l0 PER PG)


SCAN/COPY ( 1 (0. io PER PG)

$0.10
$0.10 $0.50 $0.60 $0.50 $0.30 $2.00 $0.30 $0.40 $0.30 $0.30

SCAN/COPY ( 1 (0.l0 PER PG)


SCAN/COPY ( 5 (0. 1 0 PER PG)

SCAN/COPY ( 6 (0. \0 PER PG)

RE2
RE2

SCAN/COPY (5 (O.\O PER PG)


SCAN/COPY ( 3 (0.1 0 PER PG)

08/28/2009
08/28/2009

RE2 RE2 RE2


RE2 RE2 RE2

SCAN/COPY ( 20 (0.1O PER PG)

SCAN/COPY (3 (0.10 PER PG)

08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009


08/28/2009

SCAN/COPY (4 (0.10 PER PG)

SCAN/COPY (3 (0.l0 PER PG)


SCAN/COPY ( 3 (0.1O PER PG)

SCAN/COPY (3 (0.10 PER PG)


SCAN/COPY (3 (0.1O PER PG)
SCAN/COPY ( 3 (O.L 0 PER PG)

$0.30
$0.30 $0.30 $0.20 $0.90 $0.70

RE2
RE2 RE2 RE2 RE2

08/28/2009
08/28/2009 08/28/2009

SCAN/COPY (2 (O.io PER PG)


SCAN/COPY ( 9 (0. 1 0 PER PG)

SCAN/COPY (7 (0.10 PER PG)

Invoice number 85524


08/28/2009
RE2 RE2 RE2 RE2 RE2 RE2 RE2 RE2
RE2 RE2

68773 00002

Page 85
$0.60 $0.20 $1.40 $0.20 $0.40 $0.50 $0.40
$0.20 $0.30

SCAN/COPY (6 (?0.10 PER PO)


SCAN/COPY ( 2 (?O. I 0 PER PO)

08/28/2009 08/28/2009
08/28/2009 08/28/2009

SCAN/COPY ( 14 (?O. I 0 PER PO)

SCAN/COPY ( 2 (?0.1 0 PER PO)

SCAN/COPY ( 4 (?O. io PER PO)


SCAN/COPY ( 5 (?O.! 0 PER PO)

08/28/2009 08/28/2009
08/28/2009

SCAN/COPY (4 (?0.I0 PER PO)


SCAN/COPY (2 (?O.

10 PER PO)

08/28/2009

SCAN/COPY ( 3 (?O. io PER PO) SCAN/COPY ( 2 (?O. io PER PO)


SCAN/COPY ( 7 (?O.! 0 PER PO)

08/28/2009
08/28/2009 08/28/2009
08/28/2009

$0.20

RE2 RE2 RE2 RE2


RE2

$0.70
$0.20 $0.30 $0.20 $0.60 $1.20 $0.30

SCAN/COPY (2 (?0.10 PER PO)


SCAN/COPY ( 3 (?O. io PER PO)

08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009


08/28/2009

SCAN/COPY (2 (?0.I0 PER PO)

SCAN/COPY (6 (?0.I0 PER PO)


SCAN/COPY ( 12 (?O. I 0 PER PO) SCAN/COPY ( 3 (?O. I 0 PER PO)
SCAN/COPY ( 5 (?O.

RE2

RE2 RE2

1 0 PER PO)

$0.50 $0.50 $1.20


$0.70 $1.20 $0.60 $0.70

RE2
RE2 RE2
RE2 RE2 RE2 RE2
RE2

SCAN/COPY (5 (?0.10 PER PO)


SCAN/COPY ( 12 (?O.! 0 PER PO)
SCAN/COPY ( 7 (?O. SCAN/COPY ( 12 (?O. SCAN/COPY ( 6 (?O.

1 0 PER PO)
1 0 PER PO)

08/28/2009 08/28/2009 08/28/2009 08/28/2009


08/28/2009

10 PER PO)

SCAN/COPY ( 7 (?O.! 0 PER PO)

SCAN/COPY ( 2 (?O. io PER PO)

$0.20 $0.20
$0.50

SCAN/COPY (2 (?O. io PER PO)

RE2

SCAN/COPY (5 (?O.io PER PO)


SCAN/COPY (9 (?O.

08/28/2009 08/28/2009 08/28/2009


08/28/2009

RE2 RE2 RE2


RE2 RE2

10 PER PO)

$0.90
$0.50
$0.60

SCAN/COPY (5 (?0.I0 PER PO)


SCAN/COPY (6 (?0.10 PER PO)
SCAN/COPY ( 3 (?O.

1 0 PER PO)

$0.30

08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009

SCAN/COPY ( 12 (?O. io PER PO)

$1.0
$0.90 $0.20
$0.70 $0.20 $0.60 $0.70

RE2 RE2 RE2


RE2

SCAN/COPY (9 (?0.I0 PER PO)


SCAN/COPY ( 2 (?O.! 0 PER PO) SCAN/COPY ( 7 (?O.! 0 PER PO)

SCAN/COPY (2 (?O.!O PER PO)

RE2 RE2 RE2 RE2 RE2


RE2

SCAN/COPY (6 (?0.10 PER PO)


SCAN/COPY ( 7 (?O. SCAN/COPY (2 (?O.!

10 PER PO)

0 PER PO)

$0.20 $0.20 $0.90


$1.40 $0.50

SCAN/COPY (2 (?O.!O PER PO)


SCAN/COPY ( 9 (?O.! 0 PER PO)

SCAN/COPY ( !4 (?O. io PER PO)

RE2

SCAN/COPY (5 (?O.!O PER PO)

Invoice number 85524


08/28/2009
08/28/2009
RE2 RE2
RE2

68773 00002

Page 86
$4.30
$0.90 $0.80
$0.30 $0.60 $0.60 $0.50 $0.60 $0.40 $0.50 $0.50
$0.40 $0.60 $8.50 $5.30

SCAN/COPY ( 43 (0.10 PER PG)

SCAN/COPY (9 (O.lO PER PG)


SCAN/COPY ( 8 (0.1O PER PG)

08/28/2009

08/28/2009 08/28/2009 08/28/2009


08/28/2009

RE2 RE2

SCAN/COPY (3 (0.10 PER PG)


SCAN/COPY ( 6 (0.1 0 PER PG)

RE2
RE2 RE2 RE2 RE2
RE2 RE2 RE2
RE2

SCAN/COPY (6 (0.10 PER PG)


SCAN/COPY ( 5 (0.1 0 PER PG)

08/28/2009 08/28/2009 08/28/2009


08/28/2009

SCAN/COPY (6 (O.lO PER PG)


SCAN/COPY ( 4 (O.l 0 PER PG)

SCAN/COPY (5 (O.lO PER PG)

SCAN/COPY (5 (0.10 PER PG)


SCAN/COPY ( 4 (O. 1 0 PER PG)

08/28/2009
08/28/2009

SCAN/COPY ( 6 (0.1 0 PER PG) SCAN/COPY ( 85 (O. io PER PG)

08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009


08/28/2009 08/28/2009

RE2

SCAN/COPY ( 53 (0.10 PER PG)


SCAN/COPY ( 11 (O. 10 PER PG)

RE2
RE2 RE2 RE2 RE2 RE2
RE2

$l.0
$2.20 $0.20
$5.80 $0.90 $0.20

SCAN/COPY ( 22 (0.1O PER PG)


SCAN/COPY ( 2 (0.1 0 PER PG)

SCAN/COPY ( 58 (0.1O PER PG)

SCAN/COPY (9 (0.10 PER PG)


SCAN/COPY (2 (0.10 PER PG) SCAN/COPY ( 169 (0.1O PER PG)

$16.90
$0.20
$0.30

08/28/2009
08/28/2009

RE2
RE2

SCAN/COPY (2 (0.10 PER PG)


SCAN/COPY ( 3 (O. 1 0 PER PG)

08/28/2009
08/28/2009 08/28/2009 08/28/2009
08/28/2009

RE2 RE2 RE2 RE2 RE2


RE2

SCAN/COPY ( 102 (0.1O PER PG)

$10.20
$0.20 $0.10 $0.30 $0.30 $0.20
$0.20 $0.20 $0.20 $0.20 $0.20 $0.20 $0.30 $0.10
$0.50

SCAN/COPY (2 (0.10 PER PG)


SCAN/COPY ( 1 (0.10 PER PG)
SCAN/COPY ( 3 (0.1 0 PER PG)
SCAN/COPY ( 3 (O. 1 0 PER PG) SCAN/COPY ( 2 (O. 1 0 PER PG)

08/28/2009 08/28/2009 08/28/2009


08/28/2009 08/28/2009 08/28/2009

RE2
RE2 RE2 RE2

SCAN/COPY (2 (0.1 0 PER PG)


SCAN/COPY ( 2 (0.1 0 PER PG)
SCAN/COPY ( 2 (O. 1 0 PER PG)

SCAN/COPY (2 (0.1 0 PER PG)

RE2 RE2 RE2 RE2 RE2


RE2 RE2

SCAN/COPY (2 (O.lO PER PG) SCAN/COPY (2 (O.lO PER PG)

08/28/2009 08/28/2009
08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009

SCAN/COPY (3 (O.lO PER PG)


SCAN/COPY ( 1 (0.10 PER PG)

SCAN/COPY (5 (O.lO PER PG)


SCAN/COPY ( 10 (O. io PER PG)
SCAN/COPY ( 6 (O. 1 0 PER PG)

$1.00 $0.60 $0.60


$0.40

RE2 RE2

SCAN/COPY (6 (0.1O PER PG)


SCAN/COPY ( 4 (O.l 0 PER PG)

Invoice number 85524


08/28/2009
RE2
RE2 RE2
RE2

68773 00002

Page 87
$ 1. 00

SCAN/COPY ( 1 0 ~O. i 0 PER PO)

08/28/2009
08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009

SCAN/COPY ( 2 ~O. 10 PER PO) SCAN/COPY ( 23 ~O. 10 PER PO)

$0.20
$2.30 $0.30 $1.00
$0.40 $0.20 $0.60

SCAN/COPY ( 3 ~0.1 0 PER PO)


SCAN/COPY ( 10 ~O. 10 PER PO)

RE2 RE2 RE2 RE2


RE2

SCAN/COPY ( 4 ~0.1 0 PER PO)


SCAN/COPY ( 2 ~0.1 0 PER PO)

08/28/2009
08/28/2009 08/28/2009 08/28/2009

SCAN/COPY (6 ~O.IO PER PO)


SCAN/COPY ( 6 ~O. I 0 PER PO)

$0.60
$0.20

RE2 RE2

SCAN/COPY ( 2 ~0.1 0 PER PO)


SCAN/COPY ( 2 ~O. 10 PER PO)
SCAN/COPY ( 2 ~O. I 0 PER PO)

$0.20
$0.20
$0.70 $0.70 $0.20 $0.40
$0.20 $0.20

08/28/2009
08/28/2009 08/28/2009 08/28/2009

RE2
RE2 RE2 RE2 RE2
RE2

SCAN/COPY (7 ~0.10 PER PO) SCAN/COPY (7 ~0.10 PER PO) SCAN/COPY (2 ~0.10 PER PO)
SCAN/COPY ( 4 ~O. I 0 PER PO)

08/28/2009
08/28/2009 08/28/2009 08/28/2009

SCAN/COPY ( 2 ~0.1 0 PER PO)

RE2 RE2

SCAN/COPY (2 ~O. 10 PER PO)

SCAN/COPY (9 ~O.IO PER PO)


SCAN/COPY ( 92 ~O. 10 PER PO)

$0.90
$9.20

08/28/2009 08/28/2009
08/28/2009 08/28/2009

RE2
RE2
RE2

SCAN/COPY ( 28 ~O. 10 PER PO)

$2.80
$0.40

SCAN/COPY (4 ~0.10 PER PO) SCAN/COPY (4 ~0.10 PER PO)


SCAN/COPY ( 24 ~O. i 0 PER PO)

RE2 RE2 RE2 RE2 RE2 RE2 RE2


RE2

$0.40
$2.40

08/28/2009
08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009 08/28/2009

SCAN/COPY ( 15 ~o.io PER PO) SCAN/COPY ( 15 ~O.IO PER PO)


SCAN/COPY ( I 5 ~O. I 0 PER PO)

$1.50
$1.50

$1.0
$0.10
$1.50 $0.20 $0.20
$0.20 $0.20
$0.20 $0.10

SCAN/COPY ( I ~O. 10 PER PO)


SCAN/COPY ( I 5 ~O. I 0 PER PO)

SCAN/COPY (2 ~0.10 PER PO)


SCAN/COPY ( 2 ~O. I 0 PER PO) SCAN/COPY ( 2 ~O. I 0 PER PO)

RE2 RE2 RE2

SCAN/COPY ( 2 ~O. I 0 PER PO)

08/28/2009
08/28/2009

RE2
RE2

SCAN/COPY (2 ~O.IO PER PO)


SCAN/COPY ( I ~O. I 0 PER PO) SCAN/COPY ( I ~O. I 0 PER PO)

08/28/2009
08/28/2009 08/28/2009 08/28/2009

RE2 RE2 RE2 RE2 RE2

$0.10
$0.10 $0.20 $0.10
$0.10

SCAN/COPY ( I ~O. I 0 PER PO)

SCAN/COPY ( 2 ~0.1 0 PER PO)


SCAN/COPY ( I ~O. I 0 PER PO)

08/28/2009 08/28/2009
08/28/2009 08/29/2009

SCAN/COPY ( I ~0.10 PER PO)


Travel Expense rEI 10) - Travel agency service fee MBL
68773.00002 Westlaw Charges for 08-28-09

TE
WL

$60.00
$628.42
$61.58

FE

68773.00002 FedEx Charges for 08-29-09

Invoice number 85524


08/29/2009 08/29/2009 08/29/2009
PAC

68773

00002

Page 88
$0.72 $3.00
$3.00 $3.00 $0.50 $1.50 $0.80 $0.10 $0.10

68773.00002 PACER Charges for 08-29-09

RE2 RE2 RE2

SCAN/COPY ( 30 ~0.1 0 PER PO)


SCAN/COPY ( 30 ~O. 10 PER PO)
SCAN/COPY ( 30 ~O. I 0 PER PO)

08/29/2009
08/29/2009 08/29/2009 08/29/2009 08/29/2009 08/29/2009 08/29/2009

RE2
RE2 RE2

SCAN/COPY (5 ~0.i0 PER PO)

SCAN/COPY ( 15 ~O.IO PER PG)

SCAN/COPY (8 ~0.10 PER PG)


SCAN/COPY ( 1 ~O.IO PER PG)

RE2
RE2

SCAN/COPY ( 1 ~0.1 0 PER PG)


68773.00002 Westlaw Charges for 08-29-09
Air Fare lEI 10) United Airlines, LA/DE (RT), JKTH
Los Angeles Airport Parking IDK

WL

$725.90

08/30/2009 08/30/2009
08/30/2009 08/30/2009

AF AP

$1,214.20
$107.25 $165.72

AT AT
AT HT
RE RE

Auto Travel Expense lE109) AMS Pacific Transportation, Inv. 147882, JKTH
Auto Travel Expense lE109) AMS Pacific Transportation, Inv. 147850, J. Arlington

$165.72
$165.72

08/30/2009 08/30/2009
08/30/2009 08/30/2009

Auto Travel Expense lEI09) AMS Pacific Transportation, Inv. 147895, MBL
Hotel Expense lEI 10) Hotel Dupont DE, 2 nights, JKTH

$583.00
$0.10 $1.20

(CORR I ~O.IO PER PG)


(CORR 12 ~O.1O PER PG)

08/30/2009 08/30/2009
08/3 I/2009 08/3 I/2009

RE
RE

(CORR 205 ~0.1 0 PER PG)

$20.50
$3.80

HT
PAC
RE
RE

(CORR 38 ~0.10 PER PO) Hotel Expense lEI 10) - Hotel Dupont MBL
68773.00002 PACER Charges for 08-31-09
(CORR 36 ~0.i0 PER PG)

$19.90
$4.16
$3.60 $3.00 $2.20 $3.20

08/31/2009
08/3 I/2009
08/3 1/2009

(CORR 30 ~0.1 0 PER PO)


(DOC 22 ~0.i0 PER PG)

RE RE RE RE RE RE RE RE

08/31/2009 08/31/2009 08/31/2009


08/3 I/2009 08/3 I/2009

(CORR 32 ~O. io PER PO)


(AGR 135 ~0.10PERPO)

$13.50
$6.00 $3.00 $0.50

(CORR 60 ~O.IO PER PO)

(CORR 30 ~O.io PER PO)


(CORR 5 ~O. 10 PER PG)
(CORR 197 ~O. i 0 PER PO)

08/31/009
08/3 I/2009 08/3 I/2009

$19.70
$ 1.50

RE2
RE2 RE2 RE2 RE2

(CORR 15 ~O.IO PER PG) SCAN/COPY ( I 8 ~O. I 0 PER PG)


SCAN/COPY ( 2 I ~O. I 0 PER PG)

$1.80
$2.10 $0.20

08/31/2009
08/3 1/2009

SCAN/COPY ( 2 ~O. i 0 PER PG)

08/31/2009
08/3 I/2009
08/3 1/2009

SCAN/COPY ( 15 ~O.1O PER PG)


SCAN/COPY ( I 6 ~O. 10 PER PG)

$1.50
$1.60
$2.40

RE2
RE2 RE2 RE2

SCAN/COPY ( 24 ~0.1O PER PG)

08/31/2009
08/3 1/2009

SCAN/COPY (83 ~O.IO PER PG)


SCAN/COPY ( 65 ~O. i 0 PER PG)

$8.30 $6.50

08/31/2009

SCAN/COPY ( 92 ~0.1 0 PER PG)

$9.20

Invoice number 85524


08/31/2009
08/31/2009 08/31/2009
RE2 RE2

68773 00002

Page 89
$8.80
$0.20 $1.60
$1.60

SCAN/COPY ( 88 ~0.10 PER PG)


SCAN/COPY ( 2 ~O.1O PER PG)
SCAN/COPY ( 16 ~O. 10 PER PG)

RE2
RE2 RE2 RE2

08/31/2009
08/3 1/2009

SCAN/COPY ( 16 ~0.10 PER PG)


SCAN/COPY ( 3 ~0.1 0 PER PG)
SCAN/COPY ( 16 (O.

$0.30
$1.60

08/31/2009 08/31/2009 08/31/2009 08/31/2009

10 PER PG)

RE2
RE2

SCAN/COPY (2 ~O.IO PER PG)

$0.20 $0.50
$ i. 60

RE2
RE2 RE2 RE2 RE2 RE2

SCAN/COPY (5 ~0.10 PER PG) SCAN/COPY ( 16 ~0.10 PER PG)


SCAN/COPY ( 15 ~O.1O PER PG)
SCAN/COPY ( 73 (O. SCAN/COPY (73 (O. SCAN/COPY (48 (O.

08/31/2009 08/31/2009
08/31/2009 08/31/2009 08/31/2009
08/3 1/2009

$1.50 $7.30 $7.30 $4.80 $0.10 $0.50 $0.20


$0.20 $0.20

1 0 PER PG)

10 PER PG)

10 PER PG)

SCAN/COPY ( I ~O.IO PER PG)


SCAN/COPY ( 5 ~O. I 0 PER PG) SCAN/COPY ( 2 ~O. I 0 PER PG)

RE2
RE2 RE2 RE2

08/31/2009
08/31/2009

SCAN/COPY (2 ~0.10 PER PG)


SCAN/COPY ( 2 ~O. I 0 PER PG)

08/31/2009
08/31/2009

TR

Transcript rEI 16) - TSG Reporting, Inc. Invoice #: 082409-56 I 84 KHB

$718.90

Total Expenses:

$48,870.41

Summary:
Total professional services

$453,736.50
$48,870.41

Total expenses
Net current charges

$502,606.91
$334,409.45

Net balance forward

Total balance now due


AJK

$837,016.36
2.30

Kornfeld, Alan J.
Paul, Andrea R.

725.00
115.00

$1,667.50
$2,8 I 7.50

ARP
AWC

24.50
5.70 0.80
1.20

Caine, Andrew W.

675.00
125.00

$3,847.50
$100.00
$246.00
$529.00

BMK
CAK
CJB
FSH

Koveleski, Beatrice M.

Knotts, Cheryl A.

205.00
115.00

Bouzoukis, Charles J.
Harrison, Felice S.

4.60 4.50 2.80


15.20

225.00
675.00 375.00 750.00

$1,012.50 $1,890.00
$5,700.00

lAWN
10K 10K

Nasatir, lain A. W.
Kharasch, Ira D. Kharasch, Ira D.

137.60

$103,200.00

Invoice number 85524


ILL
JEO
Lane, Ida L.

68773

00002
J.40
125.00

Page 90
$175.00
$8,720.50 $2,600.00 $37,765.00 $202.50 $15,142.50 $1,300.00 $6J,945.00
$367.50 $2,962.50
$125.00 $954.00 $258.00 $7,425.00
$59,235.00

O'Neill, James E.

J6.30
8.00

535.00 325.00 650.00 675.00

JKH

Hunter, James K. T.
Hunter, James K. T.

JKH
JNP

58.10
0.30

Pomerantz, Jeffrey N.
Finalyson, Kathe F.
Brown, Kenneth H. Brown, Kenneth H.

KFF
KHB KHB

67.30

225.00
325.00 650.00
175.00

4.00
95.30
2.10
7.50

KLS

Suk, Kati L.

KPM
LAF
LDJ

Makowski, Kathleen P.

395.00

Forrester, Leslie A.

0.50
1.20 1.20

250.00
795.00 215.00

Jones, Laura Davis


Tuschak, Louise R.

LT
MBL
MBL

Litvak, Maxim B. Litvak, Maxim B.


Oberholzer, Margaret L.

27.00
107.70

275.00
550.00

MLO
RMS

2.00

210.00

$420.00
$99,841.50
$4,072.50
$27,457.50

Saunders, Robert M.
Quinlivan, Shawn A.

201.70
18.10

495.00 225.00
525.00

SAQ
SEM

McFarland, Scotta E.

52.30
3.70
874.90

WLR

Ramseyer, Wiliam L.

475.00

$J,757.50 $453,736.50

Invoice number 85524

68773 00002

Page 91

Task Code Summary


Hours
AA AC AD BL CA CO CP CPO EB EC FF FN GB GC
IC
Asset Analysis/Recovery(B 120)
A voidance Actions
Asset Disposition (B 1 30)

Amount
$9,452.50 $2,527.50 $83,093.50 $225,699.00 $5,527.50 $8,282.50 $3,398.00 $10,574.50 $23,656.50 $4,846.50 $172.50 $1,259.00 $8,967.50 $110.00 $2,167.50 $38,431.50 $2,100.00 $3,153.00 $1,980.00 $1,312.50 $17,025.00
$453,736.50

Bankrptcy Litigation (L430)


Case Administration (B 1 10)

Claims Admin/Objections(B3 1 0) Compensation Prof. (BI60) Compo of Prof.Others Employee Benefit/Pension-B220


Executory Contracts (B 185)
Financial Filings (Bl 10)

13.30 3.70 142.30 402.60 39.00 15.50 8.80 31.80 45.70

11.0
0.50 2.60
13.60 0.20 3.20 70.10

Financing (B230) General Business Advice (B41O)

General Creditors Comm. (BI50) Insurance Coverage


Operations (B21 0) Plan & Disclosure Stmt. (B320)

OP PD RPO SL TI TR

Ret. of Prof./Other Stay Litigation (B140)


Tax Issues (B240)

Travel

2.80 7.00 4.00 2.50 54.20


874.90

Invoice number 85524

68773 00002

Page 92

Expense Code Summary


Air Fare (E I 10)

Airport Parking
Auto Travel Expense (E I 09)

Working Meals (EI

Conference Call (EI05)


Delivery/Courier Service

DHL- Worldwide Express Federal Express (EI08) Fax Transmittal (EI04) Guest Parking (EI24)
Hotel Expense (EI 10)

LexislNexis- Legal Research (E


Outside Services

$18,238.70 $416.73 $1,381.89 $1,068.59 $214.79 $2,695.93 $392.97 $106.10 $106.00 $88.00 $5,006.96 $684.21
$93 1. 0

Pacer - Court Research


Postage (E 1 08)

Reproduction Expense (E 1 0 i )

Reproduction! Scan Copy Overtime


Travel Expense (EI 10) Transcript (E i 16)

$79.68 $900.38 $3,461.20 $1,108.00 $58.55

$77274
$1,085.75 $10,072.14
$48,870.4 i

Westlaw - Legal Research (E 106

EXHIBIT B

IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELA WAR

In re: ) Chapter 11
PACIFIC ENERGY RESOURCES LTD., et al., i) Case No. 09-10785 (KJC)
)

l)ebtors. )

) (Jointly Administered)

Objection Deadline: August 20, 2009 at 4:00 p.m. Hearing Date: Only If Objections Are Timely Filed

FOURTH MONTHLY APPLICATION FOR COMPENSATION AN REIMBURSEMENT OF EXPENSES OF PACHULSKI STANG ZIEHL & JONES LLP, AS COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR THE PERIOD FROM JUNE 1.2009 THROUGH JUE 30. 2009
Name of Applicant: Authorized to Provide Professional
Services to:

Pachulski Stang Ziehl & Jones LLP

Debtors and Debtors in Possession


Nunc Pro Tunc to March 9, 2009 by order

l)ate of Retention:
Period for which Compensation and
Reimbursement is Sought:

entered on or about April 9, 2009


June 1, 2009 through June 30, 20092

Amount of Compensation Sought as Actual,


Reasonable and Necessar:

$350,713.25
$ 13,267.86

Amount of Expense Reimbursement Sought as


Actual, Reasonable and Necessar:

This is a:

i monthly

interim

_ final application.

The total time expended for fee application preparation is approximately 3.0 hours

and the corresponding compensation requested is approximately $1,000.00.


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 1.0. # 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 2 This Application may include time expended before the time period indicated above that has not been included in
mailing address for all of

,.

the Debtors is 111 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

any prior application. The applicant reserves the right to include any time expended in the time period indicated above in future application(s) ifit is not included herein.

DATE ~ ~ oq
68773-002\DOCS _DE: I 51341.1

DOKET # 1 ')

PRIOR APPLICATIONS FILED


'iDte,
.:~Fiid. 05/01/09 OS/29/09 06/30/09
03/09/09 - 03/31/09 04/01/09 - 04/30/09 05/01/09 - 05/31/09

ApProved ..F'ees
$187,315.20 $292,046.40 $237,856.40

Approved Ex enses
$18,780.98 $26,269.46

$14,711.1

PSZ&J PROFESSIONALS
.

Hourly .

. . Biiiig;

Total ~mp~nsation

~I"Nl
since 1982

;(ii~~g' .... .
....... ., -,. ; ,.......';. '.'
han~~s), .
$750.00 $725.00 $362.50 $675.00
$675.00 $650.00
143.40

Parner 1987; Member of CA Bar

Alan J. Kornfeld

Partner 1996; Member of CA Bar


since 1987

Jeffrey N. Pomerantz
Andrew W. Caine

Parter 1995; Member ofCA Bar


since 1989

4.50 4.70 0.40 2.20


12.70

$
$

3,262.50 1,703.75 270.00


1,485.00

James K.T. Hunter


Max B. Litvak

Of Counsel (former partner J 1989; Member of CA Bar since 1983 Of Counsel 1988; Member of CA Bar since 1976 Parner 2004; Member ofTX Bar since 1997; Member of CA Bar
since 2001

$ $

8,255.00

$550.00 $275.00 $535.00

99.70 17.00

$ 54,835.00

4,675.00

James E. O'Neill

Parner 2005; Member of P A Bar since 1985; Member of DE Bar


since 2001

22.80

$ 12,198.00

Scotta E. McFarland

Robert M. Saunders

Of Counsel 2000; Member of CA DE Bar since 2002 Of Counsel 2001; Member of NY


Bar since 1993; Member of

$525.00

73.70

$ 38,692.50

$495.00

156.30

Bar since 1984; Member of FL


Bar since 1995

$ 77,368.50
, 1. .

Wiliam L. Ramseyer
Kathleen P. Makowski

Of Counsel 1989; Member of CA Bar since 1980 Of Counsel 2008; Member ofPA Bar since 1996; Member of DE Bar since 1997

$475.00
$395.00

4.90
12.90

2,327.50 5,095.50

68773-002\DOCS_DE: 15 1341. i

'~~Itl~7~" ,.rt;'llil.~~1i~~;;tflT,i;;'~! ,;;~~~~~Rk


.. ..' Elperin.~~;~earofbtaiJing (illCluding.
, . Lict,ns,tPractice, reaof Clianges) i .. ... ," ...... .... Exnei1ise ......
Mark M. Bilion Associate 2009; Member of Bar since 2007; Member of

NY $325.00 1.70
DE

552.50

Leslie A. Forrester Law Librar Director 2003 $250.00 0.50


Kathe F. Finlayson Paralegal Shawn A. Quinlivan Paralegal

Bar since 2009

2009 $225.00 1.70 Margaret L. Oberholzer Paralega12007 $210.00 1.00 2000 $205.00 1 10 Beatrice M. Koveleski Case Management Assistant 2009 $125.00 1.20
Felice S. Harison Paralegal Cheryl A. Knotts Paralegal

2000 $225.00 56.80 2008 $225.00 73.60

125.00 $ $ 12,780.00
$

Ida L. Lane Case Management Assistant 2009 $125.00 2.00


Charles 1. Bouzoukis Case Management Assistant 2001 $1 1 5.00 7.60

$ $ $ $ $

Andrea R. Paul Case Management Assistant 2001 $115.00 7.70

$ $

16,560.00 382.50 210.00 225.50 150.00 250.00 874.00 885.50

Grand Total:

$ 896,522.50

Total Hours:
Blended Rate: $

1,795.30 499.37

68773-002\DOCS _DE: 15134 i .1

COMPENSATION BY CATEGORY

..

.. .'. ...i.Pr.iectCate!ories Asset Analysis/Recovery

.' ......./')..

i i.'l6talHours

.'

.,

. Total

Fees ..

A voidance Actions
Asset Disposition

Banptcy Litigation
Case Administration
Claims Admin/Objections

Compensation of Professional
Compensation of Prof./Others

2.70 3.10 316.90 80.40 27.00 27.70 7.30


30.1 0

1,617.00 2,160.00 $164,125.00


$ $
$ 39,670.00

$
$

$ $
$

Employee Benefitlension
Executory Contracts
Financial Filings

Financing General Business Advice


General Creditors Comm.

8.80 23.90 46.10 51.30 34.30


1.30

$ $

5,043.00 13,766.00 2,849.50 10,484.00 4,873.00 13,154.50 16,026.50

$ 31,868.50 $ 23,641.50

Operations Plan & Disclosure Statement


Retention of Prof.Others

Stay Litigation Travel

7.80 11.40 6.60 1.70 21.70

$ $ $
$ $ $

975.00 4,452.00 5,936.00 2,806.50 886.50 6,378.75

68773-002\DOCS _DE: J 51341. i

EXPENSE SUMMARY
......,d '..Kxp~iis~'~at~gnr..'"
,. ,.;.,

....

.., Ot .......::."',, Se-ic~;"rnv,~el'~. ..d'

.. .

Thil'
$3,789.45 $ 854.58 42.99 $ $ 429.76
$ 652.6 i 26.00 $

. ... ..,'., .....'... .. ..(ifanDlicable) '..


US Airways; United Airlines; Continental Airlines Eagle Limousine; AMS Transportation AT&T Conference Call Tristate DHL and Federal Express USBC
Outgoing only

Exuenses

Air Fare Auto Travel Expense


Conference Call
Delivery/Courier Service

Express Mail Filing Fee Fax Transmittal


Guest Parking
Outside Services

San Francisco Offce parking


Digita Legal Services

Cour Research

Pacer

Reproduction Expense
Reproduction/Scan Copy

Travel Expense Transcript Legal Research

Travel Agency Fee; Petty Cash Veritext NY Reporting Westlaw

$1,095.00 99.00 $ $ 598.69 $ 137.20 $4,518.00 $ 271.50 $ 172.50 $ 333.25 $ 247.33

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.

68773-002\DOCS_DE: i 5134 i. i

IN THE UNITED STATES BANKRUPTCY COURT


FOR THE DISTRICT OF DELAWARE
In re:
)
Chapter 11

PACIFIC ENERGY RESOURCES LTD., et al., 1


Debtors.

) )
)

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

) Objection Deadline: August 20, 2009 at 4:00 p.m.


Hearing Date: Only If Objections Are Timely Filed

FOURTH 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 JUNE 1.2009 THROUGH JUNE 30. 2009
the United States Code (the

Pursuant to sections 330 and 331 of

Title 11 of

"Banptcy Code"), Rule 2016 of

the Federal Rules of

Banptcy Procedure (collectively, the

"Banptcy Rules"), and the Court's "Administrative Order Under 11 U.S.C. 1 05(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 Fourh Monthly Application for
Compensation and for Reimbursement of Expenses for the Period from June 1, 2009 through

June 30, 2009 (the "Application").


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
mailing address for all of

the Debtors is 11 i W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

68773-002\DOCS _DE: 15134 i .1

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


in the amount of

$350,713.25 and actual and necessar expenses in the amount of$13,267.86 for
the allowed fees) and

a total allowance of$363,981.11 and payment of$280,570.60 (80% of

reimbursement of

$13,267.86 (100% of

the allowed expenses) for a total payment of

$293,838.46 for the period June 1, 2009 through June 30,2009 (the "Interim Period"). In
support of

this Application, PSZ&J respectfully represents as follows:

Back!!round
1. On March 9, 2009 (the "Petition Date"), the Debtors filed 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
the Bankptcy Code. A Committee of

pursuant to sections 1107(a) and 1108 of

Dnsecured

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 D.S.C. 157

and 1334. This is a core proceeding pursuant to 28 D.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. Ifno objections are made within twenty (20) days afer service of

the monthly

fee application the Debtors are authorized to pay the Professional eighty percent (80%) ofthe
requested fees and one hundred percent (100%) of

the requested expenses. Beginning with the

68773-002\DOCS _DE: i 5 i 34 i . 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 Cour.
4. The retention ofPSZ&J, as co-counsel to the Debtors, was approved

effective as of

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

the Banptcy

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. 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

68773-002\DOCS_DE:I 5 1341. i

$692,220.42, including the Debtors' aggregate fiing fees for these cases, in connection with the
preparation of initial documents and its prepetition representation of

the Debtors. PSZ&J was

curent as of

the Petition Date, subject to a final reconciliation of

the amount actually expended

prepetition. Upon final reconciliation of

the amount actually expended prepetition, any balance

remaining from the prepetition payments to PSZ&J was credited to the Debtors and utilized as PSZ&J's retainer to apply to postpetition fees and expenses pursuant to the compensation

procedures approved by this Court 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 Bankptcy 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 Banptcy 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.

68773-002\DOCS_DE: i 51341. i

Actual and N ecessarv EXDenses

8. A sumar 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, arsing 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 offaxes in this case.
10. With respect to providers of on-line legal research services (~, 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.
i 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.

68773-002\DOCS_DE: 15 134 i. J

Summary of Services Rendered


12. The names of

the parners and associates ofPSZ&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'

bankptcy cases, and performed all necessary professional services which are described and
narated in detail below. PSZ&J's efforts have been extensive due to the size and complexity of

the Debtors' banptcy 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 fort 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.

68773-002\DOCS-E: 151341.1

A. Asset Analvsis and Recoverv


15. During the Intenm Penod, the Fir, among other things: (1) reviewed

and analyzed lease interests; (2) reviewed and analyzed NOL assets; (3) performed work
regarding an analysis of potential recoveries of

preferential transfers; (4) reviewed and analyzed

royalty issues; and (5) conferred and corresponded regarding asset analysis and recovery issues.
Fees: $1,617.00;

Hours: 2.70

B. Avoidance Actions
16. During the Intenm Penod, the Firm, among other things: (1) reviewed

and analyzed documents regarding an analysis of potential preferential transfers; (2) attended to

timing issues; and (3) corresponded and conferred regarding avoidance action issues.
Fees: $2,160.00;

Hours: 3.10

C. Asset Disposition
17. During the Intenm Period, the Firm, among other things: (1) performed

work regarding abandonment motions; (2) attended to evidentiary issues; (3) reviewed and
analyzed offers; (4) performed work regarding an abandonment of interests related to Marathon;

(5) reviewed and analyzed documents regarding the Beta sale matter; (6) attended to credit bid issues; (7) attended to easement issues; (8) performed work regarding bid procedures motions; (9) performed work regarding an Alaska Assets Sale Procedures Motion and Sale Procedures

Exhibits; (10) performed work regarding a motion to shorten time; (11) performed work regarding orders; (12) attended to auction issues; (13) attended to confidentiality issues; (14)

attended to timing issues; (15) attended to bidding issues; (16) performed work regarding notices; (17) reviewed and analyzed sale-related materials; (18) attended to issues regarding the

68773-002\DOCS _DE: 151341.1

Aurora operated interests; (19) attended to scheduling issues; (20) performed work regarding the
service of

two sale motions; (21) performed research; (22) responded to issues raised by lenders;

(23) performed work regarding negotiations; (24) performed work regarding a transition services

agreement; (25) performed work regarding a motion to abandon Trading Bay properties; (26) reviewed and finalized motions relating to the Beta and Alaska asset sales and related sales

procedures motions; (27) performed work regarding the Beta asset purchase agreement;
(28) attended to Spurr abandonment issues; (29) performed work regarding deposit issues; (30) attended to stock sale issues; (31) attended to break-up fee issues; (32) coordinated sale issues with the Committee; (33) responded to issues raised by the State of Alaska; (34) reviewed and analyzed objections; (35) performed work regarding financing issues related to asset sales;

(36) attended to issues regarding the treatment of ORR and Production Payments;
(37) performed work regarding counterpary lists; and (38) corresponded and conferred
regarding asset disposition issues.
Fees: $164,125.00; Hours: 316.90

D. Bankruptcv Litigation
i 8. During the Interim Period, the Firm, among other things: (1) reviewed

and analyzed a complaint filed by Marathon; (2) performed work regarding Agenda Notices and

Hearing Binders; (3) performed work regarding orders; (4) prepared for and attended an
Omnibus hearing on June 3, 2009; (5) reviewed and analyzed the Noble Complaint; (6) performed work regarding a motion to extend the removal deadline; (7) performed research; (8) reviewed and analyzed documents; (9) drafted a complaint in the Union Oil matter;
(10) attended to issues regarding segregated fuds; (11) attended to scheduling issues;

68773-002\DOCS _DE: 15134 I. I

(12) performed work regarding the Medima matter; (13) attended to issues regarding Chevron;

(14) attended to time extension issues; (15) performed work regarding a response to the Noble

complaint; and (16) corresponded and conferred regarding banptcy litigation matters.
Fees: $39,670.00; Hours: 80.40

E. Case Administration
19. During the Interim Period, the Firm, among other things: (1) reviewed

documents and pleadings and forwarded them to the appropriate persons; (2) responded to case

inquiries; (3) prepared Hearing Notebooks; (4) maintained service lists; (5) maintained a
memorandum of Critical Dates; and (6) maintained document control.
Fees: $5,043.00;

Hours: 27.00

F. Claims Administration and Obiections


20. During the Interim Period, the Firm, among other things: (1) responded to

creditor inquiries; (2) performed work regarding royalties litigation issues; (3) performed work

regarding segregation issues; (4) performed work relating to the withdrawal ofthe Aera

segregation motion; (5) reviewed and analyzed CIRI and ORR-related documents;
(6) performed work regarding a royalty motion; (7) performed work regarding the withdrawal of
Noble's motion for accounting, segregation and payment of

its production payments;

(8) attended to bar date issues; (9) performed work regarding an order on the royalty motion; (10) attended to shareholder issues; (11) performed work regarding critical vendor issues; (12) attended to employee claims; (13) attended to EEOC issues; and (14) corresponded and conferred regarding claim issues.
Fees: $13,766.00; Hours: 27.70

68773-002\DOCS -E: 151341. 9

G. Compensation of Professionals

21. This category includes work related to the fee applications of the Firm.

Durng the Interim Period, the Firm, among other things: (1) drafted the Firm's May 2009
monthly and First quarterly fee applications; (2) performed work regarding the Firm's April
2009 monthly fee application; and (3) monitored the status and timing of

fee applications.

Fees: $2,849.50;

Hours: 7.30

H. Compensation of ProfessIonals--Others
22. This category includes work related to the fee applications of

professionals, other than the Firm. During the Interim Period, the Firm, among other things:
(1) attended to ordinary course professionals issues; and (2) performed work regarding the
SchulIy, Millstream, Rutan, Meyers Norris, Zolfo, Lazard Freres and Jensen matters.
Fees: $10,484.00;

Hours: 30.10

i. Employee Benefits and Pensions


23. This category includes work related to employee benefits and pension

plans. During the Interim Period, the Firm, among other things: (1) performed work regarding a
key employee incentive motion; (2) pedormed work regarding orders and notices; (3) attended to
confidentiality and release issues; and (4) corresponded and conferred regarding employee
issues.
Fees: $4,873.00;

Hours: 8.80

J. Executory Contracts
24. 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

68773-002\DOCS _DE: 151341.1

10

issues regarding the Chevron motion to compel assumption or rejection of operating agreement;

(2) performed work regarding a motion pursuant to Section 365(d)(4) to extend the time to
assume or reject real propert leases; (3) prepared for and telephonically attended a hearing on
June 3, 2009 regarding the motions of

Chevron and Union Oil to compel assumption or rejection

and to pay administrative claim; (4) reviewed and analyzed leases and related documents;

(5) performed work regarding offce equipment leases; (6) attended to service issues related to

the ORR holders; (7) reviewed and responded to objections; (8) attended to cure issues; and
(9) corresponded and conferred regarding executory contract and lease issues.
Fees: $13,154.50;

Hours: 23.90

K. Financial Filn2s
25. This category includes work related to compliance with reporting

requirements. During the Interim Period, the Firm, among other things: (1) performed work
regarding amended Schedules and Statements; (2) attended to intercompany claim issues;

(3) performed work regarding Monthly Operating Reports; (4) attended to notice issues; and

(5) conferred and corresponded regarding financial fiings issues.


Fees: $16,026.50;

Hours: 46. i 0

L. Financin2
26. 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) attended to budget issues; (2) performed work regarding sale proceeds and financing issues; (3) performed work regarding negotiation issues; (4) attended to post-sale closing issues; (5) responded to Committee opposition to proposed financing; (6) performed work regarding a

68773-002\DOCS _DE: ) 5134 1.1

11

DIP financing motion; (7) prepared for and attended a telephonic conference with the lenders in preparation for a financing hearing; (8) attended to issues regarding claims and avoidance actions
as they related to financing issues; (9) reviewed and analyzed financing documents;

(10) prepared for and attended a hearing on June 3, 2009 regarding financing issues;
(11) performed work regarding a DIP financing order; (12) performed work regarding an

insurance premium financing motion; (13) performed work regarding amendments to DIP
financing agreement; and (14) corresponded and conferred regarding financing issues.
Fees: $31,868.50;

Hours: 51.30

M. General Business Advice


27. This category includes work related to general business issues. During the

Interim Period, the Firm, among other things: (1) prepared for and paricipated in case status
conferences with the client and case professionals; (2) attended to oil price analysis issues;

(3) attended to NOL issues; (4) attended to wind-down and restructuring issues; (5) prepared for
and attended a Board of

Directors' meeting regarding case issues, including abandonment, sale

and financing issues; (6) attended to environmental issues; (7) attended to tax issues; and
(8) corresponded and conferred regarding general business advice issues.
Fees: $23,641.50;

Hours: 34.30

N. General Creditors Committee


28. This category includes work related to general Committee issues. During

the Interim Period, the Firm, among other things: (1) responded to Committee information

requests; and (2) corresponded and conferred regarding Committee issues.


Fees: $975.00;

Hours: 1.30

68773-002\DOCS_DE:151341. I

12

O. Operations
29. This category includes work related to operations issues. During the

Interim Period, the Firm, among other things: (1) performed research; (2) attended to pipeline
issues; (3) attended to wind down issues; (4) attended to issues regarding Marathon; (5) performed work regarding insurance issues; and (6) corresponded and conferred regarding
operations issues.
Fees: $4,452.00;

Hours: 7.80

P. Plan and Disclosure Statement

30. This category includes work related to a Plan of

Reorganzation ("Plan")

and Disclosure Statement. During the Interim Period, the Firm, among other things:

(1) performed work regarding a motion to extend exclusivity; (2) attended to scheduling issues; and (3) corresponded and conferred regarding Plan issues.
Fees: $5,936.00;

Hours: 11.40

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 Meyers Norris and fee auditor retention matters, and regarding Ordinar Course
Professionals issues.
Fees: $2,806.50;

Hours: 6.60

68773-002\DOCS _DE: i 5134 i . i

13

R. Stay Litieation
32. This category includes work related to the automatic stay and relief

from

stay motions. During the Interim Period, the Firm, among other things, performed work
regarding the Mercedes relief from stay motion.
Fees: $886.50;

Hours: 1.70

S. Travel
33. 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: $6,378.75;

Hours: 21.70

Valuation of Services
34. Attorneys and paraprofessionals ofPSZ&J expended a total 710.10 hours

in connection with their representation of the Debtors during the Interim Period, as follows:
'..Nine~of.P. ,hl~s. s.io. ii "-" .. ",-"", .. .. ,"

~Y:~la~~~~~tl:....".
. Experience,Year of Obtaining License to Practice, Area of

".lt:I'IY...

. .... . I1divid.iid' .

BUlii .
'Ral~ g

(including Changes)
$750.00 143.40

Ex erose
Ira D. Kharasch
Alan J. Kornfeld Jeffrey N. Pomerantz Andrew W. Caine

Partner 1987; Member ofCA Bar


since 1982

$107,550.00
$ 3,262.50 $ 1,703.75

Parner 1996; Member of CA Bar


since 1987

Parner 1995; Member of CA Bar


since 1989
Of Counsel (former parner) 1989;

$725.00 $362.50 $675.00 $675.00 $650.00 $550.00 $275.00

4.50 4.70 0.40


2.20
12.70

$ 270.00
$ 1,485.00
$ 8,255.00
$ 54,835.00

James K.T. Hunter


Max B. Litvak

Member of CA Bar since 1983 Of Counsel 1988; Member ofCA Bar since 1976 Parner 2004; Member ofTX Bar since 1997; Member of CA Bar
since 2001

99.70 17.00

$ 4,675.00

68773-002\DOCS_DE: 1 51341.1

14

. ..Nanieoflrofesional . ...-...,.:-...-,......- .,......,,:,:....'. -',"' .. ..


..Individal.......

. ..l.ns.itiQn.qnhA(lp~cank'
i . NumbrofYe~rsinthat .'.

H()urly ....
.

Total..

. Posin~n,PriorRelevant
..

Experience, Year of Obtaining .'. . ," ..LiceJISeWlractice,Areaof


. .... Expertise

. .. ..

Biling
Rate
. (including

Hours

..Total

Compensation

Biled
. ..

Changes)
...

.. d

James E. O'Neil

Partner 2005; Member ofPA Bar since 1985; Member of DE Bar


since 2001

$535.00

22.80

$ 12,198.00

Scoti E. McFarland

Of Counsel 2000; Member of CA


Bar since 1993; Member of DE

$525.00

73.70

$ 38,692.50

Bar since 2002


Robert M. Saunders
Of Counsel 2001; Member of NY

$495.00

156.30

77,368.50

Wiliam L. Ramseyer

Kathleen P. Makowski

Bar since 1984; Member ofFL Bar since 1995 Of Counsel 1989; Member ofCA Bar since 1980 Of Counsel 2008; Member ofPA
Bar since 1996; Member of DE

$475.00
$395.00

4.90
12.90

2,327.50
5,095.50

Bar since 1997


Mark M. Bilion
Associate 2009; Member of Bar since 2007; Member of NY DE

$325.00

1.70

552.50

Leslie A. Forrester
Kathe F. Finlayson

Bar since 2009 Law Library Director 2003


Paralegal 2000 Paralegal 2008 Paralegal 2009 Paralegal 2007 Paralegal 2000

Shawn A. Quinlivan

Felice S. Harison Margaret L. Oberholzer


Cheryl A. Knotts

Beatrice M. Koveleski

Ida L. Lane Charles J. Bouzoukis Andrea R. Paul

Case Management Assistant 2009 Case Management Assistant 2009


Case Management Assistant 2001 Case Management Assistant 2001

$250.00 $225.00 $225.00 $225.00 $210.00 $205.00 $125.00 $125.00 $115.00 $115.00
1,795.30 499.37

0.50 56.80 73.60 1.70 1.00 1.10 1.20 2.00 7.60 7.70

125.00 $ $ 12,780.00 $ 16,560.00 382.50 $ 210.00 $ 225.50 $ 150.00 $ 250.00 $ 874.00 $ 885.50 $

Grand Total:

$ 896,522.50

Total Hours:
Blended Rate: $
35. The nature of

work performed by these persons is fully set forth in


this character.

Exhibit A attached hereto. These are PSZ&J's normal hourly rates for work of

The reasonable value of the services rendered by PSZ&J for the Debtors during the Interim
Period is $350,713.25.

68773-002\DOCS _DE: 151341.1

15

36. In accordance with the factors enumerated in section 330 of

the

Bankptcy Code, it is respectfully submitted that the amount requested by PSZ&J is fair and
reasonable given (a) the complexity ofthe 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. Bank. 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 June 1, 2009

through June 30, 2009, an interim allowance be made to PSZ&J for compensation in the amount
of $350,713.25 and actual and necessar expenses in the amount of$13,267.86 for a total
allowance of$363,981.11, and payment of$280,570.60 (80% of

the allowed fees) and

reimbursement of$13,267.86 (100% of

the allowed expenses) be authorized for a total payment

of $293 ,83 8.46 and for such other and further relief as this Cour may deem just and proper.
Dated: July"5), 2009

aura avi nes (DE Bar 0.2436)

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

P.O. Box 8705 Wilmington, DE 19899-8705


Telephone: 302/652-4100

Facsimile: 310/652-4400
Counsel for Debtors and Debtors in Possession

68773-002\DOCS _DE: i 5134 i . i

16

VERIFICATION

STATE OF DELAWARE

COUNTY OF NEW CASTLE

Laura Davis Jones, afer being duly sworn according to law, deposes and says:
a) I am a partner of

the applicant law firm Pachulski Stang Ziehl & Jones

LLP, and have been admitted to appear before this Court.


b) I am familiar with the work performed on behalf of the Debtors by the

lawyers and paraprofessionals 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. Bank. 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.

NOTAR PU STATE OF oeLA


li OOon .. ~ 11, 201

DEBR L. YOU

68773-002\DOCS_DE: 15 134 I.l

EXHIBIT A

PACHULSKI STANG ZIEHL & JONES LLP


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

July 14, 2009

Invoice Number 84605

68773 00002

inK

Gerr Tywoniuk

111 W. Ocean Blvd. ste. 1240 Long Beach, CA 90802


Balance forward as oflast invoice, dated: May 31,2009

$431,872.
$431,872.01

Net balance forward

Re:

Post Petition

Statement of Professional Services Rendered Through

06/30/2009

Hours
Asset Analysis/RecoveryiBl20)
06/02/09

Rate

Amount

IDK IDK

Review briefly various emails with client, others re nature of estates' interest in CIRl leases (.2).
Emails with client, accountants re need for call on NOL analysis and calendar (.2); Email with A. Caine and Kevin T re need for more refined preference analysis, and limitations (.3). Email exchange with I Kharasch regarding NOLs Email exchange with B Lyng regarding royalty refund claim from Alaska

0.20 0.50

750.00
750.00

$150.00 $375.00

06/04/09

06/05/09
06/09/09
06/1 0/09

RMS

0.20 0.20 0.20 0.30

495.00 495.00

$99.00 $99.00

RMS
RMS RMS

Review of spreadsheet received from B Lyng regarding State of Alaska royalties calculation of
Conference call with G Tywoniuk, B Lyng, K Tomossonie
regarding Alaska royalties (setoff

495.00
495.00 750.00

$99.00
$148.50

06/10/09 06/11/09

by Alaska)

IDK

more refined Emails with A. Caine re status and timing of preference analysis (.2); Emails with client, S. McFarland re potential claims vs State of AK re overpayment, and best way to proceed and timing (.2).

0.40

$300.00

06/12/09

RMS

Email exchange with K Mclness (Canadian counsel)


regarding update of information regarding US chapter 1 1

0.20

495.00

$99.00

cases

06/15/09
06/16/09

RMS RMS

Email exchange with K Mclness regarding CCAA Conference call with R Clark and K McInnes regarding CCAA and pending sales and abandonments in US

0.20 0.30

495.00

$99.00

495.00

$148.50

Task Code Total

2.70

$1,617.00

Invoice number 84605


Avoidance Actions
06/01/09
06/01/09
IDK

68773 00002

Page 2

Emails with Committee, A. Caine re Committee's


questions on preference analysis (.3).

0.30
0.40

750.00 675.00

$225.00

AWC

EmaIls with Ira D. Kharasch, Zolfo and Committee regarding preliminary preference analyses, and review analyses.

$270.00

06/09/09
06/1 0/09

AWC AWC AWC


AWC
IDK

Call with Zolfo regarding preference analyses, factors.

0.20 0.50

675.00 675.00

$135.00 $337.50

Analyze preference potential, and emails with Zolfo and Ira D. Kharasch thereon.
Emails with Zolfo and Ira D. Kharasch regarding
preference analysis.

06/11/09

0.20 0.20 0.20

675.00
675.00

$135.00
$135.00

06/15/09
06/15/09

Call with Zolfo and client regarding preference documents, further analysis.
Emails with A. Caine re timing on next level of preference

750.00
675.00

$150.00 $135.00
$225.00

analysis and case status re same (.2).


06/16/09 06/16/09
AWC IDK

Emails with Zolfo regarding preference issues.


Emails with A. Caine, Zolfo re timing of when to commence preference actions/pursuit, and consider timing of case for same (.3).

0.20
0.30

750.00

06/26/09 06/29/09 06/29/09

AWC AWC
IDK

Emails with Zolfo regarding preference research. Emails and conference call with client and Zolfo regarding preference documents, investigation, fuher analysis.

0.10

675.00 675.00 750.00

$67.50

0.40
0.10

$270.00
$75.00

Emails with A. Caine re summary of status of further


preference analysis (.1).

Task Code Total

3.10

$2,160.00

Asset Disposition IB1301

06/01/09 IDK

Telephone conferences with M. Litvak re issues on Marathon's opposition fied today to abandonment motion, its declaratory relief, and prep issues for 6/3 hearing (.3); Emails with Marathon, M. Litvak re coordination of call later today on abandonment motion (.2); Attend conference call with Marathon re same (.5); Telephone conference with M. Litvak re result of call and evidence issues, and consider same (.3); Emails with Lazard re Beta markup by bidder, and desire for coordination of call re same (.3); Emails with Committee re status of Alaska negotiations, deal with Renaissance, and consider (.3); Review of

3.20

750.00

$2,400.00

Lazard's emailswithrevisedofferfromStellaronAK.as
well as Stellar's proposal to Chevron re same on the non-op side, and consider problems with same (.4); Review M. Litvak's draft of proposed order and scheduling on our motion to abandon Marathon for parial resolution (.2); Telephone conference and email with M. Litvak re same (.2); Emails with client, M. Litvak, Chevron re meeting between Chevron and Company re sale and settlement negotiations (.2); E-mails with A. Komfeld and M. Litvak re need to get A. Kornfeld involved on evidentiar issues if Marathon abandonment

Invoice number 84605

68773

00002

Page 3

goes forward on imminent harm issues, and coordination


of pleadings to A. Komfeld, and for prep of

proffers (.3).

06/01/09
06/01/09

MBL

RMS

06/02/09

AJK

Draft revised Spur order. Email exchange with I Kharasch regarding PSA (0.1); email Beta Trust document to Committee counsel (0.2); review of task list received by I Kharasch from R Lynd proposed PSA mark-up from potential (0.2); review of purchaser (0.6) Review and Analyze abandonment motion and memorandum.
Attend conference call with client, CFO, CEO re Katie concerns on sale issues and abandonment of non-opposition and why lender pressure for same and need for Board approval and delay (.6); Emails with Winn re same (.2); Telephone conferences with Marathon counsel re tomorrow's hearing on abandonment, and terms of agreement to continue same (.2); E-mail and telephone conference with M. Litvak re same (.1); Emails with client, Zolfo re same and reason for continuance re Marathon complaint (.2); Review various emails re bidder's mark up of Beta PSA, and issue re transition agreement (.3).

0.50

550.00

$275.00

1.0

495.00

$544.50

1.80 1.60

725.00

$1,305.00
$1,200.00

06/02/09

10K

750.00

06/02/09

RMS

06/02/09 06/03/09

RMS

Email exchanges with R Lynd and G Sliechter regarding comments to PSA mark-up from potential buyer (0.2); review of email from T Marino regarding MMS approval (0.1) Review ofPSA mark-up from potential buyer (3.4); detailed email to G Sleichter and others (0.5)
Emails to counsel for State of AK re updates on sale of AK dates and bidders (.2); Emails with Lazard re issue of
conflct re buyer's counsel re Aera, and nature of dispute

0.30

495.00

$148.50

3.90

495.00
750.00

$1,930.50
$450.00

10K

0.60

with Aera (.2); Emails with R. Saunders re same (.2).

06/03/09 06/03/09

RMS RMS

Review of relevant materials regarding Beta sale


Email exchange with I Kharasch regarding Beta sale (0.2); voice mail to R Lynd of Lazard regarding Beta sale (0.1); Lazad regarding Beta sale email exchange with R Lynd of (0.1); telephone conference with R Lynd (0.2) and email and voice mail about conversation to I Kharasch (0.2)

0.40 0.80

495.00
495.00

$198.00 $396.00

06/04/09

10K

Emails with CFO, others re need for Board meeting next week on abandonment, sale issues and coordination of same (.3); Emails with Lazard re easement contract with Chevron needed for ops side (.2); Emails with M. Litvak re same, background, and need for investigation of issues re same on sale and abandonment re non-ops (.3); Review of emails on Beta PSA issues (.2); Emails with R. Saunders re need for summary of salient points on Beta PSA issues, and review of same (.3). Email exchanges with G Sleichter and I Kharasch regarding Beta PSA and review of relevant materials Drafting Alaska sales procedures

1.0

750.00

$975.00

06/04/09 06/04/09 06/05/09

RMS RMS 10K

1.00 1.00 1.60

495.00

$495.00

495.00
750.00

$495.00
$1,200.00

Telephone conferences with M. Litvak re next steps for abandonment motions, timing re same for ops and non-ops (.3); Emails with Winn re Chevron's email to Stellar rejecting its purchase proposal on non-op, including review of same, and impact on timing re abandonment, and

Invoice number 84605


consider (.3); Review em

68773 00002

Page 4

ails with Lazad, R. Saunders re Rob's draft of AK bid procedures (.2); Emails with R. Saunders re need for my input on varous questions re same, including issue of credit bid, and consider (.3); Emails with Amber, M. Litvak, client re new dates in DIP re sales, abandonment, etc (.3); Emails with M. Litvak re his initial review of easement on Chevron prop for ops (.2).
06/05/09
06/05/09
MBL
RMS

Follow up with L. Wolfre easement issues.


Drafting bid procedures for Alaska assets and review of relevant materials related to sale (3. I); email exchange with R Lynd of Lazard regarding sale procedures draft for potential buyers of Alaska Assets (0.2); email exchange with I Kharasch regarding sales procedures for Alaska Assets (0.2); revision of draft sales procedures per comments (0.4); email exchange with R Lynd about providing draft sales procedures to Alaska; bidders (0.2); email exchange with G Sleichter regarding Beta PSA (0.2)

0.20

550.00
495.00

$110.00
$2,128.50

4.30

06/06/09 06/06/09

MBL
MBL
IDK

Emails with L. Wolfre abandonment issues; review draft exhibit.


Update client re Marathon lawsuit; analyze same and applicable local rules.
Email with client re upcoming call on abandonment (.1); Emails with R. Saunders re upcoming deadlines on bid procedure motions and need for call re same, and forms re naked auction (.3); Review offorms of prior sale/bid procedure motions and with naked auction/credit bid (.3); Telephone conferences with M. Litvak re follow up issues on abandonment motions for all AK properties and responding to Marathon adversary on abandonment (.2); Telephone conference with R. Saunders re AK, Beta bid
procedure issues, especially if

0.30 0.80

550.00 550.00 750.00

$165.00
$440.00

06/08/09

2.20

$1,650.00

naked auction (.3);

Telephone conferences with Lazard re StellarlRenaissance new offer of today on AK and how to handle on stalking horse re ops side, and consider (.4); Emails with R. Saunders, client, others re coordination of call tomorrow on sales and AK bid procedures (.2); EmaIls with lenders, others re lenders request for drafts of sale/abandonment motions (.2); Review email from Lazard re new APA from Stellar and problems with same (.2).
06/08/09
06/08/09
MBL
RMS
Revise Trading Bay motion.

0.30
0.40

550.00

$165.00 $198.00

Email exchange with I Kharasch regarding auction motion and email exchanges with others at firm regarding same motions fied in other cases and review of

495.00

06/08/09

RMS

Telephone conference with I Kharasch regarding Alaska bid procedures (0.3); email to client and others regarding call to discuss Alaska bid procedures (0.2); review of relevant materials (0.9); drafting Alaska sale procedures motion (3.5)
Call with client re abandonment and sale issues.

4.90

495.00

$2,425.50

06/08/09 06/09/09

MBL
IDK

1.00

550.00 750.00

$550.00
$2,325.00

Emails with R. Saunders re coordinate call on AK bid


procedures, and coordination of

3.10

Beta PSA review (.2);

Telephone conference with R. Saunders re issues on bid procedures for AK, Beta, justification for naked auction (.3); Attend all hands call with client, Lazard, others on update on AK sale process and resolving issues in the AK

Invoice number 84605

68773 00002

Page 5

bid procedure motion, with and without stalking horse, and also prep (without R. Saunders on call) for Board call tomorrow re same and issues re the abandonment motions on AK (1.2); Review Emails with Lazard, Zolfo re R. Saunders draft of outlines of testimony re sales (.2):Review Emails with Lazard, Albrecht, others re Beta PSA considerations and impact on bidding if oil rises (.3); Email Lazrd re new AK markup of APA-buyer (.2); Emails with R. Saunders re post-closing transition Emails with lenders, M. agreement issues (.2):Review of motion to abandon Litvak, client re updated drafts of review (.2); Emails with client, M. non-op, and brief Litvak re issue of abandonment of CIPL shares and consider, and what to do with it ifit does not sel1 (.3).
06/09/09 06/09/09

MBL
MBL
RMS

Revise motion to abandon Trading Bay assets.


Draft motion to abandon AK assets.

1.80

550.00

$990.00

3.00 2.60 3.10 0.30 0.30 0.20

550.00

$1,650.00
$1,287.00

06/09/09
06/09109

Email exchanges with G Sleichter and I Kharasch regarding Beta PSA (0.2); review of draft Beta PSA (2.4)

495.00 495.00 495.00

RMS

Drafting Alaska Assets Sale Procedures Motion and Sale Procedures Exhibit

$1,534.50
$148.50 $148.50

06/09/09 06/09/09
06/09/09

RMS
RMS RMS
RMS RMS

Telephone conference with I Kharasch regarding Alaska sale


Email exchange with R Lynd regarding Alaska sale Email to M Cervi regarding Alaska sale (detailed email)
Conference call (al1 hands) regarding Alaska sale

495.00 495.00
495.00
495.00

$99.00
$544.50 $247.50
$99.00 $99.00

06/09/09 06/09/09 06/09/09

1.0
0.50 0.20 0.20

Telephone conference with G Sleichter regarding Beta


PSA

RMS
RMS

Email exchange with M Litvak regarding sale requirements in DIP financing documents

495.00 495.00 495.00


550.00 750.00

06/09/09
06/09/09 06/09/09
06/1 0/09

Voice mail and email exchange with M Cervi regarding Alaska sale
Email exchange with M Litvak regarding Alaska Assets disposition
Cal1s/emails with client and i. Kharasch re amendment to credit agreement, sale timing.

RMS
MBL
IDK

0.20

$99.00
$715.00

1.0
1.40

06/1 0/09
06/ i 0/09

MBL
MBL
RMS

Emails with R. Saunders re issues on AK bid procedures, and whether a floor price needed (.2); Telephone conferences and email with R. Saunders re his draft of AK bid procedure motion and next steps re same re client and then lender revIew, credit bid issues, and Beta issues if naked auction (.3); Emails with Rutan re possible Beta naked auctIon and need to start preparing generic Beta PSA re same and timing of doing schedules, exhibits for same and AK PSA, and timing ofthe bid procedure and sale motions (.4); Review Beta provisions in APA re extra conditional price tied to oil (.2); Emails with R. Saunders re same (.1); Emails with R. Saunders, M. Litvak re issues on draft of AK sale procedures and timing (.2). Continue work on abandonment papers.
Review Alaska sale procedures motion; emails re same. Drafting Alaska Assets Sale Procedures and related Motion, including review ofrelevant materials and research (7.8); email of drafts to client and Rutan (0.2);

$1,050.00

2.00
0.30
8.30

550.00 550.00

$1,100.00

$165.00

06/1 0/09

495.00

$4,108.50

Invoice number 84605

68773

00002

Page 6

06/1 0/09 06/1 0/09

RMS
RMS

review of comments received by email from GAmber (0.3) Telephone conference with M Cervi regarding Alaska Assets and email exchange
Email exchange with I Kharasch regarding Alaska sales
Conference call with I Kharasch regarding asset sales

0.30

495.00
495.00

$148.50

0.10
0.30

$49.50
$148.50

06/10/09 06/11/09

RMS

495.00
750.00

10K

Telephone conferences R. Saunders re issues on bid procedure motions, motion to shorten time on same re AK, timing issues (.3); Emails with R. Saunders, M. Litvak re possible change in deadline for sale hearing on AK (.1); Emails with R. Saunders, and Amber re issues on why
buyer might not want stock in CIPL (.2); Emails with

4.10

$3,075.00

lenders, M. Litvak re timing on their getting draft of AK


bid procedures (.2); Review and consider draft of motion

to approve bid procedures for AK assets, and related notice of extensive sale procedures, and need for revisions to such docs (.4); Prep of memos to R. Saunders re same and my list of various revisions to be addressed in the motion re bid procedures (.4); Telephone conferences with R. Saunders re my comments to sale procedures themselves motion to abandon the (.2); Review and consider draft of AK operated assets, and need for extensive revisions to same (.4); Prep of memo to M. Litvak re same and my list ofrevisions needed, and further issues to be addressed (.4); Emails with M. Litvak re issues on my suggested revisions to same motion re abandonment (.2); Review and consider memo from client, CFO, re concerns on impact of abandonment on stored oil, and claims vs State of AK (.2); Review numerous Emails re Beta PSA negotiations and related issues, including of value of payments over time re price of oil (.2); Review and consider both client's and
Zolfo's questions on bid procedures, and issue of whether

to allow bidding on parts (.2); Emails with R. Saunders re same, and re credit bid issues (.3); Review Emails with oil & gas counsel and R. Saunders re assets to be sold in AK operations, including assignment of operating agreement revised bid (.2); Emails with R. Saunders re status of procedures motion and timing re sending to lenders (.2).
06/11/09

10K

Emails with Lazard re new mark up just received from AK bidder and whether there is time to come to stalking horse agreement, and new mark up on Beta, and need for call tomorrow (.3).
Assemble exhibit for abandonment of Alaska assets. Call with M. Cervi re abandonment papers.

0.30

750.00

$225.00

06/1 1/09

MBL MBL
RMS

0.20

550.00

$110.00
$55.00

06/1 1/09 06/1 1/09

0.10 0.70

550.00 495.00

Revision of draft sale procedures and related motion for comments from G Amber and G Tywoniuk and other
revisions, including review of research

$346.50

06/1 1/09

RMS RMS

Telephone conferences with I Kharasch regarding Alaska sale


Drafting detailed emails to S Quinlivan regarding preparation of draft order and notices for sale procedures motion (0.3)

0.40
0.30

495.00
495.00

$198.00 $148.50

06/11/09

06/1 1/09 06/1 1/09

RMS
RMS

Email to G Tywoniuk and M Cervi regarding infonnation for sale procedure motion
Additional, revision of sale procedures motion and sale

0.20 3.90

495.00

$99.00

495.00

$1,930.50

Invoice number 84605

68773

00002

Page 7

procedures to confonn to comments received and in preparation to send to lenders' counsel


06/11/09
06/1 1/09

RMS
RMS

Voice mail and email exchange with I Kharasch regarding Alaska sale
Telephone conference and email exchange with S Quinlivan regarding Alaska sale EmaIl exchange with M Cervi regarding Alaska sale EmaIl exchange with G Tywoniuk regarding Alaska sale
Email to lenders' counsel regarding Alaska sale procedures and motion, and review of related materials

0.30 0.30 0.20 0.20 0.30 0.20


0.10

495.00 495.00 495.00 495.00 495.00 495.00


225.00 225.00 225.00 225.00

$148.50

$148.50
$99.00 $99.00

06/1 1/09

RMS
RMS

06/11/09
06/1 1/09

RMS RMS

$148.50
$99.00 $22.50
$585.00

06/11/09

Email exchange with G Sleichter regarding ERG's Beta PSA

06/11/09
06/11/09 06/11/09
06/1 1/09

SAQ SAQ

motion to shorten, order, and order on sales procedures motion


Conference with R. Saunders re drafts of

SAQ SAQ SAQ

Draft Motion to Shorten re sales procedures Draft Order on Motion to Shorten re sales procedures
Draft Order on Sales Procedures Motion
preparation of

2.60

1.0
0.70 0.20

$247.50 $157.50
$45.00

06/11/09
06/1 2/09

Review and respond to R. Saunders email memos re motion to shorten time re sales procedures

225.00
750.00

10K

EmaIls with lenders and their counsel re lenders' demand for company to contact AK op lessors on abandonment, and need for call re same, and consider timing (.2); EmaIls with Win re same (.2); Emails with Company and M. Litvak re same, and need to address in today's call, and impact on funding for AK, and timing re same and transition services agreement post-closing (.3); Telephone conferences with M. Litvak re result of call today that included abandonment, and need for outline to client re detailed narrative description of properties to be abandoned, and why no imminent hann, and consider (.3); Telephone conference with Counsel to State of AK re status of sales and intent to fie abandonment motion (.3); Extensive telephone conferences with client, Jim Arlington, re issues on sale of AK ops, whether they can be broken up for separate sales, possible new buyer for same, questions on sale procedures re auction, and how abandonment may work (.6); Emails with R. Saunders re issues on bidders and how to notice re confidentiality concerns, including with 1. O'Neil re same for notice and timing (.2); Emails with Canadian counsel and R. Saunders re coordination of calI to update sale, abandonment issues for disclosures (.2).

2.30

$1,725.00

06/1 2/09

10K

Emails with M. Litvak re comments of lenders to draft of abandonment motion on ops, including my review of same, and need to flesh out descnption of$6 milion cash colIateral account (.3); Review briefly lenders' comments on abandonment ofnon-ops (.2); Emails with counsel to State of Alaska re his questions on sale status and lack of payment ofP&A reserve liability account (.2); Emails to client re same and how to respond to State, and its explanation (.2); Emails with Rutan, R. Saunders re need for alternative bid procedures for Beta on stalking horse vs naked auction (.2); Emails and Telephone conference with abandonment motions and our lenders' counsel re status of

1.70

750.00

$1,275.00

Invoice number 84605

68773 00002

Page 8

contact with lessors re same (.2); Emails with Arlington, client, and M. Litvak, re lenders' feedback on whether to include PERL on non-op abandonment, and consider (.2); Review memo to client re outline for narative discussion on abandonment (.1); Review emails re new APA on AK from Cook Inslet (.1).
06/12/09 IDK

Various emails with R. Saunders re contract relating to Trading Bay for easement tye rights for the Op side, and need to analyze for sale issues to buyer, and its status re abandonment motions (.4); Emails and telephone conference with M. Litvak re issue of timing of abandonment on AK assets and nunc pro tunc concerns (.2); Emails with R. Saunders re notice issues on sale
motions (.2).

0.80

750.00

$600.00

06/12/09
06/12/09 06/12/09

MBL MBL MBL


RMS

Emails/calls re abandonment motions.


Revise abandonment motions.

1.50

550.00

$825.00
$1,265.00

2.30
0.30 0.20

550.00 550.00

Review sale procedures motions.

$165.00
$99.00

06/12/09

Email exchange with R Lynd regarding conference call with potential Beta buyer and email to I Kharasch and M Litvak

495.00

06/12/09 06/12/09

RMS RMS RMS

Revision of motion to shorten time for sale procedures for


Alaska Assets

0.40
0.20
1.50

495.00 495.00 495.00

$198.00

Email G Sleichter regarding his drafting summary of any Beta stalking horse bid

$99.00
$742.50

06/12/09

06/12/09 06/12/09

RMS RMS RMS RMS


RMS

Email exchange with M Cervi, R Lynd, H Wiliams, M Litvak, J O'Neil, G Tywoniuk, K Tomossonie, i Kharasch and K Finlayson regarding service lists for sale procedures motions and notices, and review of relevant materials including service lists Review of materials related to sale of Alaska Assets Telephone conference and email exchange with M Litvak regarding Alaska Assets
Telephone conference and email exchange with L Wolf regarding Alaska Assets Email exchange with I Kharasch regarding Alaska Assets Email exchanges with Lazard and Albrecht regarding bidders for Beta and Alaska Assets
Email exchange with G Sleichter regarding Alaska PSA
and review of

2.00
0040

495.00 495.00 495.00 495.00 495.00 495.00


495.00

$990.00

$198.00 $198.00 $148.50 $148.50


$ 148.50

06/12/09
06/12/09 06/12/09 06/12/09 06/12/09 06/12/09 06/12/09
06/12/09 06/12/09

0.40 0.30
0.30 0.30

RMS RMS RMS

relevant material

Email exchange with i Kharasch regarding location of auctions


Email exchange with S Quinlivan regarding Alaska sale documents Review M. Litvak email re revised deadlines and revise motion to shorten time accordingly
Review and respond to R. Saunders em ail memos re motion to shorten and sales procedures order

0.10
0.20 0.20 0.20 0.80 0.30
1040

$49.50
$99.00

495.00 225.00

SAQ SAQ

$45.00 $45.00
$180.00

225.00
225.00 225.00
550.00

SAQ SAQ

06/12/09
06/12/09

Revise motion to shorten time re sales procedures motion Review sales procedures
Call with client and 1. Kharasch re abandonment /sale issues.

$67.50
$770.00

MBL

Invoice number 84605


06/13/09
IDK

68773 00002

Page 9
1040

Emails and telephone conferences with Sabin re updates and issues on sales, abandonment motions, and how case is to be resolved, and consider (.5); Emails with R. Saunders re questions on timing of sale hearing for AK, and consider various altemative dates (.3); Emails with Lazard re new messages today from Stellar on its wilingness to do AP A on non-op, but not wiling to solve Chevron arrearage issues, and how to respond and timing (A); Emails with R. motion for Saunders, others re form and content issues of order shortening time on bid procedures (.2).
Revision of Alaska Sale Procedures and related motion (0.2), motion to shorten time (004), review list of exhibits
(0.1) and review of

750.00

$1,050.00

06/13/09

RMS

1.40

495.00

$693.00

proposed PSA (0.5), and email G

06/13/09
06/13/09

RMS RMS RMS

Sleichter regarding proposed PSA (0.2) Emails to L Wolf regarding contracts and leases for proposed asset sales
Email J O'Neil, S McFarland, K Makowski and K Findlayson regarding sale hearing for Alaska Assets
Email I Kharasch regarding sale motion for Alaska Assets

0.20 0.20
0.20

495.00 495.00 495.00 495.00 225.00

$99.00 $99.00 $99.00


$99.00 $45.00

06/13/09 06/13/09 06/13/09 06/14/09

RMS
SAQ
RMS

Review of materials regarding Beta stalking horse sale procedures


Review and respond to R. Saunders email memos re status of sales procedures pleadings Drafting sale procedures order (Alaska) and notices (2.3) and email exchange with I Kharasch (0.2) and email exchange with S Quinlivan (0.2)
Review and respond to R. Saunders em

0.20 0.20

2.70

495.00

$1,336.50

06/ i 4/09

SAQ
IDK

ail memos re status

0.30
1.60

225.00
750.00

$67.50

of sales procedures pleadings


06/ i 5/09

Emails with R. Saunders, M. Litvak re sale and abandonment issues on easement re Ops side of AK (.2); E-mails and telephone conference with M. Litvak, R. Saunders re issues on sale and abandonment of Aurora operated interests, and need for clarification on the nature of debtors' interests in the Aurora op assets, and whether separate abandonment motion needed (A); Review of materials on Aurora op assets, and email to M. Litvak re same (.2); Emails with R. Saunders re sale order deadlines (.2); Review emails between lenders on timing of abandonment, and potential dispute re same (.1); Email Win re same (.1); Telephone conference and numerous emails with client, M. Litvak re whether interests in Aurora operated gas wells should be abandoned if not sold and justification for same given cash positive nature ofthe asset, and need for more facts on P&A liability, including
life of

$1,200.00

wells (A).

06/15/09

IDK

motion to shorten time on AK bid Review drft of procedure motion, and note problems (.2); Emails with R.
Saunders re list of Review of

1.80

750.00

$ i ,350.00

my needed revisions to same (.2);

revised motion to shorten time (.1); Emails with R. Saunders re same, answering his various questions re scheduling issues for hearing on sale, deadlines to object, auction, and getting hearing date (A); Review oflenders' mark up of AK bid procedure motion (.2); Emails with R. Saunders, client, Lazard re lenders' desired changes to same, including re deposit requirement, and source of oil

Invoice number 84605

68773 00002

Page 10

pricing (.2); Emails with Silverpoint, M. Litvak re Silverpoints questions re abandonment, and consider abilty to withdraw pars of op side abandonment (.2); Telephone conference with M. Litvak re various issues on
abandonment, caselaw re imminent har, and temporar

plug in and weatherizing work to allay harms, and consider


(.3).

06/15/09

10K

Emails with R. Saunders, others re noticing issues on exec contracts for AK sale (.2); emails with attorneys re notice issues on abandonment motions, especially re lessors, including tribal counsel (.2); Review client narrative summar/analysis of abandonment logistics, and temp shut in concepts (.3); Email M. Litvak re same and need for more info (. i); Emails with M. Litvak re timing on service of abandonment motion to all creditors (.2); Emails with Amber, R. Saunders re possibilty of Chinese entity to bid on assets, and its request for information (.2); Telephone conference and emails with R. Saunders re status of drafts of sale procedure motion and getting to lenders (.2); Emails with client, others re client question on exact deadline tomorrow to fie motions re sale and abandonment (.3); Numerous emails with client, others re transition services agreement post-closing for AK and Beta, open issues on same, and whether to attach to bid procedure motion (.4).

2.10

750.00

$1,575.00

06/15/09

SEM

Email communications with Rob Saunders and Shawn Quinlivan regarding service of sale motions on July 2, 2009

0.10

525.00

$52.50

06/15/09
06/15/09

SEM
SEM

Investigation of issues regarding the service ofthe two sale motions


Email communications with James O'Neil regarding the service of the two sale motions
service of

0.20

525.00

$105.00
$52.50 $52.50

0.10
0.10
1.50

525.00 525.00 550.00 550.00


550.00

06/15/09

SEM

Email communications with Rob Saunders regarding the the two sale motions
ails re abandonment issues. Continue research on abandonment issues.

06/15/09 06/15/09
06/15/09 06/15/09 06/15/09

MBL
MBL MBL
RMS RMS

Numerous calls and em

$825.00
$1,100.00 $3,300.00
$1,584.00

2.00
6.00 3.20 0.10

Revisions to abandonment motions and exhibits. Drafting Beta Sale Procedures and related motion

495.00 495.00

Telephone conference with K Finlayson regariding PSZ&J not serving potential bidders list but investment bankers
sending sale procedures, etc. to them

$49.50

06/15/09

RMS

Review of comments to Alaska sale procedures motion from Goldman's counsel and revisions for same and email exchanges with client and other professionals regarding same and email to Goldman's counsel

1.00

495.00

$495.00

06/15/09 06/15/09

RMS RMS

Telephone conference with S Quinlivan regarding Alaska sale notices


Revision of Motion to shorten time for Alaska sale procedures motion including email exchanges with I Kharasch and J O'Neil

0.20

495.00
495.00

$99.00

0.80

$396.00

06/15/09

RMS

Email exchange with J O'Neil regarding dates and service for sale procedures motion (Alaska)
Email exchange with R Lynd regarding Beta sale

0.20
0.20

495.00 495.00

$99.00 $99.00

06/15/09

RMS

Invoice number 84605


06/15/09 06/15/09
RMS

68773 00002

Page
0.20
1.50

11
$99.00

Email exchange with J Peng regarding bidder addresses

495.00

RMS RMS

06/15/09

Drafting / revising notices and sale procedures order (Alaska) Revising Motion to shorten, Sale Procedures Motion, Sale Procedures (for Alaska Assets), exhibits to Sale Procedures Motion (proposed notices) and the Sale Procedures Order (2.4) and email to Lenders counsel (0.3) and email exchange with GAmber (0.2)

495.00
495.00

$742.50

2.90

$1,435.50

06/15/09 06/15/09

RMS
RMS

Email exchange with G Tywoniuk regarding Alaska sale procedures

0.20
0.20

495.00

$99.00 $99.00 $45.00

Telephone conference with I Kharasch regarding Alaska Sale Procedure Motion exhibits
Conference with R. Saunders re preparation of exhibits to sale procedures motion and order
Prepare draft of sale procedures order and exhibits C, D & E to sale procedures motion

495.00
225.00 225.00
750.00

06/15/09
06/15/09 06/16/09

SAQ

0.20
3.90

SAQ
10K

$87750
$825.00

Attend conference call with client, others, re open issues on AK PSA for today's bid procedure motion (.3); Emails with client, others re coordinate call with Lazard today on Beta process and stalking horse issues (.2); Review email from R. Saunders re issues on bid proc order and motion on AK re cure and exec assignment issues, including review of draft (.2); Emails with R. Saunders re my comments re same (.2); Emails with lenders, M. Litvak re abandonment issues and Aurora, CIPL stock (.2).
Review and consider comments of lenders to bid procedure motion and whether to incorporate all (.2); Emails with R. Saunders re same, and need to revise further (.2 ); Review of substantially revised abandonment motions and need for final changes (.4); Telephone conferences with M. Litvak re same (.2); Emails with attorneys re issues on
coordination of fiing of motions today, deadlines to object

1.0

06/16/09

10K

1.80

750.00

$1,350.00

to abandonment, and client feedback (.2); Emails with Win with emails from Goldman on status of Beta stalking bid negotiations with ERG on Goldman funding, and Silverpoint (.3); Telephone conferences with Silverpoint counsels re status of same and whether it wil approve
break up fee (.3).

06/16/09

10K

Emails and telephone conferences with R. Saunders, M. Litvak re issues on coordination of notice on sale and abandonment motions, status of Beta negotiations, and need for Beta deadlines on naked auction (.3); Attend conference call with client, Lazard, others re Beta status and stalking horse, naked auction, and consider next steps (.4); Telephone conference with R. Saunders re same (.1); Emails with attorneys re problem of getting July 27 hearing on sale and problem with deadline re lenders, and consider (.2); Review and consider memo from client, Arlington, re problem of selling parts of AK Ops (.2); Review emails with lenders, others re their further comments to abandonment (.2); Emails with client, others re issue of revisions to transition services agreement, and whether to attch to motion-bid proc (.4); Offce conference with J. Pomerantz re break up fee issues on Beta re naked auction (.2); Emails with R. Saunders re my

2.20

750.00

$1,650.00

Invoice number 84605

68773

00002

Page 12

issues on Beta bid procedure motion and break up fee (.2).


06/16/09 06/16/09 06/16/09
06/16/09

JNP
MBL
MBL MBL

Conference with Ira D. Kharasch regarding sale strategy issues.


Emails and calls re abandonment and sale issues. Finalize abandonment motions; incorporate comments.

0.20
1.00 1.50

675.00 550.00 550.00 550.00


535.00

$135.00

$550.00
$825.00 $440.00

Finalize exhibits to abandonment motions; coordinate filing.


Review and finazlie motion to abandonment of Trading

0.80
0.80 6.20

06/16/09
06/16/09

JEO
RMS

$428.00
$3,069.00

Bay properties

Review and revision of Alaska sale procedures documents in preparation for filing today, including incorporating comments from lenders' counsel to sale procedures and
other comments and emaIl to lenders' counsel and Debtors'

495.00

working group
06/16/09
RMS

Conference call with G Tywoniuck, GAmber, C Parker, I Kharasch, T Marino and L Wolf in preparation for filing Alaska Sale Procedures Motion with PSA and Transition Services Agreement as exhibits
Email exchange with R Lynd regariding Lazard sending sale procedure motion to potential bidders
Telephone conferences with S Quinlivan regarding sale procedures motions and related documents Conference call with I Kharasch and M Litvak regarding service of sale procedures and abandonment motions

0.30

495.00

$148.50

06/16/09 06/16/09
06/16/09

RMS
RMS

0.20

495.00
495.00

$99.00 $99.00

0.20
0.30

RMS
RMS

495.00 495.00 495.00 495.00

$148.50

06/16/09 06/16/09

RMS
RMS RMS

Conference call with working group of Beta sale Email exchange with J O'Neil regarding preparing documents for fiing
Telephone conference with I Kharash after conference call with working group on Beta sale

0.40 0.10 0.20


0.20

$198.00

$49.50
$99.00

06/16/09
06/16/09

Telephone conference with C Parker regarding Alaska PSA in preparation for filing as exhibit to Sale Procedure Motion
Drafting Beta sale procedures and motion after conference call with working group on Beta sale
motion approving sale of Alaska assets Proof read sale procedures motion for sale of Alaska assets Proof read sale procedures exhibit for motion re Alaska assets
Prepare draft of

495.00

$99.00

06/16/09
06/16/09 06/16/09 06/16/09 06/16/09
06/16/09

RMS

0.20
1.20

495.00

$99.00

SAQ SAQ
SAQ

225.00
225.00

$270.00
$157.50 $112.50 $135.00
$45.00

0.70 0.50
0.60

225.00

SAQ
SAQ

Proofread exhibits C, D, and E to sale procedures motion Proofread order on sales procedure motion
Proof read motion to shorten time on sales procedure motion
Review and respond to R. Saunders email memos re sale procedures motion and exhibits
Phone conference with R. Saunders re sale procedures motion and exhibits

225.00
225.00
225.00

0.20 0.20
0.20

06/16/09 06/16/09 06/16/09


06/1 6/09

SAQ
SAQ

$45.00
$45.00

225.00 225.00
395.00

SAQ
KPM

0.10
0.20

$22.50 $79.00

Review email correspondence between R. Saunders, James E. O'Neil and others regarding logistics, timing and service of sale motion
Address logistics, timing, filing and service of sale motion

06/16/09

KPM

0.80

395.00

$316.00

Invoice number 84605

68773 00002

Page 13

and abandonment motions

06/16/09

MLO

Finalize motion to abandon operated interests in Alaska (excluding Trading Bay) for fiing (.2); execute service of same (.1); coordinate fiing of same (.1)
Finalize Trading Bay abandonment motion for filing (.2); execute service of same (.1); coordinate fiing of same (.1)

0.40

210.00

$84.00

06/16/09 06/16/09 06/17/09

MLO
MLO
IDK

0.40 0.20
1.20

210.00
210.00 750.00

$84.00 $42.00

Anticipate fiing of sale motion and coordinate same EmaIls with counsel to Alaska re motions fied re sale and abandonment (.2); Emails with attorneys, client re finalized
AK sale proc motion, and then entr of order on motion

$900.00

shortening time (.2); E-mails with client re Arlington memo on problems in selling only parts of AK Ops (.3); Telephone conference with counsel for Marathon re pot
resolution re abandonment of

Spurr, and consider (.2);

Review emaIls with client, Zolfo, Lazard, Albrecht, R. Saunders re need for their input and narrative insert to Beta sale motions re marketing, etc. (.3).

06/17/09

1DK

Emails with R. Saunders re his draft of Beta materials for deadline, and comparisons to AK (.3); Review and consider in detail 1 st drafts of Beta sale procedures re naked auction, and Beta bid procedure motion, and need for revisions and to address issues (.7); Emails to R. Saunders re lists of my various issues/revisions for same, and also for upcoming draft of motion to shorten time on Beta bid procedures motion (.4); Telephone conference with R. Saunders later re same and his revisions and timing re sending to client and lenders (.2); Emails with client, Rutan, R. Saunders re need to have Beta PSA match up with sale procedures re deposit, etc. (.2).
Review order shortening time on the Alaska assets and forward to kathe finlayson for critical dates

1.80

750.00

$1,350.00

06/17/09
06/1 7/09

SEM
RMS RMS

0.10 2.70
0.30

525.00

$52.50

Drafting sale procedures, related motion, proposed order and notices for sale of Beta Assets

495.00

$1,336.50
$148.50

06/17/09

Email exchange with J O'Neil, M Litvak and K Makowski


regarding approved break up fees in Delaware and review

495.00

of related materials

06/17/09 06/17/09 06/17/09

RMS

EmaIl exchange with M Cervi regarding Beta sale

0.20 0.10
3.50

495.00

$99.00
$49.50

RMS RMS

Email to R Lynd regarding Beta sale


Revising Beta sale procedures and related motions (1.8), and for insert from K. Tomossonie and changes from S Quinlivan and review (0.7) and telephone conferences and email exchange with S Quinlivan regarding Exhibits C, D and E, Sale Procedures Order and Motion to shorten notice (0.4); telephone conferences and email exchange with I
Kharasch (0.4) and email to lenders' counsel (0.2)

495.00
495.00

$1,732.50

06/1 7/09

RMS
SAQ

Review and revision of Alaska sale motion Proof read Beta sales procedures motion
Proof read Beta Sale Procedures Prepare motion to approve sale of Alaska assets
Phone call with R. Saunders re status of asset sales documents
Review and respond to R. Saunders em

0.10 0.60 0.70 2.40


0.20

495.00 225.00 225.00


225.00 225.00
225.00

$49.50
$135.00

06/17/09 06/17/09 06/17/09


06/1 7/09

SAQ
SAQ SAQ

$157.50 $540.00
$45.00

06/17/09

SAQ

ail memos re

0.20

$45.00

revisions to asset sales documents

Invoice number 84605


06/17/09
06/17/09

68773

00002

Page 14
0.60 0.30 0.10

SAQ
SAQ

Prepare motion to shorten time on motion for sale of Beta assets


Prepare exhibit C to Beta sale motion

225.00 225.00
395.00 395.00

$135.00

$67.50 $39.50
$39.50

06/17/09
06/17/09

KPM
KPM

Review order on motion to shorten for sale procedures motion


Draft email correspondence to Ira Karasch, Rob Saunders and others regarding order on motion to shorten for sale procedures motion

0.10

06/17/09

KPM

Review, research and respond to email correspondence from Rob Saunders regarding sale procedures and break-up fees

0.30

395.00

$118.50

06/17/09
06/1 7/09

KFF

Respond to request to pdfMotion to Shorten and Sale Procedures Motion and send to Lazard

0.50

225.00

$112.50
$292.50

KFF

06/18/09

IDK

Draft, e-fie and serve Order shortening notice regarding sale procedures motion, including affdavit of service and special service list Emails with Lazard re new ERG redline today of Beta
AP A, ERG comments on its financing contingency and

1.0
2.10

225.00

750.00

$1,575.00

review (.4); Emails with R. Saunders re same re impact on pleading for tomorrow and stalking horse, and feedback from Albrecht on marketing narrative prep (.3); Telephone conferences with Monaco re Marathon's proposal re abandonment on Spurr and relation to adversary re same, and potential interest as purchaser (.4); Emails with Winn re status of lender negotiations on extending deadline tomorrow to file Beta pleadings re sale (.2); Telephone conference with Win re same and current status on lender negotiations with potential buyers (.3); Emails and Telephone conference with Winn later re lender decision re same and need for naked auction re Beta (.3); Emails with R. Saunders, others re same for prep of
brief

pleadings today (.2).

06/18/09

IDK

Review and consider CFO's comments to Beta bid procedure motion and issues re deposits and overbid amounts (.2); Emails with R. Saunders re same and which to incorporate, and need for lender feedback (.2); Telephone conference with Committee counsel re status of Beta sale (.1); Review draft of motion to shorten time re Beta sale procedures and need for revisions re cash flow (.2); Emails with R. Saunders re same and my comments/revisions and timing of next draft (.2); Emails with client, R. Saunders re issues on cash flow re Beta for motions tomorrow and impact on justification for shortening time (.3); Emails with client, Rutan, others re issues on finalizing generic AP A for Beta bid procedures motion, and transition services agreement (.2).
Emails with client, R. Saunders re creditor's complaints on
non-service of AK APA's schedules and timing of when

1.40

750.00

$1,050.00

06/ i 8/09

IDK

0.70

750.00

$525.00

produced (.2); Review and consider lenders' comments to Beta bid procedures motion, and its correspondence re why just stock of San Pedro is being sold (.2); Emails with R. Saunders re same and issue of stalking horse credit bidding
break up fee, and consider (.3).

06/18/09

RMS

Revision of Beta sale procedures motion and related documents for comments received

2.30

495.00

$1,138.50

Invoice number 84605


06/18/09

68773 00002

Page 15
0.40
495.00

RMS

Telephone conference and email exchange with H Wiliams of Albrecht regarding Beta sale procedures motion marketing section (0.3); and related email exchange with G Tywoniuk (0.1)
Email exchange with Medema's counsel regarding Alaska sale procedures

$198.00

06/18/09 06/18/09

RMS RMS

0.20
0.20

495.00 495.00

$99.00 $99.00

Email exchange with C Parker, G Tywoniuk and G Sleichter regarding Medema's request for schedules to draft Alaska PSA

06/18/09

RMS

More revising Beta sale procedures motion and related documents for comments received from lenders' counsel and Debtor and its other professionals
Final revisions of Beta sale procedures motion and related documents before distribution to lenders' counsel Telephone conference with M Cervi and K Tomossonie regarding Beta sale procedures motion
Prepare exhibit D to Beta sales procedures motion

1.00

495.00

$495.00

06/18/09 06/18/09
06/18/09

RMS RMS
SAQ SAQ

1.90

495.00 495.00
225.00 225.00 225.00

$940.50

0.20

$99.00 $67.50 $45.00 $22.50 $67.50 $67.50 $45.00 $45.00 $45.00

0.30 0.20
0.10
0.30 0.30

06/18/09 06/18/09 06/18/09


06/18/09 06/18/09

Exchange email memos with R. Saunders re exhibits and order on Beta sales procedures motion
Revise exhibit C to Beta sales procedures motion

SAQ SAQ SAQ


SAQ SAQ

Prepare exhibit E to Beta sale motion

Prepare Beta sales procedures order Conference with R. Saunders re revisions to Beta sale documents
Revise exhibit C to Beta sale motion to include all dates and times

225.00 225.00
225.00 225.00 225.00
225.00 225.00 225.00

0.20 0.20 0.20 0.20

06/18/09
06/1 8/09

SAQ
SAQ

Revise exhibit D to Beta sale motion to include all dates and times Revise exhibit E to Beta sale motion to include all dates and times

06/18/09

$45.00 $45.00
$112.50
$158.00

06/18/09 06/18/09 06/18/09 06/19/09

SAQ
SAQ

Revise order on Beta sale procedures motion


Further revision to Beta sales documents
Research for R. Saunders regarding break-up fees

0.20
0.50 0.40

KPM

395.00 750.00

lDK

Telephone conference with Lazard, Zolfo re sale issues on Beta and timing of stalking horse (.2); EmaIls with Lazard, CFO re Aurora inquiry on its possibly buying part of AK (.2); Emails with R. Saunders, J. O'Neil re need to change proposed deadline to object in motion to shorten time re Beta (.2); Emails with J. Pomerantz re issue of whether to allow stalking horse bidder to credit bid break up fee and consider (.3); Emails with R. Saunders, lenders re same (.2); Emails with client, others re next steps for Beta stalking horse negotiation and coordination of call next
week (.2).

1.0

$975.00

06/19/09

lDK

Emails with client, others re working out open issues today for generic Beta PSA for motion to file today (.3); Emails with M. Litvak re my communications with Marathon re abandonment motion re Spurr and wilingness to continue from July 1 (.3); Emails with R. Saunders re Stellar's concerns on AK APA and Chevron liens, and other AK bidders (.2); Emails with client, Lazard, others re need for call next week on ERG stalking horse APA issues (.2);

1.0

750.00

$1,275.00

Invoice number 84605

68773

00002

Page 16
filing

Varous emails with client, R. Saunders, re status of

Beta motion today (.2); Emails with R. Saunders tomorrow re next steps in preparing actual sale motions for AK and Beta, UCC and notice issues re same, and consider (.4); Emails with Lazard re Blue Crest negotiating status (. I).
06/19/09
RMS

Email exchange with J O'Neil regarding Beta sale procedures motion service and objection date (0.2); email exchange with I Kharasch regarding Beta sale procedures (0.2); revision of sale procedures motion, etc. (0.8); email exchange with K Findlayson regarding sending final documents (as fied) to Albrecht and service list (0.2); email exchange with G Tywoniuk regarding sale procedures and exhibits (0.2); email exchange with K Makowski and others regarding deadline today for exhibits for filing (0.3); telephone conference, voice mail and email exchange with S Quilnlivan regarding Beta and Alaska sale motions and orders (0.3)
Review of Beta PSA and TSA drafts and emailed
comments to TSA to L Wolf

2.20

495.00

$1,089.00

06/19/09 06/19/09 06/19/09

RMS RMS
RMS

0.50 0.30
0.30

495.00
495.00 495.00

$247.50
$148.50 $148.50

and others

Drafted detailed email to K Makowski and K Finlayson regarding fiing package for Beta sale procedures motion
Review of

voice mail from and telephone conference with

R Lynd regarding Alaska sale procedures distribution to potential bidders (0.2); email to I Kharasch and M Litvak after (0.1)
06/19/09 06/19/09 06/19/09 06/19/09 06/19/09 06/19/09
RMS RMS

RMS
SAQ SAQ

Review ofPSA language and email exchange with G Sleichter Revision of Alaska sale motion Email exchanges with I Kharasch, K Makowski and S Quinlivan regarding sales
Conference with Rob Saunders re preparation of motions

0.20

495.00
495.00 495.00

$99.00

0.60 0.50 0.30 2.60 0.90

$297.00 $247.50
$67.50

225.00
225.00 225.00

approving sale for Alaska and Beta assets


Prepare sale motion for Alaska assets Review Beta Sales Procedures and Beta Sale Procedures
Motion re preparation of motion to approve sale of Beta

$585.00 $202.50

SAQ

assets

06/19/09
06/19/09

SAQ

Exchange email memos with R. Saunders re preparation of Beta assets motion to approve sale of

0.10

225.00 395.00

$22.50

KPM

Review and respond to email correspondence from R. Saunders regarding timing and logistics for fiing Beta sale motion
Conference with Kathe Finlayson regarding logistics for fiing and service of Beta sale motion Prepare Sale Procedures Motion and Exhibits regarding
Sale of

0.30

$118.50

06/19/09 06/19/09

KPM

0.10
1.40

395.00

$39.50

KFF

225.00

$315.00

Beta Assets for e-fiing and service, including

drafting Notice and Affdavit of Service


06/2 II09

SEM

Review emails from Rob Saunders regarding service issues re sale motions
Review of email from I Kharasch regarding sale motions, cure notices and lienor service lists and email working relevant materials groups regardin~!ame and review of

0.10
1.50

525.00

$52.50

06/21/09

RMS

495.00

$742.50

06/2 II09

RMS

Emails to M Cervi, L Wolf, G Sleichter and C Parker regarding materials needed from them for sale motions

0.70

495.00

$346.50

Invoice number 84605

68773 00002

Page 17

(0.3); email exchange with B Osborne regarding service lists for sale motion (0.2); email exchange with S McFarland regarding sale motions (0.1); email exchange with S Quinlivan regarding sale motions (0.1) 06/21/09
06/22/09
RMS

Review of sale motion drafts and related notices

0.50
0.30

495.00
525.00

$247.50
$157.50

SEM

Review emails from Rob Saunders regarding issues on sale motions and service ofsame(.2);Conference with Rob Saunders regarding same (.1)

06/22/09

SEM

Analysis of groups of interested parties that wil need to be served with sale motion(.I); and draft emails to Rob Saunders, Omni, and Lyn Wolfre same (.1)
Conference with Rob Saunders regarding service of sale motions

0.20

525.00

$105.00

06/22/09 06/22/09

SEM
IDK

0.10
1.80

525.00 750.00

$52.50
$ 1,350.00

Offce conference with R. Saunders re issues for prep of sales motions for AK, Beta, and coordination, and timing, and consider next steps (.3); Emaiis with Marathon, M. Litvak re Spurr abandonment and continuance and potential resolution (.2); Telephone conferences with M. Litvak re same, and re next steps in implementing procedure for Ops side abandomnent (.3); E-mails with
client, others, re M. Litvak's summary of evidentiary

process on abandonment motions and need for call today (.2); Emaiis re Cour's order on Beta motion to shorten
time, and its alteration of deadline to object (.2); Review

emails from R. Saunders, client, Lazard re serving bidders with appropriate materials re auction (.2); Telephone conferences with counsel to State of Alaska re list of concerns and questions on bid procedure motion, and
consider (.4).

06/22/09

IDK

Telephone conferences and e-maiis with R. Saunders re Committee's request for extension to object to bid procedures and for infonnation on access of AK assets being sold (.3); Emaiis with R. Saunders, oil & gas counsel re access issues to Ops re Committee inquiries (.2); Emails with M. Litvak re status of client decisions on AK abandomnent evidence tuover and consider delay consequence (.2); Emails with R. Saunders re easement/Chevron re Op assets (.2); emails with Committee counsel re its request for extension of deadline to object to bid procedures, and basis (.2); Emails with client re same, and concern of getting ready for hearng, and consider (.3); Emaiis with R. Saunders re whether sale is free and clear oflenders' ORRs (.2); Emails with team re notice issues for sale (.2); Telephone conferences with CEO of Alaska Energy re its potential bid for AK and desire to meet tomorrow (.3).
Call and emails with team re sale and abandonment issues. Cal\ with client re Alaska abandomnent; update 1. Kharasch re same.
Emails re Marathon motion.

2.10

750.00

$1,575.00

06/22/09

MBL MBL MBL RMS


RMS RMS

1.00 1.20

550.00 550.00 550.00

$550.00

06/22/09
06/22/09

$660.00

0.20

$11000
$99.00

06/22/09
06/22/09

Email exchange with K Makowski regarding Beta sale procedures motion

0.20
0.50 0.20

495.00 495.00 495.00

Email exchange with L Wolfregarding summary ofTSA for Beta sale motion and sales
Voice mail exchange with R Lynd of

$247.50
$99.00

06/22/09

Lazard regarding

Invoice number 84605

68773

00002

Page 18

Alaska sale process


06/22/09
RMS

Telephone conference with F Agusti (Committee counsel) regarding sales (0.3) and email exchange with him regarding same (0.2)

0.50

495.00

$247.50

06/22/09 06/22/09

RMS RMS RMS


RMS

Telephone conference with R Lynd of Lazard regarding sales


Email exchange with I Kharasch regarding my call with F Agusti regarding sales

0.30 0.20 0.20

495.00
495.00 495.00 495.00

$148.50

$99.00 $99.00 $99.00 $99.00

06/22/09
06/22/09 06/22/09

Email exchange with M Litvak regarding my telephone call with F Agusti regarding sales Email exchange with S Winn regarding sales (0.1) and email to I Kharasch regarding same (0. i)
Conference with S McFarland regarding sales Email exchanges with M Cervi, B Osborne and S McFarland regarding service lists for sale motions and review of relevant materials

0.20 0.20
1.00

RMS RMS

495.00
495.00

06/22/09

$495.00

06/22/09

RMS RMS RMS


RMS RMS

06/22/09 06/22/09

Email exchange K McIness regarding stockholders list Email exchange with G Sleichter regarding sale motions
Conferences with I Kharasch regarding sales

0.20 0.20 0.40 0.30 0.40

495.00 495.00 495.00 495.00


495.00 225.00 225.00 225.00 225.00 225.00 225.00 225.00

$99.00
$99.00

$198.00
$ i 48.50

06/22/09
06/22/09 06/22/09

Conference with S Quinlivan regarding drafting proposed


sale orders

SAQ

regarding sales Review and revise sale motion for Alaska assets
Telephone conference with L Wolf

$198.00

1.0
2.30
0.30

$270.00 $517.50

06/22/09
06/22/09 06/22/09
06/22/09

SAQ
SAQ

Draft sale motion for Beta assets

Conference with R. Saunders re revisions to Alaska and Beta sale motions for TSA and PSA segments
Revise Beta Sale Motion re inserts for PSA and TSA

$67.50
$292.50

SAQ
SAQ SAQ

1.0
0.90
0.90

Revise Alaska Sale Motion re inserts for PSA and TSA sections

$202.50
$202.50
$22.50 $67.50 $39.50 $45.00

06/22/09 06/22/09 06/22/09 06/22/09 06/22/09

Respond to K. Tomossonie request re schedule F information for service lists re sale motions Exchange email memo with S. McFarland re sale motion
service lists

SAQ SAQ

0.10 0.30
0.10

Coordinate efforts with Omni Mgt re schedule F information for PERL, PEAO and Cameros Energy

225.00
395.00

KPM
KFF

Draft email to i. Karasch, M. Litvak and others regarding


entr of order shortening time on Beta Sales motion

Circulate Order shortening notice for Beta Assets Sale Motion to counsel Emails with client, Lazard re need for call re ERG negotiation and ability to be stalking horse later (.2); Attend part of conference calI with client, Lazard, others re ERG bid/stalking horse status and its AP A (.7); Meet with team from Alaska Energy re sale process and auction (1.0); Emails with client, Lazard re same, and re Silverpoint discussion on credit bid re Beta (.3); Telephone conferences with M. Litvak re July 27 scheduling date problem and result of abandonment logistics from yesterday (.3); Review and consider numerous emails with oil & gas counsel, R. Saunders, Committee re issues involved in access to different AK properties and access to

0.20 2.90

225.00
750.00

06/23/09

IDK

$2,175.00

Invoice number 84605

68773

00002

Page 19

fuel gas problem for sale issues (.4).


06/23/09
IDK

Emails with Winn re summar of call with Committee re bid procedures hearing and its requested extension to object, and compromise position (.3); Emails with Committee counsel re same confiring extension (. I); Emails with team re same and for agenda (.I); Telephone conference with R. Saunders re upcoming call on ERG bidder and Lazard, and status (.1); Telephone conference with M. Litvak re same and summary of conversation with State of Alaska (.1); Telephone conference with Lazard re State of Alaska info requests (.1); Review of AK marketing materials for same for State (.2); Emails with
counsel for State re same, and re its extension of objection deadline (.2).

1.20

750.00

$900.00

06/23/09

IDK

Beta sale for motion (. I); Emails with R. Saunders, M. Litvak re sale motions and disbursement of proceeds issues, and need to compare to DIP Credit Agreement, and proposed language re same (.3); Emails with R. Saunders re service of motions on bidders and how to disclose in motion (.2); Emails with R. Saunders re need to eliminate indemnity obligations in Beta PSA (.2); Emails with R. Saunders re issue on 1146 tax exemption from sale tax (.2); Review emails from client re feedback from Silverpoint on sales, its potential credit bid, and stalking horse issues (.2); Emails with R. Saunders re sale of easement rights and
Review of emails re need for summary of

1.50

750.00

$1,125.00

issue re lender ORR release and draft of sale motions (.3).

06/23/09

SEM

Telephone conference with Rob Saunders, Zolfo, Omni the service lists for the and client regarding preparation of two sale motions
Telephone conference with Brian Osborne and Katie Nowes regarding the service lists needed for the sale motions

0.50

525.00

$262.50

06/23/09

SEM

0.20

525.00

$105.00

06/23/09

SEM SEM SEM

Telephone conference with Kevin Tomissonie regarding the service lists for the sale motions
Email communications with Rob Saunders regarding the sale dates on critical dates Email exchagne with Shawn Quinlivan regarding information needed by Kevin Tomossonie re sale motion
service lists

0.10 0.10 0.10

525.00 525.00 525.00

$52.50
$52.50

06/23/09 06/23/09

$52.50

06/23/09 06/23/09

SEM

Email communications wtih Brian Osborne and Kathe Finlayson regarding the 2002 service list

0.10

525.00

$52.50

RMS

Telephone conference and email exchange with L Wolf regarding Committee question regarding access to facilities used by both Trading Bay and operated assets in Alaska em ail from L Wolf to Committee counsel F and forward of Agusti
Drafting and revising sale motion (Alaska)

0.80

495.00

$396.00

06/23/09 06/23/09

RMS RMS

2.40 0.20

495.00 495.00

$1,188.00
$99.00

Telephone conference with I Kharasch regarding Committee request for extension of time to respond to AK sale procedures motion and topics for conference call today to discuss potential stalking horse bidder for Beta.
Conference call regarding potential bidder for Beta
Telephone conference with L Wolf

06/23/09 06/23/09

RMS RMS

1.30

495.00 495.00

$643.50
$99.00

regarding Alaska sale

0.20

Invoice number 84605


06/23/09 06/23/09 06/23/09
RMS RMS
RMS

68773 00002

Page 20
0.10
and S

Voice mail to G Sleichter regarding sales


Conference call with B Osborne, K Nownes, L Wolf

495.00

$49.50

0.60
0.80

495.00 495.00

$297.00 $396.00

McFarland regarding services lists for sale motions

Review ofPSA drafts, sale motion drafts, review of other related materials for sales including materials from sales in other Delaware chapter 11 cases Email exchanges regarding sale motions and PSAs with F Agusti (0.1); G Tywoniuk (0.1); J Arlington (0.1); G Sleichter (0.2); I Kharasch (0.4); S Quinlivan (0.4); M Litvak (0.4)
materials for service lists for sale motions (0.4) and related voice mail exchange with S McFarland (0.2) and email exchanges with H Rahmani (0.2); B Osborne (0.2) and S McFarland (0.2) Email exchange with K Finlayson and I Kharasch regarding sending sale procedures packages to Lazard
Review of

06/23/09

RMS

1.0

495.00

$84 i .50

06/23/09

RMS

1.20

495.00

$594.00

06/23/09

RMS

0.30 2.20
0.20

495.00

$148.50
$495.00
$45.00

06/23/09 06/23/09

SAQ SAQ

Prepare Sale Order re Alaska Assets


Conference with R. Saunders re status of sale motions and
orders; status of

225.00 225.00

bidders and possibilty of stalking horse

revisions

06/23/09

KPM

06/23/09

KFF

Review and execute notice of hearing on Beta sale motion Draft Notice of Hearing regarding Sale of Beta Assets, including service of Order shortening notice on hearing,
e-fie and serve

0.20

395.00

$79.00

1.0
0.40

225.00

$247.50

06/23/09

KFF

Prepare Motion, Motion to shorten, Order and Notice of Hearing regarding Beta Assets in pdfformat, including confiration pages and circulate to counsel
Revise critical dates with additional dates for Sale Motions for Alaska Assets and Beta Assets

225.00

$90.00

06/23/09
06/23/09

KFF

0.80
0.90

225.00
495.00

$180.00 $445.50

RMS

Review of critical dates memorandum draft and noted comments regarding sales process (0.2) and related email exchanges with K Findlayson (0.3); i Kharasch (0.1); M Litvak (0.1) and S McFarland (0.2)
Telephone conferences with M. Litvak re coordinate with State of AK on its issues on bid procedures (.2); Telephone conference and Emails with counsel to AK, M. Litvak re same and need for conference call to resolve today, then
rescheduling tomorrow re his schedule (.4); Emails with R.

06/24/09

IDK

1.60

750.00

$1,200.00

Saunders re local rule requirements on sale motions and how to implement (.2); Emails with Lazard, Albrecht re Blue Crest questions re Beta PSA (.2); Emails with R. Saunders, M. Litvak re timing of getting stalking horse done on Beta before July 2 (.2); Emails with M. Litvak, and client re need for witness at bid procedure and nature of proffer, and consider same (.4).
06/24/09
IDK

Emails with client, Arlington, re his setting up call with Alaska DNR group re abandonment or transition to AK, and whether attorneys can participate (.3); Emails with client, Arlington, others, re his question as to whether to communicate with potential buyer re employment agreements for certain "officers", and issues re conference poaching (.4); Offce conference restrictions and risk of with J. Pomerantz re same (.3); Emails with R. Saunders, others re same and re need to disclose in motion and to

1.0

750.00

$975.00

Invoice number 84605

68773

00002

Page 21

determine whether they are tre offcers, including his

communications with Rutan on this latter issue (.3).


06/24/09 IDK

Review briefly extensive list of questions re sales and APAs re same (.2); Emails with R. Saunders, M. Litvak, client re coordination of responses to same, and need for call, and initial feedback for same (.3); Emails with R. Saunders re sale motions and relation to DIP Order/Credit Agreement requirements, and problem with draft of sale motion re same (.3); Emails with R. Saunders re his draft my review (.2). of AK sale motion and need and timing of
Conference with Ira D. Kharasch regarding sale issues.

1.00

750.00

$750.00

06/24/09
06/24/09

JNP SEM

0.20 0.20
1.00

675.00
525.00

$135.00 $105.00

06/24/09 06/24/09 06/24/09 06/24/09 06/24/09


06/24/09

MBL
RMS RMS RMS
RMS RMS

Review e-fiing notices and forward doc as appropriate Calls and emails re sale issues; review objections. Review of Local Rule 6004-1 and recent sale motion from another Delaware case and email exchange with J O'NeiI
Revision of Alaska sale motion Drafting Beta sale motion

550.00

$550.00 $148.50 $940.50 $297.00 $148.50


$99.00

0.30
1.90

495.00 495.00
495.00 495.00 495.00

0.60 0.30
0.20

Telephone conference with M Litvak regarding sale motions


regarding sale process time

Voice mail exchange with M Mils, counsel to CIRI lines and production information request
Drafting AK PSA summary titles for provision to Rutan

06/24/09 06/24/09 06/24/09

RMS RMS

0.10

495.00

$49.50
$247.50
$99.00

RMS
RMS

06/24/09

Drafting proposed Alaska sale order Review ofDonkel objection to Alaska sale procedures motion and email to client Drafted detailed email to S Quinlivan regarding drafting of proposed Beta sale order, including review of revisions to Alaska sale order (0.4); email exchange with S Quinlivan regarding sale motions (0.2)

0.50
0.20 0.60

495.00
495.00 495.00

$297.00

06/24/09

RMS

Email exchange with R Lynd, H Willams, I Kharasch and M Litvak regarding any potential for stalking horse by time of fiing sale motions
Review of sale orders in other Delaware cases for drafting proposed sale orders for Alaska and Beta
Email exchange with R Lynd regarding sale process

0.30

495.00

$148.50

06/24/09

RMS
RMS RMS
RMS

0.50

495.00 495.00 495.00 495.00

$247.50 $198.00

06/24/09
06/24/09

0.40
0.20 0.80

Email exchange with B Osborne regarding service lists for sale motions
Email exchange with C Parker (0.1) and G Sleichter (0.1) regarding summaries of Alaska (0.2) and Beta (0.2) and relevant sections of Alaska PSAs (0.2) review of Email exchange with S McFarland regarding sales Review of em ail from Committee counsel regarding questions about sales process (0.2); email same to client (0.1); email exchange with I Kharasch and M Litvak, including drafting detailed response email to them (0.3)
Drafting use of sale proceeds section of sale motions (0.3); email exchange with M Litvak regarding relevant DIP financing order and credit agreement sections (0. i), review of relevant DIP financing order and credit agreeement sections (0.1) and email exchange wtih I Kharasch (0.1)

$99.00
$396.00

06/24/09

06/24/09
06/24/09

RMS RMS

0.20 0.60

495.00
495.00

$99.00
$297.00

06/24/09

RMS

0.60

495.00

$297.00

Invoice number 84605


06/24/09
SAQ

68773

00002

Page 22
1040

Prepare Order on Sale Motion for Alaska assets

225.00 225.00 225.00 225.00


750.00

$315.00
$45.00

06/24/09 06/24/09
06/24/09 06/25/09

SAQ
SAQ

Teleconference with R. Saunders re preparation of orders for sale motions

0.20
1.70

Review redline of Alaska sale motion and conform Beta sale motion to same Exchange email memos with R. Saunders re status of Beta sale motion
Review and consider in detail draft of AK sale motion, and
need for various revisions (.6); Preparation of

$382.50
$45.00

SAQ

0.20

10K

2.10

$1,575.00

memo to R.

Saunders re same for him to use to revise motion (A); Emails with R. Saunders re his responses to various issues, questions raised in same memo (.2); E-mails with client, others re coordination of call today on Committee's extensive questions re sales (.3); Telephone conference with M. Litvak re status of sales process, drafting and issues re bid procedures (.2); Attend conference call with counsel to State of AK, M. Litvak re State's potential objections to bid procedures, sale, and how to resolve, and further extension, and consider its lien issues (A).
06/25/09

10K

Telephone conference with Fil A re Committee meeting result re bid procedures motion, and consider (.2); Telephone conference with M. Litvak re same (. i); Telephone conference with M. Litvak re coordinating responses to Committee prior to the fiing oftheir objection to bid procedures (.1); E-mails with Committee, M. Litvak re timing of responding to Committee info
request re sale (.2); E-mails with R. Saunders re summar

1040

750.00

$1,050.00

of Beta and status of changes to sale motions and PSAs (.2); E-mails with counsel to State of AK, Wolff, re need of State for more specific information on interests to be transferred to buyer (.2); Review of numerous e-mails re today's meetings between Company and various divisions of State of AK re abandonment issues, and State's initial problems with same and costs re same, and whether they consent to counsel being on call (A).
06/25/09
IDK

Review memo from Marino re discussions with MMS re approval process of Beta sale (.1); E-mails with R. Saunders, M. Litvak re need to revise bid procedure order on AK re objections of State of AK (.3); Review e-mails with State re same (.1); E-mails with R. Saunders re further drafts of sale motions, orders (.2).

0.70

750.00

$525.00

06/25/09
06/25/09 06/25/09

SEM SEM SEM

Telephone conference with Kevin Tomissonie re service list for sale motions

0.10
0.50

525.00

$52.50

All hands call regarding responses to DCC comments on PSA

525.00 525.00

$262.50 $105.00

Email exchange with Rob Saunders regarding the status of the sale motions and Shawn Quinlivan working on the service lists(.1 );Conference with Shawn Quinlivan regarding working on the service lists

0.20

06/25/09

SEM

Follow-up with Kevin Tomossonie and Bil Lyng regarding the list of contracts to be assumed by the purchasers
Email from Kevin Tomossonie regarding ORR and

0.10

525.00

$52.50

06/25/09

SEM

0.20

525.00

$105.00

Production Payments being executory contracts and email to Lynn Wolfre same

Invoice number 84605


06/25/09
SEM

68773 00002

Page 23
0.20
525.00

Email to Ira Kharasch and Max Litvak regarding how to treat ORR and Production Payments re the list of executory contracts for the sale
Call and emaIls with client re sale issues.

$105.00

06/25/09
06/25/09 06/25/09 06/25/09 06/25/09

MBL

1.50

550.00 550.00

$825.00 $275.00 $220.00


$1,831.50
$495.00 $594.00

MBL MBL
RMS RMS RMS RMS

Call with i. Kharasch and L. Marinuzzi re sale issues. Emails re Committee APA inquir. Drafting and revision of Alaska sale motion All hands conference call regarding comments from
Creditors' Committee on proposed PSA
Drafting and revision of

0.50 0.40

550.00

3.70
1.00 1.20

495.00
495.00 495.00 495.00 495.00 495.00

06/25/09 06/25/09

proposed Alaska sale order


proposed Beta sale order

Drafting and revision of Beta sale motion


Drafting and revision of

3.10
1.00 1.00

$1,534.50

06/25/09 06/25/09

RMS RMS

$495.00 $495.00

06/25/09
06/25/09 06/25/09 06/25/09 06/25/09 06/25/09 06/25/09 06/26/09

SAQ SAQ SAQ SAQ

Email exchanges regarding sale motions, proposed sale orders and sale process with I Kharasch (0.2), S Quinlivan (0.2); G Sleichter (0.2); M Litvak (0.2); and S McFarland (0.2) Conference with K. Nownes at Omni Mgt re status of executory contracts for service of sale motions

0.30

225.00 225.00 225.00 225.00


225.00 225.00 225.00 750.00

$67.50

Review redline of Alaska sale motion and conform Beta sale motion thereto
Exchange emaIl memos with R. Saunders re status of Beta sale motion
Conference with R. Saunders re preparation of

1.0
0.10

$247.50
$22.50 $45.00

Beta sale

0.20
1.40

order
SAQ SAQ SAQ
IDK

Prepare draft of order on sale motion for Beta assets


Redlilne Alaska and Beta Sale Orders and conform Final revisions to Beta sale order

$315.00 $292.50

1.0
0.30

$67.50
$825.00

Telephone conference and emails with M. Litvak re need for his review of sale motion drafts, orders (.2); E-mails with counsel to State re status of his concerns on bid procedures, sale (.2); E-mails with Zolfo, client, re State of Alaska's request to come into data room re sale, abandonment (.3); E-maIls with client, Rutan, M. Litvak re draft answers to extensive sale questions of Committee (.2); Telephone conferences with R. Feinstein, Gini, re coordination of auctions in NY and need to reserve larger
rooms (.2).

1.0

06/26/09

IDK

whether production E-mails with attorneys as to issue of payments or ORRIs go on list of contracts to be sold with

1.40

750.00

$1,050.00

cure amounts, and consider (.3); E-mails with M. Litvak re Noble's objection to bid procedure motion, and issues of how to respond and whether sale proceeds need to be set aside (.3); Review and consider Committee's limited objection to bid procedure motions (.2); E-maIls and telephone conference with client, others re same (.2); Review e-mails re how ORRs treated in sales, and whether buyer assumes (.2); E-mails with M. Litvak re issue as to how break up fee paid if credit bid (.2).
06/26/09
SEM
SEM

Call with Zolfo, Lazard, Company and Ira Kharasch regarding various sale issues
Review Noble objection to sale and Max Litvak's emaIl re same

0.40 0.10

525.00
525:00

$210.00
$52.50

06/26/09

Invoice number 84605


06/26/09 06/26/09
MBL
MBL
RMS
MBL
IDK

68773

00002

Page 24
1.40 1.50

Review bid procedures objections; call with objecting


paries; update team.

550.00

$770.00 $825.00
$99.00

Review bid procedures motion and sale motions; emails re


same.

550.00

06/26/09 06/28/09 06/29/09

Email exchange with I Kharasch regarding sales


Review and comment on sale papers.

0.20 3.00
1.80

495.00
550.00 750.00

$1,650.00
$1,350.00

Emails with S. McFarland, M. Litvak re need for conference call re coordination of sale motions, orders, notice (.2); Attend conference call re same, and re notice of abandonment motions, and issues in Sale motion re Beta and dismissal (.7); E-mails with M. Litvak re answers to his sale questions re Hart Scott approval, payment of brokers, post-sale fuding, form of orders, need for revised PSAs, lender review, and how to deal with success fees (.5); E-mails with M. Litvak re local rule issues and whether auctions recorded (.2); E-mails with Rutan re Hart
Scott approval thresholds (.2).

06/29/09

IDK

06/29/09
06/29/09 06/29/09 06/29/09

SEM SEM SEM


SEM

Emails with M. Litvak re bid procedures questions and altering deadline to object to adequate assurance (.2); Review briefly various changes to sale motions and orders, and em ails with lenders, client re same (.3). Telephone conference with kevin tomossonie regarding sale issues

0.50

750.00

$375.00

0.10

525.00 525.00
525.00

$52.50

Conference call with Ira Kharasch and Max Litvak sale motions and service of same
Email communIcations with Max Litvak regarding the cure notices

0.70

$367.50
$52.50

0.10
0.20

Conference with Myra Kulick regarding preparation of the list of executoiy contracts counterparties and the cure amounts Responding to Max Litvak regarding the fees of Albrecht and Lazard

525.00

$105.00

06/29/09

SEM
SEM

0.30

525.00

$ 1 57.50

06/29/09
06/29/09

Review information from Max Litvak regarding service of abandonment notice and email Myra Kulick re same (.2)
Email exchange with Brian Osborne regarding the shareholder service list
Email to Myra Kulick regarding the various sevIce lists for the sale motions Revisions to sale motions and sale orders. Calls and em ails with i. Kharasch, S. McFarland and client
re sale issues.

0.20 0.10 0.10 4.00 2.00 0.80 0.20


0.30

525.00 525.00

$105.00

SEM
SEM

$52.50 $52.50

06/29/09
06/29/09 06/29/09 06/29/09
06/29/09 06/29/09

525.00
550.00 550.00

MBL MBL

$2,200.00 $1,100.00
$440.00

MBL
MBL
RMS

Revisions to bid procedures and associated orders. Call with Noble counsel re sale procedures. Email exchanges with I Kharasch (0.2) and M Litvak (0. I) regarding preparation for upcoming sale procedures hearing

550.00 550.00 495.00

$110.00 $148.50

06/30/09

IDK

Emails with lenders' counsel, others re status ofPSAs for both sales, and need for copies of revisions (.3); Telephone conference and e-mails with Christy P re same and need for her to communicate status of same to lenders, and need
to have Beta AP A 'revised to reflect dismissal of the San

2.00

750.00

$1,500.00

Pedro chapter i 1 at closing (.3); Emails with M. Litvak, S.

Invoice number 84605

68773

00002
revisions to PSAs (.2);

Page 25

McFarland re same and status of

Emails with M. Litvak re Aera objection to bid procedures, and brief review (.2); Emails with R. Saunders re why Beta motion does not provide for dismissal of San Pedro upon
closing, and problems re same, and need to alter strcture

of sale/dismissal (.3); Emails with M. Litvak re same and need to revise sale motion (.2); Emails with Garret at
Rutan re his revised AP A language re same (.2);

Telephone conferences with M. Litvak re status of preparations for tomorrow's hearing on bid procedures, changes to sale motions, and pipeline problem and disclosure issue (.3).
06/30/09
SEM

Email exchange with Shawn Quinlivan regarding verification that all contract counterparties are on the
servi ce list

0.10

525.00

$52.50

06/30/09

SEM
SEM

Telephone conference with Brian Osborne regarding service of the sale motions Email to Kevin Tomossonie and Mark Cervi re double checking to make sure that executory contractcounterpaties list is complete
Email to Kevin Tomossonie regarding additional names
and addresses needed for service on Thurs of

0.30 0.10

525.00

$157.50

06/30/09

525.00

$52.50

06/30/09

SEM

0.10

525.00

$52.50

the Sale

Motions

06/30/09

SEM

Email communications with Brian Osborne regarding OMNI's review ofthe emails Rob Saunders send last week re additional service parties
Revise bid procedures papers.

0.10

525.00

$52.50

06/30/09
06/30/09

MBL MBL
RMS

2.00

550.00 550.00

$1,100.00
$825.00

06/30/09
06/30/09

Calls/emails re bid procedures, sale papers. Email exchange with I Kharasch regarding his question related to upcoming sale procedures hearing

1.0
0.30

495.00
225.00

$148.50 $135.00
$157.50

SAQ SAQ

06/30/09
06/30/09

SAQ
SAQ SAQ

06/30/09 06/30/09

Review PEAO counterpart list for executive contracts (Exhibit 1 to sale motion) Review PERL counterpart list for executive contracts (Exhibit 1 to sale motion) Review SPBP and Cameros Energy counterpart lists (Exhibits to sale motion) Exchange email memos with S. McFarland re status of counterpart lists
Revise PEAO Exhibit 1 to sale motions re Cook Inlet Region, Inc. oil and gas lease

0.60 0.70
0.10 0.10

225.00
225.00 225.00 225.00

$22.50
$22.50

0.10

$22.50

Task Code Total

316.90

$164,125.00

Bankruptcy Litigation (L430l


06/01/09 06/01/09
06/01/09
AJK

Attention to emails re marathon.


Review briefly em including brief

0.30

725.00
750.00

IDK
KFF

ails re Marathon adversary fied today,


review of

0.30 5.60

$217.50 $225.00
$1,260.00

same (.3).

Revise agenda notice for June 3 hearing, including preparing several documents for e-fiing and incorporating into hearing binders and revising binders for submission to

225.00

Invoice number 84605

68773 00002

Page 26

court, e-filing and serving same


06/01/09
SEM

Review critical dates memo and email Kathe Finlayson re comments on same
Review e-fiing notices of

0.10

525.00

$52.50 $52.50

06/01/09
06/01/09

SEM

matters fied this morning that

0.10
0.80

525.00
535.00 550.00 550.00

needed to be on agenda
JEO

Finalize agenda for June 3, 2009 hearing


Calls/emails re matters set for hearing.

$428.00
$1,265.00 $2,035.00

06/01/09
06/01/09

MBL
MBL
IDK

2.30 3.70
0.90

Preparation for hearing; review pending motions; research re same.

06/02/09

Telephone conference with and emails with 1. O'Neil re


changes to agenda for 6/3 hearig, including review of

750.00

$675.00

latest version, and need for his prep on certain

non-contested motions, including tax motion, and his summary of all matters (.3); Emails with client, Amber re Marathon complaint re declaratory relief(.2); Emails with client, Zolfo re summary of status of motions for tomorrow's omnibus and new changes (.2); Emails with J. O'Neil re need for amended agenda with various new
changes of

today (.2).

06/02/09

KFF

Draft revised agenda for June 3 hearing, including e-filing and serving and preparing additional documents for
hearing binders

2.60

225.00

$585.00

06/02/09 06/02/09

KFF
SEM

Respond to request to pdf Spurr Platform motion and objections to Alan Kornfeld

0.40

225.00
525.00

$90.00
$105.00

Review e-fiing notices of orders entered on insurance premium finance, taxes and rejection motion(.l );Emails to company and Zolfo forwarding same(.1)
Review and revise amended agenda

0.20

06/02/09 06/02/09 06/02/09 06/02/09 06/03/09

JEO
JEO

0.80 0.50

535.00 535.00 535.00


550.00

$428.00 $267.50 $214.00


$1,650.00

JEO
MBL
IDK

Preparation for Omnibus hearing Preparation for hearing on June 3, 2009 Prepare for hearing on Union motions, Spurr abandonment, Medema motion; draft proffers.
Emails to client with summar of results of

0.40

3.00
0.40

hearing today,

750.00

$300.00

especially re DIP and Chevron (.2); Review emails re


adversary fied by Noble today, and brief review of same

(.2).

06/03/09

JKH

Review Noble complaint, offce conference with Ira D. Kharasch regarding same, emails regarding acceptance of service and begin preparation of answer.
Prepare several orders for motions for June 3 hearing

1.20

650.00

$780.00

06/03/09 06/03/09 06/03/09 06/03/09 06/03/09 06/03/09 06/03/09

KFF

0.40 0.20

225.00 225.00
225.00 535.00
535.00

$90.00

KFF KFF
JEO

JEO
JEO
RMS

06/03/09

RMS

Order transcript for June 3 hearing Update hearing binders with recently fied documents Continued preparation for hearing Attend omnibus hearing Follow up on items regarding omnibus hearing Review of Noble Complaint and accompanying documents (0.4); email to client (0.1); email to Committee counsel (0.1); telephone conference with J Hunter (0. i) Review of voice mail from Noble's counsel T Daluz (0.1); email exchange with J Hunter regarding accepting service (0.1); telephone conference with T Daluz (0.1); voice mail

$45.00

0.50

$112.50
$802.50

1.0
3.50 0.50

$1,872.50
$267.50

535.00

0.70

495.00

$346.50

0.40

495.00

$198.00

Invoice number 84605

68773

00002

Page 27

and email to J O'Neil regarding accepting service (0.1)


06/03/09 06/03/09
KPM KPM

Draft email correspondence to James E. O'Neil and Scotta E. McFarland regarding upcoming removal deadline

0.10 0.20

395.00 395.00

$39.50 $79.00

Review and respond to email correspondence from James E. O'Neil and Scotta E. McFarland regarding drafting motion to extend removal deadline
Emails with client, M. Litvak re client's request for calI on
Marathon adversar, and coordinate same (.3); Review and consider M. Litvak summar of Marathon adversar and

06/05/09

IDK

0.70

750.00

$525.00

consider next steps in potential motion to dismiss (.2); Emails with team re upcoming removal deadline and
decision (.2).

06/05/09
06/08/09

MBL
IDK

Email re revisions to royalty, Union orders.

0.50 0.20

550.00 750.00

$275.00 $150.00

Offce conference with J. Hunter re adversaries by Noble and Marathon (.1); Telephone conference with M. Litvak
re Marathon adversary and J. Hunter role on litigation (. I),

06/08/09

JKH

Telephone conference with Max B. Litvak (SF) regarding Marathon complaint and review same (.5); review documents, emails and telephone conference with Robert M. Saunders regarding Noble claim issue, offce conference with Ira D. Kharasch regarding same (.9); review abadonment pleadings and memorandum regarding analysis of same (.6); research same (.5). Prepare service regarding orders signed at June 3 hearing

2.50

650.00

$1,625.00

06/08/09 06/08/09 06/08/09 06/08/09

KFF
SEM

0.90 0.10 0.40


1.60

225.00
525.00 550.00

$202.50
$52.50

Review critical dates and email to Ira Kharasch and Rob Saunders re same
Emails/calI with R. Epling re orders. Telephone conference with J Hunter regarding Noble relevant documents adversary proceeding (0.3); review of regarding Noble (0.5); email exchange with G Amberregarding Noble (0.2); email exchange with L Wolf regarding Noble (0. I) and review of relevant materials for
email (0.5)

MBL
RMS

$220.00

495.00

$792.00

06/09/09
06/1 0/09
06/ i 1/09

IDK

IDK
IDK

Offce conference with J. Hunter re Marathon adversary and issues on answer (.1). Emails with M. Litvak, R. Saunders re Noble adversary and staffing and next steps (.2). Offce conference with J. Hunter re Marathon adversary and abandonment issues and consider (.2). Preparation for and participation in conference call with Robert M. Saunder, Sleichter, Amber regarding Noble complaint background, status, strategy.
Telephone conference with J Hunter regarding Noble adversary proceeding
Conference call with G Amber and J Hunter regarding Noble adversary proceeding
Emails from, to Ira D. Kharasch regarding Marathon complaint service and email Max B. Litvak (SF) regarding preparation of answer (. I); review and reply to Robert M. Saunders, Max B. Litvak emails regarding Medema motion (.1).

0.10
0.20 0.20

750.00 750.00
750.00 650.00

$75.00

$150.00

$150.00 $390.00

06/11/09

JK
RMS RMS

0.60

06/11/09 06/11/09 06/15/09

0.20
0.30

495.00 495.00
650.00

$99.00

$148.50 $130.00

JK

0.20

06/16/09

IDK

Emails with M. Litvak, lenders, Chevron re timing on


fiing of complaint to detennine rights to segregated funds

0.80

750.00

$600.00

Invoice number 84605

68773

00002

Page 28

of$5 milion re sales to Tesoro, and which par wil


initiate (.2); Emails with M. Litvak re coordination of Chevron complain (.2); Telephone conference with M. Litvak re issues in prep of complaint
preparation of vs Chevron re lien priority issues, and status of

omnibus and sale procedures (.2); Emails with client, attorneys re Marathon complaint and answer information
needs (.2).

upcoming

06/16/09

SEM

Review critical dates memo(.I);Emails to Max Litvak regarding changes to the Critical Dates Memo (.I);Emails
to Kathe Finlayson re same(.I)

0.30

525.00

$157.50

06/16/09
06/16109

MBL

Draft complaint against Union.

MBL
IDK

5.50 0.40
which

Emails with Union and lenders re Union complaint.


Emails with lenders, M. Litvak, Chevron re status of

550.00 550.00 750.00

$3,025.00
$220.00 $225.00

06/17/09

complaint gets fied tomorrow to initiate adversary on segregated funds (.3).


06/17/09

0.30

KFF
MBL

Review orders and update critical dates


Review loan documents; caB with C. Parker re Union issues.
Emails Chevron, ML, client, re fiing of complaint today, including brief Chevron's

06/17/09
06/18/09

0.60

225.00
550.00

$135.00 $275.00 $300.00

0.50 0.40

10K

for AK counsel input re issues in adversar, including

review of same, and need

750.00

Chevron's position re nature of operating agreement as mortgage

06/18/09
06/1 8/09

KFF
MBL KPM
IDK

Draft agenda for July i hearing Review Union complaint; caBs and emails re same.
Review and respond to email correspondence from M. Litvak regarding Union Oil complaint

0.50
1.00

225.00
550.00

$112.50 $550.00
$79.00

06/18/09
06/19/09

0.20 0.50

395.00
750.00

Review various emails with Chevron counsel, M. Litvak re summons, service, and how we are going to respond and staff(.3); Review of issue in M. Litvak memo on Marathon complaint and possible motion to dismiss, and consider
impact on settlement negotiations (.2).

$375.00

06/19/09

JKH

Telephone conference with Max B. Litvak (SF) regarding various complaints, background (.5); review Union complaint, email regarding same (.4); review Max B. Litvak (SF) Westlaw result (.2).

1.0

650.00

$715.00

06/19/09 06/19/09 06/19/09


06/23/09 06/24/09

SEM SEM

Reviewing re Noble Complaint and emailing Max Litvak and Jim Hunter re same
Email communications with Max Litvak regarding Aera complaint
CaB with 1. Hunter re pending complaints; research and emails on litigation issues.

0.10

525.00

$52.50
$52.50

0.10
1.00

525.00
550.00 525.00

MBL

$550.00
$52.50

SEM

Review critical dates

KFF
IDK
KFF
SEM SEM

0.10

Revise critical dates memo

06/25/09
06/25/09

0.60
0.20

Review of draft agenda for 7/1 hearing, and consider fied


objections and status of

225.00 750.00

$135.00

responses (.2).

$150.00
$495.00
$52.50 $52.50

Draft agenda notice and organize documents for hearing binders in connection with July i hearing
Email exchange with,James O'NeiB regarding the status of motions and fiing CNO's for same Review agenda and email to Ira Kharasch, Max Litvak and

2.20 0.10
0.10

225.00
525.00 525.00

06/25/09 06/25/09

Invoice number 84605

68773 00002

Page 29

Rob Saunders re same


06/25/09 06/25/09 06/25/09
SEM

Telephone conference with James O'Neil regarding the status of motions for the hearg
Review status of

0.10 0.90
0.20

525.00 535.00

$52.50
$481.50
$79.00

JEO
KPM

matters on for July 1,2009 hearing

Review and respond to email correspondence from James E. O'Neill and Scotta E. McFarland regarding omnibus
hearing dates

395.00

06/25/09
06/25/09 06/26/09

KPM

Telephone call to Chambers regarding request for omnibus


hearing dates

0.10 0.10 0.70

395.00
525.00

$39.50 $52.50
$525.00

SEM

Email exchange with James O'Neil and Kitt Makowski regarding obtaining more omnibus hearings
E-mails with S. McFarland, M. Litvak re Medima withdrawing its motion and refiling an adversary in AK bankptcy court, and need to address stay violation, and basis of action (.4); E-mails with S. McFarland re EEOC law re action and whether stay applies, including case same, and how to defend (.3).

IDK

750.00

06/26/09 06/26/09

KFF
SEM

Revise agenda notice, documents and service for July i hearing

1.0
0.70

225.00
525.00

$247.50

Review email from Max Litvak regarding complaint fied in Alaska and locate copy of complaint on Pacer
docket(.4);Reivew complaint(.3);

$367.50

06/26/09

SEM SEM

06/26/09

06/26/09 06/26/09

MBL KPM
KPM
IDK

06/26/09 06/26/09
06/28/09

Telephone conference with John Seiman regarding the complaint fied in Alaska Research regarding right of part to file complaint in banktpcy court in another district(.8);Analysis of complaint filed by ORR owners in Alaska(.5);Drafting email to Ira Kharasch and Max Litvak re same(.5) Review Medema complaint; emails re same. Telephone call with Chambers regarding proposed omnibus hearing dates Draft email correspondence to Ira Karasch and others regarding proposed omnibus hearing dates E-mails with Kitt re Court's suggested further dates for
omnibus hearings, and calendar (.2).

0.30
1.80

525.00 525.00

$157.50 $945.00

0.40 0.10

550.00 395.00 395.00

$220.00
$39.50 $39.50
$150.00

0.10
0.20

750.00
650.00

lKH

Offce conference with Ira D. Kharasch regarding Marathon complaint strategy (.1); review, analyze Marathon pleadings, Max B. Litvak (SF) memorandum and research same (1.8); email Monaco regarding
extension request (.2).

2.10

$1,365.00

06/28/09 06/28/09 06/29/09

KFF KFF
IDK

Draft Certification of Counsel re new hearing dates Review updated docket and draft critical dates memo

0.70 0.70 0.50

225.00

$157.50
$157.50 $375.00

225.00
750.00

Offce conferences with 1. Hunter re various issues on Marathon adversary and potential grounds for dismissal, jurisdiction issues in Noble adversary (.3); Emails re revised agenda and attending telephonically (.2).
Emails from, to Monaco regarding Marathon response extension (.1); emails from, to Max B. Litvak regarding Union complaint extension, review memorandum regarding Union Oil background (.4).

06/29/09

JK
KFF

0.50

650.00

$325.00

06/29/09

Revise, finalize, e-fie, serve and submit agenda notice and hearing binders to chambers for July I hearing

1.50

225.00

$337.50

Invoice number 84605


06/29/09 06/29/09 06/29/09
06/29/09

68773

00002

Page 30
0.80
0.20
0040

KFF
SEM

E-fie certifiction of counsel regarding new hearing dates and submit to chambers
Review critical dates and email to Kathe Finlayson re same
Calls with 1. Hunter; emails re pending adversary proceedings.

225.00
525.00
550.00

$180.00

$105.00
$220.00 $321.00
$39.50

MBL

JEO
KPM

06/29/09

Work on Agenda for July 1,2009 hearing Review and respond to email correspondence from Ira Karasch regarding approval for proposed omnibus hearing
dates

0.60
0.10

535.00 395.00

06/29/09

KPM

Draft email correspondence to Kathe Finlayson regarding drafting certification of counsel and order for omnibus
hearing dates

0.10

395.00

$39.50

06/29/09 06/30/09

KPM
IDK

Review, revise and execute certification of counsel for omnibus hearing dates

0.10 0.20

395.00

$39.50

Offce and Telephone conferences with 1. Hunter re issues on Noble adversary and whether to cross claim vs Aera
(.2).

750.00

$150.00

06/30/09

JKH

Work on answer to Noble complaint and research, review documents regarding cross-claim against Aera (2.6); offce conference with Ira D. Kharasch regarding same (.2); telephone conferences with Paddock, Daluz and Rich regarding Noble response extension, Aera complaint status
(.6); email Paddock extension confirmation (.1).

3.50

650.00

$2,275.00

06/30/09

KFF

06/30/09

MBL

Registration and Name Change for Jensen Lunny for e-fiing and service, including affdavit of service Prepare for omnibus hearing.
Prepare Notice of

0.70

225.00

$157.50

4.00

550.00

$2,200.00

Task Code Total

80.40

$39,670.00

Case Administration (BllOj

04/07/09
OS/27/09 OS/29/09

ILL
ILL

Coordinate and distribute pending pleadings to clients and legal team

0.10

125.00

$12.50

Coordinate and distribute pending pleadings to clients and legal team.


Coordinate and distribute pending pleadings to clients and legal team.

0.10

125.00
125.00

$12.50
$12.50

ILL

0.10
0.20

06/01/09 06/01/09

IDK

Emails with Goldman, Sachs re its request re service, and email S. McFarland re same (.2).
Prepare hearing notebook for hearing on 6/3/2009.

750.00
115.00

$150.00
$345.00
$25.00

ARP
BMK
ILL
SEM

3.00 0.20 0.10 0.10


0.10

06/01/09 06/01/09 06/02/09 06/02/09 06/02/09

Prepared daily memo narrative and coordinated client distribution.

125.00 125.00

Coordinate and distribute pending pleadings to clients and legal team.

$12.50
$52.50 $12.50

BMK
ILL

Att. to updating service lists per request from Goldman Prepared daily memo narrative and coordinated client distribution.
Coordinate and distribute pending pleadings to clients and legal team.

525.00
125.00
125.00

0.10

$12.50

Invoice number 84605


06/03/09 06/04/09
ILL

68773

00002

Page 31
0.10
125.00 115.00 125.00
125.00

Coordinate and distribute pending pleadings to clients and legal team.


Maintain document control.

$12.50
$322.00
$12.50 $12.50
$20.50 $12.50 $12.50

CJB

2.80
0.10 0.10 0.10 0.10 0.10 2.00 0.10
0.10

06/04/09
06/04/09 06/05/09

BMK
ILL

Prepared daily memo narative and coordinated client distribution.


Coordinate and distribute pending pleadings to clients and legal team.

CAK

06/05/09 06/05/09
06/06/09
06/08/09 06/08/09

BMK
ILL

Review documents fied and organize to fie. Prepared daily memo narrative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and
legal team.

205.00
125.00
125.00

KFF

Review updated docket and incoming pleadings and draft critical dates Prepared daily memo narrative and coordinated client distribution.
Coordinate and distribute pending pleadings to clients and legal team.

225.00
125.00

$450.00
$12.50

BMK
ILL

125.00 125.00

$12.50 $12.50
$220.00

06/09/09
06/10/09
06/1 0/09
06/1 0/09
06/1 1/09 06/1 1/09

BMK

Prepared daily memo narrative and coordinated client distribution.


Call with i. Kharasch, emails with team re pending issues. Prepared daily memo narative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and legal team.
Emails re pending matters.

0.10
0.40 0.10 0.10 0.50

MBL

550.00
125.00
125.00

BMK
ILL
MBL
ILL

$12.50
$12.50

550.00
125.00
115.00

$275.00
$12.50

Coordinate and distribute pending pleadings to clients and legal team.


Maintain document control.

0.10

06/12/09 06/12/09 06/13/09 06/16/09


06/16/09

cm
ILL

1.0
0.10
1.50

$195.50
$12.50
$337.50

Coordinate and distribute pending pleadings to clients and legal team. Review updated docket and incoming pleadings and draft critical dates Revise critical dates and distribute to counsel
Coordinate and distribute pending pleadings to clients and legal team.
Att. to updating ORR service list to reflect Mr. Donkel's
counsel and Mr. Donkel's address

125.00

KFF
KFF
ILL

225.00
225.00
125.00

0.40 0.10

$90.00 $12.50

06/17/09
06/17/09 06/17/09

SEM

0.20 0.10 0.10 0.50


0.10

525.00
125.00
125.00

$105.00
$12.50 $12.50

BMK
ILL

Prepared daily memo narrative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and legal team.
Miscellaneous calls and emails re case issues.

06/18/09 06/18/09
06/19/09 06/19/09 06/19/09 06/19/09

MBL
ILL

550.00
125.00

$275.00
$12.50 $52.50
$52.50

Coordinate and distribute pending pleadings to clients and legal team.

SEM SEM

Att to update of service list


Att. to updating the matrix

0.10 0.10
0.40 0.20

525.00

525.00
550.00

MBL
SAQ

Emails and follow up re misceIlaneous case issues.

$220.00

Review and respond to Omni Mgt request for current 2002

225.00

$45.00

Invoice number 84605


list

68773

00002

Page 32

06/19/09 06/20/09 06/22/09 06/22/09

SAQ

Phone call to Omni re possible additional parties to 2002


list

0.10 0.50 0.30


0.20

225.00
225.00

$22.50

KFF
RMS

Review updated docket and incoming pleadings and draft critical dates
Review of draft critical dates memorandum and email exchange with K Finlayson

$112.50

495.00
125.00

$148.50
$25.00
$12.50

BMK
ILL
CJB
ILL

Prepared daily memo narative and coordinated client distribution.


Coordinate and distribute pending pleadings to clients and legal team.
Maintain document control.

06/22/09
06/23/09 06/23/09

0.10 3.10
0.10 0.60

125.00
115.00

$356.50
$12.50

Coordinate and distribute pending pleadings to clients and legal team.


Prepare documents for distribution to client and counsel

125.00

06/24/09 06/25/09 06/25/09 06/25/09


06/26/09 06/26/09 06/29/09 06/30/09

KFF
CAK
RMS
ILL

225.00

$135.00
$20.50

Review documents fied and organize to fie. Email exchange with K Finlayson regarding critical dates Coordinate and distribute pending pleadings to clients and
legal team.

0.10
0.20 0.10

205.00
495.00
125.00 115.00

$99.00
$12.50

ARP
ILL

Prepare hearing notebook for hearing on 7/1/2009.

3.20
0.10
1.50

$368.00
$12.50
$ i 7250

Coordinate and distribute pending pleadings to clients and legal team.

125.00 115.00 125.00 125.00

ARP BMK
ILL

Prepare hearing notebook for hearing on 7/l/2009. Prepared daily memo narrative and coordinated client distribution.
Coordinate and distribute pending pleadings to clients and legal team.

0.10

$12.50 $12.50

06/30/09

0.10

Task Code Total

27.00

$5,043.00

Claims Admin/Objections(B310)

06/0 II09

SAQ

Phone call from Jeff at Quality Refrigeration re open invoices, preference period payments, and fiing of proof
of claim

0.20

225.00

$45.00

06/0 l/09

IDK

Offce and telephone conference with J. Hunter re status of our position on Medima royalty litigation (.2); Telephone conferences and e-mails with M. Litvak re numerous issues on Beta sellers motions for segregations and
strctue/language in sale/assignment documents, and how

2.00

750.00

$1,500.00

to deal with their potential reply arguments at hearing given no reply papers fied (.4); E-mails with M. Litvak, others re Aera withdrawal of its segregation motion, motivation re same, and review of same (.3); Emails with
Committee counsel re its questions on our perfection

analysis of lenders' liens in MMS $100 milion trst agreement, including review of prior memos re same (.4); Telephone conferences and emails with R. Saunders re status of our position op Medima motion-segregate and settlement proposal draft, including my review of same (.3); Emails with client, M. Litvak re best witness for

Invoice number 84605

68773 00002

Page 33

Marathon hearing (.2); emails with Committee counsel re its request for MMS trst and coordinate (.2).
06/01/09
JKH

Review Robert M. Saunders, Max B. Litvak (SF) emails regarding Medema motion, strategy (.1); offce conference with Ira D.Kharasch, telephone conference with Robert M. Saunders and emails to, from Robert M. Saunders, Max B. Litvak (SF) and Ira D. Kharasch regarding Medema strategy, settlement proposal (.6); emails, telephone conference with Ira D. Kharasch regarding Aera withdrawal of motion (.1).

0.80

650.00

$520.00

06/01/09 06/01/09 06/01/09 06/01/09 06/01/09

SEM
RMS
RMS RMS

review notice of withdrawal of segragation motion fied by Aera and email exchange with Rob Saunders re same

0.10

525.00 495.00

$52.50
$643.50

Review ofCIRI documents (0.9) and drafting detailed


email to client (0.4)

1.0
0.10 0.30 0.10 0.20
1.40

Voice mail to I Kharasch regarding royalty motion

495.00 495.00 495.00 495.00 495.00


495.00

$49.50
$148.50

Conference call with I Kharasch and S McFarland


regarding open matters

RMS
RMS RMS
RMS

Voice mail to M Cervi regarding Alaska ORRs

$49.50 $99.00
$693.00

06/01/09 06/01/09
06/01/09

Detailed email to B Lyng regarding statements for ORR owners


Drafting email to Medema's counsel regarding ORRs and

review of related materials

Telephone conference with B Lyng regarding ORR statements (Medema, Robinson, Sanders and LAB) and CIRI statment
Telephone conference with J Hunter, email exchange with proposed em ail to Medema's M Litvak and revision of counsel
Review of Aera's withdrawal of motion for accounting,
segregation and payment

0.10

$49.50

06/01/09

RMS

0.40

495.00

$198.00

06/0 i /09

RMS

0.10

495.00 225.00

$49.50 $45.00 $22.50

06/02/09 06/02/09 06/02/09

SAQ SAQ
IDK

Phone calJ from Connie Aldridge re filing proof of claim for shareholder

0.20
0.10

Return calJ and leave voice message for shareholder


Theresa Heiple
Emails with R. Saunders re Noble withdrawal of motion,

225.00
750.00

0.50

$375.00

including review of same, and his emails with Medima and parties that joined its motion, re potential withdrawal of its motion (.4); Review emails with Chevron, M. Litvak re tomorrow's motions on admin and motion to compel and
amounts claimed (.1).

06/02/09

RMS

Review of relevant documents regarding royalties (0.2); telephone conference with G Tywoniuk regarding royalties (0.3); voice mail to J Siemers (counsel to Medema, LAB Properties and Robinson) regarding royalties (0. i); voice mail to M Mils (CIRI's counsel) regarding royalties (0. i); telephone conference with MAyer (Noble's counsel) Noble's motion for accounting, regarding withdrawal of segregation and payment of its production payment (0.2); em ails to client and PSZ&J attorneys on case regarding communications with counsel (0.2); email to J Siemers regarding voice mail I had left (0.2); email to M Mils regarding voice mail I had left (0.2); email J O'Neil and J Hunter regarding Medema, LAB, Robinson and CIRI (0.1); telephone conference with CIRI's counsel M Mils

3.50

495.00

$1,732.50

Invoice number 84605

68773

00002

Page 34

and R Mallard regarding withdrawal of joinder (0.3); em ails to J O'Neil and client (0.2); telephone conference with W Chipman, Delaware counsel to Medema, LAB and Robinson regarding withdrawal of motion (0.2) and email to J O'Neil regarding conversation (0.1); telephone conference with J Siemers regarding continuation of Medema motion (0.3); email exchange with J O'Neil with relevant agenda items (0.2); email update to Committee counsel S Reed (0.1); review of Noble's withdrawal of motion (0.1); email Noble withdrawal to client and others
(0.1); review ofCIRI withdrawal of joinder (0.1) and em ail

client (0.1) and email S Reed (Committee counsel) (0.1)


06/02/09
RMS

Drafting email (and sending it) to S Reed (Committee counsel) regarding my communications with counsel to
parties that had fied or joined motions for accounting,

0.20

495.00

$99.00

segregation and payment of ORRs or production payments


06/02/09
RMS

Telephone conference with L Levengood, counsel to Enea Tekna regarding AK gas ORR (0.2); email to B Lyng for statement (0.1)
Conference call with K Grant and I Kharasch regarding royalty motion Telephone conference with S Reed (Committee counsel) regarding royalty motion and motions to compell Review of spreadsheets and email exchange with M Litvak
regarding Lenders' ORRIs

0.30

495.00

$148.50

06/02/09

RMS
RMS RMS

0.20 0.20 0.50 0.20 0.30


1.00

495.00 495.00 495.00 225.00 495.00 225.00


535.00 750.00
525.00

$99.00
$99.00

06/02/09
06/02/09 06/03/09 06/03/09

$247.50

SAQ
RMS

Telephone call from shareholder Theresa Heiple re bar date notice and filing of proof of claim
Review of CIRI statement received from B Lyng and email exchange with him

$45.00
$148.50

06/04/09
06/04/09 06/04/09 06/04/09

KFF

Draft certification of counsel regarding revised order for Royalty Motion

$225.00 $428.00
$75.00
$52.50

JEO
IDK
SEM

Work on Royalty order


Review emails with Chevron re dispute over royalty order
(. I).

0.80 0.10 0.10 0.60 0.20 0.20

Responding to email inquiry from stockholder re filing claim

06/05/09
06/05/09 06/05/09

JEO
SAQ
IDK

Work on amended Royalty order


Phone call from shareholder Hugh Smith re claim and connection to Forest Oil

535.00

$321.00

225.00
750.00

$45.00
$150.00

06/05/09

RMS

Review various emails with client, Chevron, MO re ongoing dispute with Chevron over form of royalty order and how to resolve, and whether ORRs on Trading Bay (.2). Review of Renfro joinder to Medema motion for accounting, segregation and payment of ORR and email to client

0.20

495.00

$99.00

06/08/09

JEO
SAQ

Review drafts of Royalty Order Phone conversation and email to K. Nownes re database search for Viceroy Ventures, DMI Inc., Sterling DrilIing
and Marne Driling re possible claim of

0.40

535.00

$214.00
$45.00

06/08/09

0.20

225.00

Hugh Smith

06/08/09

SAQ

Phone call from shareholder Sandra Hardy re bar date


notice and fiing proof of claim

0.20

225.00

$45.00

Invoice number 84605


06/08/09 06/08/09

68773

00002

Page 35
0.10 0.20

10K
SEM

Emails with S. McFarland, others re status of 1st day royalty motion (.1).

750.00 525.00

$75.00

Review demand letter from attorney for former subtenant and check Cameros Schedule G for same (.1);Email communications with Mark Cervi re same(.1)

$105.00

06/08/09

SEM

Telephone conference with Sheri Vining regarding her


client's claim against Cameros Energy(. i );Email

0.20

525.00

$105.00

communication with OMNI regarding proof of claim form for Sheri Vining
06/09/09
06/09/09

KFF

Revise, e-fie and submit to chambers certification of counsel and revised order regarding Royalty Motion
Review and finalize order on Royalty motion materials regarding Aera, Noble and SWEPI Phone calI from royalty rights holder Vic Rodgers re notice of bar date and fiing proof of claim
Review of

0.80
0.40 0.30 0.20 0.10 0.10 0.10

225.00
535.00

$180.00 $214.00
$148.50
$45.00 $52.50

JEO
RMS
SAQ
SEM SEM

06/09/09
06/1 0/09
06/1 0/09 06/1 0/09
06/ I 0/09

495.00 225.00
525.00

Review email from Gene Kent regarding payment of critical vendors and email to Kevin Tomissonie re same

Responding to inquiry of Hourak Rahmani regarding fiing proofs of interest


Email exchange with Canadian counsel regarding Canadian shareholders receiving proof of claim forms

525.00 495.00
750.00

$52.50 $49.50
$150.00
$52.50

RMS

06/11/09
06/11/09

10K
SEM SEM

Emails with counsel to CIRI re royalty status (.1); Emails with R. Saunders re same (.1). Telephone conference with Mark Cervi regarding the claims of parties to rejected employment agreements
Review email from attorney representing critical vendor and email to Kevin Tomossonie re same
Review critical vendor report and forward to Katherine Piper

0.20
0.10 0.10 0.10 0.10
0.20

525.00
525.00 525.00

06/11/09 06/11/09 06/11/09 06/12/09


06/12/09

$52.50 $52.50 $49.50


$45.00

SEM
RMS
SAQ
SEM

V oice mail to M Mils, counsel to CIR! in response to letter to I Kharasch received today
Phone calI from Clarian Corporation re notice of bar date
and fiing proof of claim

495.00 225.00
525.00

Email exchange with Mark Cervi regarding insider claims

0.10 0.70 0.20


0.30

$52.50
$157.50
$45.00 $67.50 $45.00 $45.00

06/15/09 06/15/09 06/15/09


06/15/09

KFF
SAQ
SAQ

Serve order regarding royalty interests motion, including drafting affdavit of service for e-fiing with Court

225.00 225.00

Phone calI from shareholder Carlo Macki re filing proof of claim


Phone call from royalty rights holder Karen Ellis re filing proof of claim
Return phone call to shareholder Mr. Amann re bar date and proof of claim

225.00
225.00 225.00 750.00

SAQ
SAQ

0.20

06/15/09 06/15/09
06/15/09

Return phone call to royalty rights holder Sherrie Lauder

0.20
0.20 0.30

10K
RMS
SEM

Emails with attorneys re status of Medina insistence of


payment of

$150.00
$148.50

royalties for pre-petition (.2).

Email exchange with I Kharasch and M Litvak and email J


Hunter regarding nonlender ORRs

495.00
525.00

06/16/09

Research regarding rejection claims for rejected employment agreements (.5);Review employment agreements at issue(.4);Email to Mark Cervi regarding same (.I);telephone conference with Mark Cervi re

1.0

$57750

Invoice number 84605


same(.1)

68773 00002

Page 36

06/16/09 06/17/09
06/17/09

SEM

Telephone conference and email exchange with Brian Osbome regarding inquiry re service of bar date notice

0.10

525.00 225.00
750.00
525.00

$52.50 $22.50

SAQ

Return call to Hugh Smith re possible claim and relationship to Forest Oil Emails with attorneys re how to deal with correspondence from new royalty claimant (.2).
Att. to verification of service of

0.10
0.20 0.10 0.10

IDK

$150.00
$52.50 $22.50

06/18/09 06/18/09 06/18/09 06/19/09 06/19/09 06/22/09 06/23/09 06/23/09 06/24/09 06/24/09 06/24/09 06/25/09

SEM
SAQ

Bar Date Notice on ORR

holder
Retum call to Steve Beckindorf re royalty rights and claim
Emails with S. McFarland re bar date claim issues and
interest holders (.2).

225.00
750.00

IDK

0.20
0.30

$150.00 $148.50
$99.00

RMS

Email exchanges with B Lyng regarding statements for Beta production payments and review of statements drafts
Review of email from counsel to CIRI and email to G Tywoniuk

495.00 495.00
495.00

RMS
RMS

0.20
0.20 0.30
0040

Review of CIRI calculations from client


Email exchange with B Lyng regarding Eureka Production Statement draft and review of same

$99.00
$148.50

RMS
RMS

495.00
495.00
725.00

Email exchange with M Litvak regarding Medema (0.2)


and related review of

$198.00
$145.00

materials (0.2)

AJK
AJK RMS
SEM

Teleconference with B. Walker re ee claim.


Email re ee claim.

0.20 0.10 0.10 0.10

725.00

$7250
$49.50 $52.50

Email exchange with B Lyng regarding Eureka Production Statement

495.00
525.00

Emil exchange with Max Litvak, Ira Kharasch and Rob Saunders regarding the payment ofORRI and Production Payments
Review EEOC analysis.

06/26/09

AJK
SEM

0.30 0.10
0040

725.00
525.00 750.00

$217.50

06/29/09
06/30/09

IDK

Email exchange with OMNI regarding the list of creditors who fied claims and the ones that are scheduled Emails with lenders re status of our initial review of all claims and lenders insistence on same (.2); Emails with S. McFarland, client re same (.2).
Responding to request oflenders for a list of

$52.50
$300.00

06/30/09

SEM SEM

persons who

0.20

525.00
525.00

$105.00
$52.50

fied claims

06/30/09

Responding to Jeff

Hewett regarding inquir re client's

0.10

claim

Task Code Total

27.70

$13,766.00

Compensation Prof. (B160)

06/14/09 06/19/09 06/21/09 06/22/09 06/23/09

WLR WLR

Draft 2nd quarterly fee application


Draft May 2009 fee application Draft 1 st quarterly fee application
E-file certification of

0.50
3.60 0.80

475.00

$237.50

475.00 475.00 225.00


205.00

$1,710.00

WLR
KFF

$380.00
$112.50

no objection for PSZ&J's April fees

0.50 0.70

CAK

Review and update May Fee Application.

$143.50

Invoice number 84605


06/29/09 06/29/09
CAK

68773

00002

Page 37
May Fee
0.20
1.00

Coordinate posting, fiing and service of

205.00
225.00

$41.00
$225.00

Application.

KFF

Prepare May fee application for PSZ&J for e-fiing and


service, including drafting Notice and Affdavit of Service

Task Code Total

7.30

$2,849.50

Com p. of Prof.lOthers

06/01/09

SEM

Email exchange with Mark Clemans regarding his fee application

0.10
0.10

525.00
525.00 525.00

$52.50
$52.50

06/01/09 06/02/09 06/03/09

SEM
SEM

Email exchange with Rutan and Kitt Makowski regarding the fiing to the two Rutan fee apps
Review and revise Milstream fee app
Prepare March fee application for Meyers Norris for e-fiing and service, including drafting Notice and of Service Affdavit

0.70
1.20

$367.50 $270.00

KFF

225.00

06/03/09

SEM

Briefly review time entres for Mark Clemans and email exchange with Mark CLemans regarding fiing of fee
application (.1)

0.10

525.00

$52.50

06/03/09
06/03/09

KPM KPM

Draft email correspondence to J. Tuffs (Meyers Norris)


regarding first fee application

0.10
0.10

395.00
395.00 395.00 525.00

$39.50

Draft email correspondence to Kathe Finlayson regarding filing and service of Meyers Norris first fee application Review and execute notice for Meyers Norris first fee application
Review interim comp procedures order(.1 );Responding to
Ira Kharsach regarding requirents of

$39.50
$39.50

06/03/09 06/04/09

KPM
SEM

0.10 0.20

$105.00

fiing monthly fee

apps (.1)

06/05/09

FSH

Review Lazard Applications, retention agreements, order and prepare correspondence to attomey regarding findings as to whether Larzard is required to fie a monthly
Review Zolfo application, retention agreements, orders and prepare correspondence to attomey to advise regarding terms of compensation. Responding to inquiries from Lazard and Zolfo regarding monthly fee apps

0.50

225.00

$112.50

06/05/09

FSH

0.50

225.00

$112.50

06/05/09 06/05/09 06/08/09

SEM
SEM

0.30

525.00 525.00

$157.50
$52.50
$202.50

Addressing getting the Lazrad fee app filed

0.10
0.90

KFF

06/08/09

KFF

Prepare March fee application for Millstream for e-fiing and service, including drafting Notice and Affidavit of Service Prepare March/April fee application for Lazard Freres for e-fiing and service, including drafting Notice and
Affdavit of Service
Draft certification of

225.00

0.80

225.00

$180.00

06/08/09

KFF
SEM SEM

no objection for Meyers Norris'

0.50 0.10
0.10

225.00 525.00 525.00

$112.50
$52.50

March fees

06/08/09 06/08/09

Email communications with Kitt Makowski regarding Devlin Jensen fee app and follow-up on status of same Email exchange with Mark Clemans regarding prepetition claim and filing fee app

$52.50

Invoice number 84605


06/08/09 06/08/09 06/08/09 06/08/09
SEM SEM

68773

00002

Page 38
0.10
0.10 0.20
525.00

Email to Kitt Makowski regarding filing the Clemans application


Addressing issue with wrong petition date in Lazard's fee application

$52.50 $52.50

525.00 535.00 395.00 395.00


395.00

JEO
KPM

Review Milstream fee application for March 2009 Draft email correspondence to S. McFarland regarding revised fee application for JLM
Review, respond to email correspondence from Scotta McFarland regarding fiing Milstream first fee application

$107.00
$39.50 $39.50 $39.50

0.10 0.10
0.10 0.10

06/08/09
06/08/09 06/08/09

KPM KPM KPM

Draft email to Kathe Finlayson regarding fiing of service of Milstream fee application
Review, respond to email correspondence from Trustee's office regarding information on MNP expense reimbursement
Draft email to J. Tufts (MNP) regarding trstee insurers to

395.00

$39.50

06/08/09 06/08/09
06/09109

KPM KPM

0.10
0.20
0.50 0.80

395.00 395.00

$39.50
$79.00

MNP fee application


Review Rutan's first fee application
KFF KFF

Draft certification of no objection for Milstream's March


fees

225.00 225.00

$112.50 $180.00

06/09/09

Lazard Freres & Co. for e-fiing and service, including drafting Notice and affidavit of service
Prepare revised March fee application of

06/09/09
06/09/09

SEM SEM

Email communications with Bradley Dunn and Kitt


Makowski regarding the fiing of

0.10
0.10 0.20
0.30

525.00
525.00

$52.50 $52.50

the Lazard application

Review em ails between Kitt Makowski and Meyers and responding to Katherine Piper regarding Meyers' expenses

06/09/09 06/09/09

JEO
KPM

Review Lazard first monthly fee application


Review, research and respond to email correspondence from B. Annemone (Trustee) regarding Meyers Norris expenses

535.00

$107.00 $118.50

395.00

06/1 0/09

SEM
KPM KPM KPM

Email exchange with Jamie O'Neil regarding setting a hearing date for the interim fee apps
ail correspondence from James E. O'Neil regarding revised OCP order
Review, respond to em

0.10
0.10 0.80 0.10

525.00

$52.50 $39.50
$3 I 6.00

06/1 0/09 06/1 0/09

395.00 395.00 395.00

Review, revise, blackline revised CPO order

06/15/09

Review email correspondence between James E. O'Neil and Scotta E. McFarland regarding drafting order appointing Warren Smith as fee auditor

$39.50

06/15/09

SEM
SEM SEM

Email exchange with James O'Neil regarding the order for


the employment of

0.10 0.10 0.80


0.50 0.10

525.00

$52.50 $52.50

the fee auditor

06/15/09 06/15/09
06/16/09
06/16/09

Email to Kitt Makowski regarding Milstream second fee

525.00 525.00

app
Drafting order re employment offee auditor(.7);Email to

$420.00
$112.50
$52.50 $79.00

Jamie O'Neil re same (.1)


KFF
SEM

Draft certification of no objection for Lazard's initial fee application

225.00
525.00

Email communications with Katherine Piper and Bradley


Dunn regarding Lazard fee application

06/16/09

KPM

Review and respond to email correspondence from J. Tufts fee application (Meyers Morrs) regarding status of

0.20

395.00

Invoice number 84605


06/16/09
KPM

68773

00002

Page 39
0.30
1.50

Review, research and respond to email correspondence from K. Piper (Steptoe) regarding revised OCP order

395.00

$118.50 $337.50

06/17/09

KFF

Lazard for e-fiing and service, including drafting Notice and affdavit of service
Prepare revised initial fee application of

225.00

06/17/09

KFF

Prepare initial fee application of Rutan & Tucker for e-filing and service, including drafting Notice and
A ffdavit of Service
Follow-up at the request of

1.0
0.20

225.00

$292.50

06/17/09

SEM SEM

Bradley Dunn regarding the incorrect fee app for March having been filed

525.00 525.00

$105.00

06/17/09

Review email from Katherine Piper regarding the fee auditor order and email to Maxim Litvak and Ira Kharasch regarding same Review PDF from Kathe Finlayson re the Lazard March fee app to assure we are working with the correct one

0.10

$52.50

06/17/09
06/17/09

SEM

0.10

525.00
395.00 395.00 395.00 395.00
"

$52.50 $39.50 $39.50 $39.50 $79.00

KPM KPM KPM


KPM

Review and respond to email correspondence from Scotta E. McFarland regarding Lazard fee application
Draft email correspondence to Kathe Finlayson regarding Lazard March fee application
Conference with Kathe Finlayson regarding Lazard March
fee application

0.10
0.10

06/17/09 06/17/09 06/17/09

0.10 0.20

Review email correspondence between Kathe Finlayson and James E. O'Neil regarding revised Lazard fee application

06/17/09 06/17/09
06/1 7/09

KPM
KPM

Telephone call with James E. O'Neil regarding revised fee application

0.10 0.10 0.10 0.50 0.50 0.10

395.00 395.00 395.00

$39.50 $39.50 $39.50

Review and execute notice offee application for Rutans Maach fees
Review and execute notice of amended fee application for Lazard March/April fees
Draft certification of no objection for Lazard's amended March fees

KPM

06/18/09
06/1 8/09
06/1 8/09

KFF

225.00
225.00
525.00
535.00 525.00

$112.50

KFF
SEM

Draft certificationofno objection for Rutan's March fees


Review emails related to appointment of fee auditor and email exchange with Jamie O'Neil re same
Review fee auditor order

$112.50
$52.50

06/1 8/09 06/1 9/09

JEO
SEM
SEM

0.40
0.10 0.10 0.30 0.90

$214.00

06/22/09 06/23/09
06/23/09

Email communications with Katherine Piper regarding payment of Steptoe fees the 2nd Millstream Att to the filing and service of application

$52.50
$52.50

525.00
750.00

IDK

Emails with Rutan, S. McFarland re status and delays for


Rutan fee apps (.3).

$225.00

KFF

Prepare April fee application for Millstream for e-fiing and service, including drafting Notice and Affidavit of Service
Prepare May fee application for Millstream for e-fiing and service, including drafting Notice and Affdavit of Service
Telephone conference with Mark Clemans regarding the Milstream fee apps the Rutan fee Att to issues regarding the filing of applications

225.00

$202.50

06/23/09 06/23/09
06/23/09

KFF
SEM SEM

0.90 0.10

225.00
525.00 525.00

$202.50

$52.50
$210.00

0.40

Invoice number 84605


06/23/09
06/23/09

68773 00002

Page 40
0.10 0.10 0.10 0.10

SEM
SEM
SEM
SEM

Email communications with Kathe Finlayson regarding the fiing of the Milstream fee apps

525.00

$52.50 $52.50 $52.50 $52.50

EmaI1 exchange with Kitt Makowski regarding the fiing of Rutan's second fee application
Review e-filing notices of

525.00
525.00
525.00

06/23/09
06/23/09

Milstream fee apps and forward

to Mark Clemans

Email communications with Dianne Toth from Jensen


Lunny regarding fiing the fee app and the notice of name

change

06/23/09 06/23/09 06/24/09

KPM KPM
IDK

Review and execute notices of

Milstream's April and May

0.20
0.20 0.20
1.40

395.00 395.00 750.00

$79.00 $79.00
$150.00 $315.00

fee applications

Review and respond to email correspondence from Scotta E. McFarland regarding status of Rutan fee applications
EmaI1s with S. McFarland, client re Committee's questions on fees of Milstein and Hong Kong trip (.2).

06/24/09

KFF

Prepare April fee application for Rutan & Tucker for e-filing and service, including drafting Notice and
Affdavit of Service and correcting month in fee app

225.00

06/24/09 06/24/09 06/24/09


06/24/09

SEM SEM SEM


SEM

Follow-up with Kitt regarding Rutan's second fee

0.10
0.10

525.00 525.00 525.00


525.00

$52.50 $52.50
$52.50

application

Responding to committee request regarding Milstream travel expenses


Email communications with katherine piper regarding payment to OCPs and emaIl to Jesse DelConte re same

0.10 0.10 0.10 0.50


0.10 0.10

Review OCP payment report and email same to Katherie Piper


Review and execute notice of E-fie certification of

$52.50 $39.50
$112.50

06/24/09

KPM

Rutan's April fee application

395.00 225.00
525.00

06/25/09 06/25/09 06/25/09

KFF
SEM
SEM

no objection for Meyers' March fees

Responding to Lynn Wolfre status of

the motion to pay

$52.50
$52.50

prepetition fees

Email exchange with Kitt Makowski regarding Rutan's question on submission of CNO to company so that professionals can get paid
Review and respond to email correspondence from J. Tuffs
(Meyers Norris) regarding certificate of

525.00

06/25/09

KPM

0.20

395.00

$7900

no objection for

fee application

06/25/09

KPM

Draft email correspondence to Scotta E. McFarland and


James E. O'Neill regarding certificate of

0.20

395.00

$79.00

no objection for

Meyers Norris fee application


06/25/09
KPM

Draft emaIl correspondence to Kathe Finlayson regarding status of certificate of no objection for Meyers Norris fee application

0.10

395.00

$39.50

06/26/09

SEM
SEM SEM SEM SEM

Email exchange with Jesse DelConte regarding payment of Schully fees and emaIl Kathe Finlayson re same
Email communications with Kathe Finlayson regarding Schully april fees
Review Schully fee app for March and email communications with kathe finlayson re same
Email communications withJathe finlayson regarding schully's fee applications

0.10
0.10 0.10 0.10

525.00
525.00 525.00 525.00 525.00

$52.50 $52.50 $52.50 $52.50

06/26/09
06/26/09 06/28/09 06/28/09

Review Schully fee apps (J);Email to Lynn Wolfre same

0.60

$315.00

Invoice number 84605


(.3)

68773

00002

Page 41

06/29/09
06/30/09

SEM

Telephone conference with Lynn Wolf

regarding Schul1y

0.20 0.20

525.00

$105.00 $150.00

fees

10K

EmaIls and Telephone conference with special counsels, S.


McFarland re status of motion to allow draw

750.00

downs on

retainers.

06/30/09

KFF KFF

Prepare May fee application for Lazard for e-filing and service, including drafting Notice and Affdavit of Service

1.0
1.40

225.00
225.00

$270.00 $315.00

06/30/09

06/30/09
06/30/09

SEM
SEM

Prepare May fee application for Jensen Lunny for e-fiing and service, including drafting Notice and Affidavit of Service Responding to Gregg Amber regarding payment of
prepetition fees

0.10 0.10
0.10

525.00

$52.50 $52.50 $52.50 $52.50 $52.50

EmaIl exchange with Ritchie Clark re his firms fee application and email to Kathe Finlayson re same

525.00 525.00

06/30/09 06/30/09 06/30/09


06/30/09 06/30/09

SEM

Review email from Katherine Piper regarding Rutan fee app and email to Penelope Parmes re same

SEM
SEM

EmaIl exchange with Kathe Finalyson and James O'Neil re Schully fee apps
EmaIl exchange with Ritchie Clark re the fiing of his

0.10 0.10 0.20


0.20

525.00
525.00 535.00 535.00

firm's fee application

JEO JEO

Review Lazard fee application for May 2009

$107.00 $107.00

Review Jensen Sunny March-April fee application

Task Code Total

30.10

$10,484.00

Em ployee Benefit/Pension-B220

06/01/09 06/01/09 06/01/09

KFF

Draft certification of counsel regarding Key Employee Motion


Attention to resolution of

0.90 0.90 0.30

225.00
725.00 750.00

$202.50 $652.50 $225.00

AJK

under seal motion including

emails to UST and client.

10K

EmaIls and telephone conferences with client, A. Kornfeld re resolution today with UST on employee incentive motion and hearing on 6/3 (.3).

06/01/09

JEO
RMS

Work on revised order and notices regarding Key Employee Incentive Plan and related Seal motion Review of email exchange between J McMahon and A Kornfeld regarding motion to seal unredacted KElP (0.2); email exchange with J O'Neil regarding drafting notice fiing revised redacted KElP, (0.1); drafting notice of
including review of

1.0
0.80

535.00

$695.50 $396.00

06/01/09

495.00

relevant materials (0.5)

06/02/09
06/02/09

AJK
IDK

Analysis of

KElP motion issues, including conference with

0.50 0.20

725.00 750.00

$362.50 $150.00

1. O'NeilL.

Telephone conference with and email A. Kornfeld re tomorrow's hearing on employee incentive plan, and no need for his attendance, and need to get J. O'Neil up to
speed (.2).

06/02/09 06/03/09

JEO

Review incentive plan motion in preparation for hearing


Attention to issues re KElP and seal orders.

0.60 0.40

535.00 725.00

$321.00 $290.00

AJK

Invoice number 84605


06/03/09 06/03/09 06/04/09
06/04/09
RMS

68773 00002

Page 42
0.20 0.10 0.10 0.90

RMS

Email exchange with J O'Neil regarding Court's approval of KElP motion and email client Email KElP order to client
Email communications with Rob Saunders regarding filing the unredacted employee incentive plan under seal
Email exchanges with M Cervi, A Kornfeld and S McFarland regarding filing KElP under seal per order and review of relevant materials (0.8); telephone conference with M Cervi (0.1)

495.00

$99.00

495.00
525.00

$49.50
$52.50

SEM
RMS

495.00

$445.50

06/05/09 06/05/09

JEO
RMS
IDK

Review issue regarding KElP and email with team

0.30
0.20 0.30

535.00

$160.50
$99.00

Email exchanges with A Komfeld, J O'Neil and M Cervi regarding KElP


Emails and telephone conferences with A. Kornfeld, Rutan re need for releases by offcers to participate in incentive
plan (.3).

495.00 750.00

06/15/09

$225.00

06/24/09

RMS

Email exchange with i Kharasch regarding employees covered by confidentiality agreement provision (0.2) and review of KElP and related materials (0.3); email exchange
with G Amber regarding offcers (0.1)

0.60

495.00

$297.00

06/25/09

IDK

E-mails with S. McFarland, A. Kornfeld re EEOC action vs Company and issues re same (.2).

0.20

750.00

$150.00

Task Code Total

8.80

$4,873.00

Executory Contracts (81851

06/01/09

IDK

Review briefly Chevron reply papers on its motions to compel and for administrative claim (.3); E-mails and telephone conference with M. Litvak re same (.2).

0.50

750.00

$375.00

06/01/09
06/02/09 06/03/09

SEM

Telephone conference with Ira Klarasch regarding


365(d)(4) deadline

0.10
0.20 0.40

525.00

$52.50

RMS
IDK

Email exchange with S McFarland regarding CIRlleases

495.00
750.00

$99.00

Attend telephonically hearings on Chevronlnion motions to both compel assumption/rejection, and to establish admin claim (.4).
Reviewing infonnation from Lynn Wolfre oil and gas leases (.2);Email communications with Mark Cervi and Kevin Tommisonie regarding preparation of a service list
of

$300.00

06/04/09

SEM

0.40

525.00

$210.00

the lessors(.2)

06/05/09 06/05/09

IDK

Emails with attomeys re issues on 365(d)(4) motion and whether CIRl is lessor or not (.2).
Email exchange with Kevin Tomossonie regading the service list for the 365(d)(4) Extension Motion(.1);Conference call with Kevin Tomossonie and Jennifer Kuritz regarding prepartion of the service list for the 365(d)(4) Extension Motion (.4)
preparation of

0.20 0.50

750.00 525.00

$150.00 $262.50

SEM

06/05/09 06/07/09

SEM
RMS

whether to include ORR owners regarding the 365(d)(4) Extension Motion


Consideration of

0.10
- 0.10

525.00

$52.50
$49.50

Email exchange with i Kharasch regarding Marathon fuel gas contract

495.00

Invoice number 84605


06/08/09 06/08/09 IDK
SEM

68773

00002

Page 43
0.20
750.00 525.00 525.00
$150.00

Emails with S. McFarland, others re issues on 365(d)(4) extension motion, and consider (.2).

Drafting motion regarding extension of365(d)(4) deadline Email communications with Bil Lyng regarding rejection of Konica equipment leases
Review of

1.0
0.10 0.70 2.80
0.10 0.10

$577.50
$52.50

06/08/09 06/08/09 06/09/09


06/09/09 06/09/09

SEM
RMS

Marathon fuel gas term sheet (0.5) and email I

495.00
525.00 525.00 525.00

$346.50
$1,470.00
$52.50
$52.50

Kharasch (0.2)

SEM SEM SEM

Drafting the Notice, Motion and Order regarding the extension of the 365(d)(4) deadline Email communications with Rob Saunders and Max Litvak regarding draft of 365(d)(4) extension motion Email transmittal of draft of365(d)(4) extension motion to Ira Kharasch, Rob Saunders and Max Litvak for review and comment

06/1 0/09

IDK

Telephone conference and emails with M. Litvak as to issues in dispute over Chevron order on motion to compel assumption/rejection as to how it relates to timing on sale motion (.4).
revisions to the 365(d)(4) motion(1.6);Email to Gerr

0.40

750.00

$300.00

06/1 0/09

SEM

1.80

525.00

$945.00

Tywoniuk, Mark Cervi and Kevin Tomossonie regarding same(.1 );Telephone conference with Max Litvak re same(. i)

06/10/09

SEM

Email communications with Kevin Tomossonie regarding service list for the 365(d)(4) motion(.I);Review list received (.1 );Review emails from Rob Saunders regarding
persons that should be on service Iist(.1 );Emails to Lynn Wolf and Tony Marino regarding review of the service list

0.40

525.00

$210.00

and adding additional parties (.1)

06/10/09

SEM

Email communications with Max Litvak and James O'Neil


regarding the form of motion for an extension of the

0.10

525.00

$52.50

365(d)(4) deadline

06/1 0/09 06/1 0/09

MBL
RMS

Review and comment on motion to extend time to assume or reject; emails with S. McFarland re same.

0.80 0.20 0.20 0.10 0.20

550.00

$440.00
$99.00 $45.00

Email exchange with S McFarland regarding motion to extend section 365(d)(4) deadline
Phone call from Angie at Toshiba re status of copier leases

495.00 225.00 225.00


525.00

06/11/09
06/11/09

SAQ

SAQ
SEM

Prepare email memo to S. McFarland re Toshiba copier leases

$22.50
$105.00

06/11/09

Telephone conference with Kevin Tomossonie regarding revisions to the 365(d)(4) motion(.I);telephone conference with Max Litvak re same (.1)
motion to extend 365(d)(4), and need for revisions and issues on service (.3); Preparation of memo to S. McFarland re same re need for clarity on what leases are addressed, service on correct lessors (.4); Telephone conference and email with S. McFarland re same (.2); Emails with S. McFarland re revised motion and timing of entry of order re same and re exclusivity (.2).
Review and consider draft of

06/11/09

IDK

1.0

750.00

$825.00

06/11/09 06/11/09

SEM SEM

Review email from Ira Kharasch regarding the 365(d)(4) .extension motion

0.10

525.00 525.00

$52.50
$787.50

Attention to the reparation of Service List for motion to

1.0

Invoice number 84605

68773

00002

Page 44

extend 365(d)(4) deadline

06/11/09
06/11/09
06/1 1/09

SEM SEM
SEM

Revisions to Motion to Extend 365(d)(4) Deadline


Coordinating service of

0.70 0.10 0.10

525.00 525.00
525.00

$367.50

365(d)(4) motion on ORR holders

$52.50
$52.50

with OMNI
Email communications with Shawn Quinlivan and Kevin Tomossonie regarding Toshiba request re status of copier leases Review revised 365(d)(4) motion.

06/11/09
06/11/09

MBL
RMS

0.20 0.20 0.30

550.00

$110.00

Email exchange with I Kharasch and S McFarland regarding 365(d)(4) deadline extension motion
Review email correspondence between Scotta E. McFarland, Kathe Finlayson and James E. O'Neil
regarding service of 365 extension motion

495.00
395.00

$99.00
$118.50

06/11/09

KPM

06/15/09

SEM

Email communications with Brian Osborne regarding


service of

0.60

525.00

$315.00

the ORR holders with the 365(d)(4) extension

motion(.2);Telephone conference with Brian Osborne re same (.1);Telephone conference with Jamie O'NeiI re same (.2);Telephone conference with Brian Osborne regarding servicie of the ORRI holders (.1)

06/15/09
06/16/09

SEM

IDK

Email communications with Kevin Tomossonie regarding the list ofORR holders paid by RDI Emails with S. McFarland re 365(d)(4) extension motion
and service problems (.2).
Consideration of service ofORR holders re 365(d)(4) motion(.3);Conference with Jamie O'Neil re same (.1); Email to and Telephone conference with Brian Osborne re same (.1 );Email to Ira Kharasch re same (.1)

0.10

525.00

$52.50
$ i 50.00 $3 i 5.00

0.20
0.60

750.00
525.00

06/16/09

SEM

06/17/09

SEM

Email communications with Ira Kharasch regarding service of the 365(d)(4) extension motion on the other

0.\0

525.00

$52.50

ORR holders
06/17/09
SEM
SEM
Working with OMNI regarding the service of

the other

0.20
0.10

525.00

$105.00
$52.50

06/17/09

ORR holders with the 365(d)(4) extension motion Email communications with Gerr Tywoniuk regarding the
service ofthe 365(d)(4) motion by Federal Express on the

525.00

06/18/09 06/22/09
06/24/09

SEM SEM
RMS

06/24/09 06/24/09 06/24/09 06/24/09


06/25/09

SEM
SEM

the ORR holders Verification with Omni re service of365(d)(4) Motion Review letter from CIRI regarding termination of lease Email exchange with I Kharasch regarding Aera's objection to motion to extend section 364(d)(4) deadline and review of objection Review objections to the 365(d)(4) extension moiton Email to Lynn Wolf regarding the objection fied by Donkel and his arguments
remainder of Drafting email to Lynn Wolf

0.10

525.00

$52.50 $52.50

0.10
0.40

525.00 495.00

$198.00

0.80

525.00

$420.00
$52.50

0.\0 0.\0
0.10
1.00

525.00
525.00 525.00 525.00 525.00

SEM SEM

regarding Aera objection to

$52.50

365(d)(4) extension

Email the CIRI objection to the 365(d)(4) Extension Motion to Lynn Wolf
Review and analysis of the three objections to the 365(d)(4) extension motion

$52.50
$525.00
$ i 05.00

SEM
SEM

06/26/09

Email communications with Kevin Tomossonie regarding


the preparation of the charts of

0.20

the excutory contract

Invoice number 84605

68773 00002

Page 45

counter-paries and the cure amounts(.1 );Review cure

notices and charts for same(.I)


06/26/09
SEM

Conference with Myar Kulick regarding the preparation of


the chars for the executory contract counterparties and

0.20

525.00

$105.00

cure amounts for the sale motions


06/26/09

10K
SEM
SEM

E-mails with S. McFarland, M. Litvak, re objections to 365(d)(4) extension re ORRs and prod payments (.3).
Telephone conference with Lynn Wolf

0.30
0.50

750.00 525.00 525.00 525.00 525.00 525.00 750.00 525.00

$225.00 $262.50 $105.00 $105.00

06/26/09
06/26/09 06/26/09

regarding the three

objections to the 365(d)(4) extension motion

Email to Mark Cervi and Kevin Tomossonie regarding payment of Royalty to CIRI
V ocie messages and emaIls to attorneys for parties who fied objections to the 365(d)(4) extension moiton

0.20
0.20

SEM
SEM

06/29/09
06/29/09 06/29/09

Review form of exhibit to cure notices and email Myra Kulick re same
Email to Steven Rich et al re revised 365(d)(4) extension motion order

0.10
0.10 0.10

$52.50 $52.50
$75.00

SEM

10K
SEM

Emails with S. McFarland re potential resolution of objection to 365 extension (.1).


Telephone conference with Mark Cervi regarding CIRI objection to 365(d)(4) extension motions and payment of royalties

06/29/09

0.10

$52.50

06/29/09
06/29/09 06/29/09 06/29/09 06/29/09 06/29/09 06/30/09

SEM
SEM SEM

Telephone conference with Mark Cervi regarding the royalties and the trhoughput fees due to CIRl
Telephone conference with Mark Cervi and Kevin Tomossonie regarding apyment of CIRl Royalty
Telephone conference with attorneys for Aera re objection to the 365(d)(4) extension motion
Email to Max Litvak regarding the status of of

0.20 0.10 0.20 0.20 0.10 0.30


0.10

525.00 525.00
525.00

$105.00

$52.50
$105.00

SEM
SEM

the resolutions

525.00 525.00 525.00 525.00

$105.00

the three objections to the 365(d)(4) extension motion


$52.50
$157.50

Review reports for CIRI re royalty the throughput fees and emaIl to kevin tomossonie re same
Revisions to 365(d)(4) order per Aera's objection and my discussion with counsel

SEM SEM

Email to Robert Mallard with the CIRI Reports

$52.50

Task Code Total

23.90

$13,154.50

Financial Filings (BIIOJ


$52.50

06/01/09 06/01/09

SEM SEM

Telephone conference with Shawn Quinlivan regarding status of revisions to schedules and statements Email to Jennifer Kuritz and Kevin Tomossonie regarding executory contracts on the schedules

0.10 0.10 0.30

525.00 525.00
525.00

$52.50
$157.50

06/01/09

SEM

Telephone conference with Katie Nownes regarding


revisions to schedules (.1 );Conference with Shawn
Quinlivan regarding revised schedules and timing of fiing

and service of sare( .2)


06/0 i /09

SEM

Telephone conference with Shawn Quinlivan regarding revised schedules and Statements

0.10

525.00

$52.50

Invoice number 84605


06/01/09
SAQ SAQ SAQ SAQ SAQ

68773

00002

Page 46
0.20
0.20 0.30 0.10
0.20

Conference with S. McFarland re revisions/amendments to


schedules and SOFAs

225.00 225.00 225.00


225.00

$45.00
$45.00 $67.50

06/01/09 06/01/09 06/01/09 06/01/09 06/01/09 06/01/09


06/01/09 06/01/09

Revise Petrocal Acq schedule D


Revise Petrocal Acq schedule H
Review additional mark-ups for Petrocal Acq and revise accordingly Revise SPBP schedule G re additional executory contracts

$22.50
$45.00 $45.00

225.00 225.00
225.00

SAQ
SAQ

Revise SPBP schedule F re additional executory contracts


Review mark-ups and make changes to SPBP schedules and account for revisions to intercompany debt schedule

0.20
0.10

$22.50
$45.00

SAQ
SAQ SAQ

Revise Gotland Oil schedule D


Revise Gotland Oil schedule H

0.20 0.30 0.10


0.30

225.00 225.00 225.00 225.00 225.00


225.00

$67.50 $22.50

06/01/09 06/01/09 06/01/09


06/01/09

Review mark-ups and revise Gotland Oil schedules

SAQ
SAQ

Review mark-ups and revise schedules for Cameros Acq;


track revisions and update char of intercompany debt

$67.50
$45.00

Conference with S. McFarland re revisions to schedules


concerning intercompany debt

0.20 0.20

SAQ

Review proposed revisions to Cameros Energy schedule F; phone call to Omni Mgmnt re status and consideration of schedule G inclusions thereon

$45.00

06/01/09

SAQ

Teleconference with K. Nownes at Omni Mgmt re status of


revised schedules for amendments and discreprecy for

0.30

225.00

$67.50

Cameros Energy exec contracts on schedule F


06/01/09 06/01/09 06/01/09 06/01/09
06/0 1/09

SAQ SAQ SAQ SAQ SAQ SAQ SAQ

Teleconference wtih K. Nownes at Omni re PERL schedule F and tax claims moved to schedule E
Review, revise and collate petition packages for final review

0.20
1.80

225.00

$45.00
$405.00
$90.00

225.00
225.00 225.00

Coordinate revisions to schedules with Omni Mgmnt Conference with S. McFarland re Omni revisions being sent to client separately
Prepare revised schedules and SOFAs to be PDF'd and sent

0.40
0.20

$45.00 $90.00 $45.00 $67.50


$210.00 $367.50

0.40
0.20 0.30

225.00
225.00

to client

06/01/09 06/01/09 06/02/09 06/02/09

Prepare email memo to client re revised schedules and SOFAs

SEM
SEM

Review mark-up and revise schedules for PEAH Att. to issues with amended schedules Conference with Shawn Quinlivan regarding amended
schedules and statements(.2);telephone conference with

225.00
525.00 525.00

0.40 0.70

company and Zolfo and Shawn Quinlivan regarding same(.2);conference with Shawn Quinlivan regarding same (.3) 06/02/09 06/02/09
06/02/09
_06/02/09

SEM

Email to company, Zolfo and Omni re timing of

fiing and

0.10
0.10 0.20 0.30 0.10

525.00

$52.50
$22.50 $45.00 $67.50 $22.50

email to Jamie O'Neill re same(.I)

SAQ
SAQ

Review K. Tomossonie email re executory contracts and intercompany debt

225.00

Phone call with K. Nownes at Omni Mgmnt re


amendments and notices

225.00
225.00

SAQ
SAQ

Convert executory contract infonnation to excel fonnat and forward to client per request
Conference with S. McFarland re conference call to review

06/02/09

225.00

Invoice number 84605


intercompany debt
06/02/09

68773

00002

Page 47

SAQ
SAQ

Coordinate redline of schedules and SOFAs

OAO

225.00 225.00

$90.00 $67.50

06/02/09

Conference call with K. Tomossonie, J. Kuritz, B. Lyng and S. McFarland re intercompany payables and recIevables and other revisions to schedules and SOFAs

0.30

06/02/09
06/02/09

SAQ SAQ SAQ SAQ


SAQ SAQ

Prepare task list for fiing amendments and notices Phone call to K. Nownes re notices for PERL, PEAO and Cameros Energy and ovemight requirement/timing
Prepare amendments to Cameros Acq schedules and SOFAs
Prepare amendments to Petrocal Acq schedules and SOFAs
Prepare amendments to PEAH schedules and SOFAs

0.30
0.20 0.60

225.00

$67.50

225.00
225.00 225.00 225.00 225.00 225.00 225.00 225.00
750.00

$45.00

06/02/09 06/02/09 06/02/09 06/02/09


06/02/09

$135.00 $135.00

0.60 0.50
OAO

$112.50
$90.00

Prepare amendments to SPBP schedules and SOFAs


Prepare amendments to Gotland Oil schedules and SOFAs Prepare Gotland, Cameros Acq, PEAH, Petrocal Acq and SPBP amendments for S. McFarland review

SAQ
SAQ

0.50
0.60 0.70 0.20

$112.50
$135.00

06/02/09 06/03/09 06/03/09

FSH

IDK

Assist with fiing and revising of amended schedules. Telephone conference and e-mails with S. McFarland re problem of amending schedules and clients concems of filing some under seal re employee info (.2).
Review amendments to schedules (A);telephone conference with Shawn Quinlivan regarding schedule amendments(. i)
Working on preparation of amended schedules and notices thereof( 4. 7);Coordination of fiing of amended schedules and service of notice re amendments(.5)

$157.50
$150.00

06/03/09

SEM

0.50

525.00

$262.50

06/03/09

SEM

5.20

525.00

$2,730.00

06/03/09 06/03/09 06/03/09


06/03/09

JEO
KPM

Review schedule and prepare for fiing Draft email correspondence to Scotta E. McFarland regarding status of amended schedules
Draft em

1.00

535.00 395.00 395.00 395.00 225.00

$535.00
$39.50 $39.50

0.10 0.10
1.50

KPM
KPM
SAQ SAQ SAQ SAQ SAQ SAQ SAQ SAQ
SAQ

ail correspondence to James E. O'Neil regarding logistics for fiing amended schedules

Assist with filing of amended schedules

$592.50
$45.00
$45.00

06/03/09
06/03/09 06/03/09 06/03/09

Teleconference with S. McFarland re preparation of amendments and service issues


Teleconference with K. Nownes at Omni Mgmnt re status of amendments and service issues
Revise PERL schedule B

0.20 0.20 0.10 0.60


OAO

225.00 225.00 225.00 225.00 225.00 225.00 225.00 225.00

$22.50

Prepare amendments for PERL schedules and SOFA Prepare amendments for PEAO schedules and SOFA

$135.00
$90.00

06/03/09 06/03/09
06/03/09 06/03/09 06/03/09

Prepare amendments for Cameros Energy schedules and SOFA


Review status and prepare all amendments, cover sheets, notices and exhibits for S. McFarland review
Review mark-ups and finalize status of amendments for S.
McFarland review

0.30

$67.50
$67.50

0.30
OAO

$90.00
$1,192.50

Review and revise amendments and prepare for filing; prepare notices and exhibits for service on affected creditors

5.30

06/04/09

IDK

Emails with S. McFarland, client re issues and concerns of

OAO

750.00

$300.00

Invoice number 84605

68773 00002

Page 48

06/04/09 06/04/09

SEM SEM

CFO that certain pars of schedules be fied under seal, including past schedules, including who had authority to stop part of yesterday's fiings (.4). Email communications with James O'Neil regarding PERL Schedule E
Telephone conference with Mark Cervi and Kevin Tomossonie regarding PERL Schedule E(.3);Drafting email to Ira Kharasch and James O'Neil regarding telephone conference with Mark Cervi and Kevin Tomossonie re PERL Schedule E (.3)

0.20
0.60

525.00
525.00

$105.00 $315.00

06/04/09
06104/09

SEM SEM

06/04/09 06/04/09

SEM
SEM

06/05/09

IDK
KFF
SEM

06/05/09
06/05/09

Attention to setting up conference call with Gerr Tywoniuk and Zolfo re PERL Schedule E Email communications with Gerr Tywonuik and Scott Wynn regarding conference calI on Schedule E Addressing issue of payments for amended schedules Email exchange with Myra Kulick regarding sending copies of the amended schedules that were fied to the Company and to Zolfo Emails with Committee, S. McFarland re Committee concerns/questions on MORs (.2). Prepare eight (8) operating reports for April for e-filing and service, including affidavit of service
Telephone conference with Gerr tyoniuk, Scott Winn,

0.10
0.10

525.00 525.00

$52.50
$52.50

0.10 0.10

525.00 525.00

$52.50 $52.50

0.20

750.00

$150.00 $270.00 $262.50

1.0
0.50

225.00
525.00

Mark Cervi and Kevin Tomossonie regarding the filing of amended Schedule E for PERL
06/05/09
SEM

Verifications for Amended Schedule E for PERL(.I );Obtaining signature page for same (.1 );Coordination of fiing of Amended Schedule E for
Preparation of

0.60

525.00

$3 15.00

Perl(.I);Telephone conferemce with Katie Nownes

the Notice for Amended Schedule E for PERL(.2);Review notice of amended Schedule E(. i)
regarding the service of

06/05/09

SEM

Preparing notice of Second Amended Schedule G for PERL


Preparing notice of Amended schedules E for PEAO

0.40 0.20

525.00

$210.00

06/05/09
06/05/09 06/05/09

SEM SEM SEM

525.00 525.00
525.00

$105.00 $105.00
$157.50

Preparing notice of Second Amended Schedule F for PERL


Communications with Shawn Quinlivan regarding the fiing of the fuher amendments to the Schedules per inforamtion from Bil Lyng

0.20 0.30

06/05/09 06/05/09

SEM SEM

Email exchange with Gerr Tywoniuk and Mark Cervi regaring amended Schedule E for PERL
Responding to inquiry of Katherine Piper regarding how the payment to professionals is recording in the April MORs

0.10 0.10

525.00 525.00

$52.50 $52.50

06/05/09

SEM

Email communications with Shawn Quinlivan regarding the additional amendments to schedules re Bil Lyngs' comments
the exhibits to be sent to the parties afffected by the amendments to Schedule E for PERL
Review samples of

0.10

525.00

$52.50

06/05/09

SEM SEM
SEM

0.10 0.10

525.00 525.00 525.00

$52.50
$52.50

06/05/09
06/05/09

Email to Mark Cervi and Kevin Tomossonie regarding


further amendments to' Schedules

Preparing further amended schedules for filing and email

0.10

$52.50

Invoice number 84605

68773

00002

Page 49

to Shawn Quinlivan regarding the verifications


06/05/09
JEO

Review monthly operating report for April 2009


Work on amended schedules

0.40
0.50 0.20

535.00

$214.00 $267.50
$45.00

06/05/09 06/05/09

JEO
SAQ

535.00

Conference with S. McFarland re additional information from B. Lyng for schedules E & F and status of PERL Schedule E amendment

225.00

06/05/09

SAQ

Review attachment from B. Lyng re additional schedule E bonus detail and additional executory contracts for schedules F & G
Review and respond to S. McFarland email memo re 2nd amendments

0.10

225.00

$22.50

06/05/09 06/05/09 06/05/09

SAQ

0.10
0.30

225.00

$22.50 $67.50 $45.00

SAQ
SAQ

Create 2nd Amended Schedule F for PERL


Conference with S. McFarland re preparation of additional amendments and participation agreement for PERL
amended schedule G

225.00
225.00

0.20

06/05/09 06/05/09 06/05/09 06/05/09


06/05/09

SAQ SAQ

Prepare PERL amended schedule G

0.20 0.20 0.20 0.20 0.40 0.50

225.00 225.00
225.00 225.00 225.00

$45.00 $45.00 $45.00 $45.00 $90.00

Prepare PEAO amended schedule E


Prepare amended PERL SOFA

SAQ
SAQ SAQ SAQ
SAQ
SEM

Prepare verifications for G. Tywoniuk signatue re amendments for PERL & PEAO
Prepare revised verifications per request of S. McFarland and forward for signatures
Prepare Exhibit A to notice re amendments to schedules D & F for Gotland Oil

06/05/09 06/05/09
06/08/09 06/08/09 06/08/09 06/08/09 06/08/09 06/08/09 06/08/09 06/08/09
06/08/09

225.00 225.00
525.00

$112.50
$112.50 $210.00

Prepare Exhibit A to notice re amendments to schedules D & F for Petrocal Acq Preparation of amendments to various schedules for filing
Revise exhibit A to notice re amendments for Gotland Oil and Petrocal Acquisition Prepare notice of amendments for Petrocal Acquisition
Prepare notice of amendments for Gotland Oil
Prepare Exhibit A to notice of

0.50
0.40
0.40

SAQ
SAQ

225.00
225.00 225.00

$90.00 $45.00 $45.00


$45.00 $45.00 $45.00

0.20
0.20 0.20

SAQ SAQ
SAQ

2nd amended schedule F for

225.00 225.00 225.00 225.00 225.00


525.00
525.00

PERL

SAQ SAQ
SAQ

2nd amended schedule F for PERL Prepare Exhibit A to notice of amendment to schedule E for PEAO
Prepare notice of

0.20
0.20

Prepare notice of amendment to schedule E for PEAO


Conference with S. McFarland re verifications, notices and exhibits for amendments to PERL and PEAO schedules

0.20 0.20 0.10 0.60

$45.00 $45.00 $52.50


$3 15.00

06/09/09
06/09109

SEM
SEM

Email communications with Gerr Tywoniuk regarding the changes to the supplements to the schedules
Revisions to the verfcation pages to Supplement to Amended Schedules F and G for PERL and to Schedule E for PEAO(A);prepare same for sending to Gerr Tywoniuk for review and signing(.2)

06/09/09

SEM

Email communications with Gerr Tywoniuk regarding the supplements to Schedules F and G for PERL and Schedule E for PEAO
Telephone conference and email to Shawn Quinlivan
regarding changing the names of

0.10

525.00

$52.50

06/09/09

SEM

0.10

525.00

$52.50

the suuplements to

Invoice number 84605


Schedules Ea and G of

68773

00002

Page 50

PERL and E ofPEAO


0.20

06/09/09
06/1 0/09

SAQ

Revise amendments for PERL and PEAO to supplements for additions to schedules E & F Email exchange and telephone conference with Mark Cervi regarding the supplements to the schedules

225.00
525.00 225.00 525.00

$45.00
$52.50 $45.00

SEM
SAQ

0.10 0.20 0.90

06/10/09
06/11/09

Review and track email memos re status of supplements to


amendments and non-residential real propert leases

SEM

the Supplements to Schedules (.4) Revising the Notices of revising the notices of fiing the supplements, (.2);assembling the supplements to schedules for fiing(.2);preparing notices for service and conference with the Notices of same(.l); Myra Kulick regarding service of

$472.50

06/19/09
06/19/09 06/29/09

KFF KFF
SEM

Prepare seven (7) affidavits of service for e- fiing regarding amended schecules and claims

0.20 0.50
0.10

225.00 225.00
525.00
535.00

$45.00

Draft cover page, e-fie and serve amendmend No.2 to DIP, including drafting affdavit of service
Telephone conference with Kevin Tomossonie regarding
amendments to schedules and SOFA

$112.50
$52.50

06/29/09

JEO

Review schedules and statements

0.60
46.10

$321.00

Task Code Total

$16,026.50

Financing (B230)

06/01/09 IDK

Telephone conferences and emails with R. Itkin for Committee re status of DIP negotiations for 6/3 hearing, and possibility of Committee getting part of proceeds of Beta seller litigation (.5); Emails with M. Litvak re issues on DIP budget/agreement as to maturity and use of sale proceeds, and consider for fuher budget negotiation (.2); Emails with client re its need for information for new DIP budget, including gathering information on same (.4).
Committee re summary of DIP negotiations and need for input from debtor (.4); Emails with Zolfo re need for call on budget-DIP and coordinate (.2); Prepare for budget call with Zolfo for what is needed post-sale closing and to clean up cases, including ambiguities in DIP agreement re termination upon subst sale (.4); Emails with M. Litvak re same on terms in DIP agreement and how to interpret, and consider (.3); Attend conference call with Zolfo on
Telephone conference with F. Agusti of

1.0

750.00

$825.00

06/02/09 10K

5.50

750.00

$4,125.00

post-sale closing budget issues (.6); Telephone conference

Committee counsel re DIP hearing tomorrow (.2); Telephone conference and e-mail exchange with Scott Seamon of Goldman re status of DIP negotiations and prep for hearing (.3); Telephone conference with Silverpoint counsel re same (.2); Review and consider in detail Committee's opposition to final DIP (.5); Emails with client re same (.1); Telephone conferences with M. Litvak re Committee's extensive opposition to final DIP filed today and need to coordinate re same and with lenders later today (.2); Emails with Winn re same, and Goldman's concerns re hearing
with Josh T of

Invoice number 84605

68773 00002

Page 51

tomorrow on prep, and timing problem re same and need for his early arrval (.3); Emails with M. Litvak, Winn re same and evidence issues (.2); Telephone conference with Seamon and then with Seamon, M. Litvak re preparation issues for tomorrow's contested DIP hearing (.3); Telephone conferences and e-mail exchange with M. Litvak, CFO re same, and how to coordinate response to numbers analysis by Committee FA (.2); Review Committee's memo to lenders re need for delay and info on settlement negotiations (.2); Emails with Committee re status of negotiations and possible meeting with lenders in Delaware (.3); Review and consider M. Litvak's draft response to Committee opposition to DIP and summary of need for other arguments (.3); Emails with M. Litvak re same, and consider oral argument preparation (.3).

06/02/09 MBL Calls/emails with team and lenders re DIP financing


motion.

1.00

550.00 550.00 750.00

$550.00

06/02/09 MBL Prepare for hearing on DIP financing motion; draft proffer
and review Committee objection.

3.80

$2,090.00 $7,125.00

06/03/09 IDK Attend telephonically meeting with lenders, Zolfo, M.


Litvak re preparation prior to today's hearing on DIP, and how the proposed final DIP order wil be changed to reflect part of anticipated deal with Committee, issues re budget and benchmark deadlines re abandonment of non-ops, commencement of litigation vs Chevron (2.8); Review briefly numerous emails on data and info needed for revised budget and re Committee's opposition (.3); Review briefly lenders' proposed final order, including its gives to Committee (.4); Emails with CFO, CEO re same and problems re various benchmark negotiations,
especially abandonment of

9.50

non-oppositions, and closing

deadlines of sales, and consequence of failure to abandon by deadline, and whether sale closing benchmarks are workable (.6); Telephone conferences and em ails with R. Saunders re need for infonnation on claims analysis to help justify unilateral offer of settlement of DIP objection (.4); Review ofR. Saunders client memo on claims analysis and forward to Zolfo and M. Litvak for hearing, along with preference summary (.3); Attend telephonically hearing on DIP financing (2.5); Emails with client, M. Litvak re new budget and other info needed as result of hearing (.2); Review of lenders' revised DIP order reflecting changes at today's hearing, and consider problem of lack of clarity on removal of avoidance actions from priority claims as well as liens (.4); Telephone conferences with Committee counsel re same and how to fix (.2); Emails and telephone conferences with Committee DIP order to take care of counsel re its revised draft of problem, and problem of lender waiver of deficiency claims, and need for them to make further changes (.4); DIP order and Emails with M. Litvak re coordinate of issues (.2); Numerous emails with lenders and Committee re dispute over DIP order re deficiency claim waiver of
lenders and when effective (.3); Review of

next revisions

of DIP order, including various emails from prod and royalty claimants (.3); Emails with lenders and client re need for feedback on Aera paragraph in DIP (.2).

Invoice number 84605


06/03/09 06/03/09
JEO

68773 00002

Page 52
1.00

RMS

Meet with lenders in prepartion for hearing on DIP financing Email exchange with I Kharasch regarding claims
projections (0.2) and review of

535.00
495.00

$535.00

2.10

$1,039.50

relevant materials (0.8);

review of schedules; telephone conferences with I Kharasch (0.2), S McFarland (0.1) B Osborne (0.2) and K Nownes (0.2) and voice mail to S Quinlivan (0.1); drafting detailed em ails with response to question posed (0.3)

06/03/09
06/03/09 06/03/09 06/04/09

MBL MBL MBL


KFF

Prepare for hearing; meetings with lenders, revise DIP order.


Handle DIP hearing and Union motions.
Emails following hearing re DIP order.

4.50
3.00 0.50
1.20

550.00 550.00

$2,475.00 $1,650.00
$275.00
$270.00

550.00 225.00

Draft certification of counsel regarding DIP order, including preparing for e-ming and submission to chambers

06/04/09

MMB

Filng of amended budget and revisions thereto


Review of furter revised DIP order by lenders (.3); Numerous emails with Committee and lenders on their dispute over whether court granted standing to Committee for avoidance actions, and Committee's language re no liens/claims in same (.6); Email with client re status of same (.1); Numerous emails with lenders and client, Zolfo re need for budget and revisions thereto, including breakdowns of amounts being funded re Beta earn out and royalties, Aera's demand for revisions, and then re amounts for Noble, and need for revisions re same and including review of same (1.2); Telephone conferences with client re same and explanations re budget changes (.2); Emails with J. O'Neil, Mark B re same and status of

1.70

325.00 750.00

$552.50

06/04/09

10K

3.60

$2,700.00

when to me DIP

order and budget and cour's leaving town tonight, and revisions to same (.5); Emails with lenders, Committee re resolution of disputes on order and proposed final order (.3); Telephone conference and emails with Committee,
lenders and then J. O'Neil re same and problem of wrong

order being submitted and need to fix (.3); Emails re entry of correct final DIP order (. i).
06/04/09
SEM

Email communications with Jamie O'Neil and Kathe Finlayson regarding COC for Final DIP Order(.I);Review and revise COC and email to Kathe Finlayson re same(.l);Review em ails from James O'Neil, Kathe Finlayson, Mark Bilion, Ira Kharasch and Scott Seamon regarding submission of Final DIP Financing Order(.I)
Emails re DIP order; review revisions, budget issues.

0.30

525.00

$157.50

06/04/09 06/04/09 06/05/09


06/05/09

MBL

0.50 3.00 0.20

550.00 535.00 750.00 525.00

$275.00

JEO

10K
SEM

Work on DIP Order Emails with S. McFarland re issue on insurance financing


and the broker fees and consider (.2).

$1,605.00
$150.00
$52.50

Responding to inquires from Max Litvak and Christi Parker regarding the bar date for the amended credit agreement
Review emails re DIP amendment and DIP financing (1.5).

0.10

06/05/09
06/08/09

MBL

1.80

550.00 750.00

$990.00 $450.00

Call with C. Parker re same (0.3).

10K

Emails with M. Litvak re issues on 2d amendment to DIP


on benchmarks and abandonment, and naked auction on

0.60

non-op, and consider alternatives (.3); Review various

Invoice number 84605

68773 00002

Page 53

emails with client, Rutan on issues on 2d amendment to DIP re sales, benchmarks (.2); Review briefly M. Litvak's summar of new deadlines/benchmarks (.1).
06/08/09

SEM
MBL
IDK

Responding to Max Litvak regarding changing the bar date from 90 days after the petition date to June 23rd
Review DIP amendment; em

0.20

525.00
550.00

$105.00 $715.00 $750.00

06/08/09 06/09/09

ails/calls re same.

1.0
1.00

Emails with M. Litvak re upcoming all hands call on DIP amendment drafts and issues (.1); Attend conference call with client, others re same, especially re sale/abandonment timeline (.6); Emails with M. Litvak re need for updated benchmark sale/abandonment list (.1); Review of numerous Emails with client, others re our redraft of2d amendment to DIP, and post-closing budget concerns (.2).
Consider revised budget and need for further revisions for same (.2); Telephone conferences with Cervi re issues on revised budget for today for 2d amendment to DIP, and questions re Cook Inlet payments and changes to professional fee estimates (.3); Emails with lenders, others re revisions to 2d amendment to DIP for today and moving
benchmarks (.3).

750.00

06/12/09

10K

0.80

750.00

$600.00

06/12/09 06/12/09 06/16/09

MBL
SEM

Emails!calls re DIP amendment.


Responding to inquir from Katherine Piper regarding

1.00

550.00 525.00

$550.00

0.10

$52.50
$300.00

Insurance Premium Finance


10K

Emails with client, Zolfo re lenders' refusal to accept our


revised budget re propert taxes, related items and CIPL

0.40

750.00

amounts, and consider (.2); Emails with client, lenders, others re status of finalizing and executing 2d amendment to DIP (.2).
06/17/09
10K

Emails with Committee, S. McFarland re Committee's insistence that lenders cash collateral be used to pay fee auditor.

0.20

750.00

$150.00

06/17/09

SEM

Email communications with Jennifer Kuritz and Katherine


Piper regarding the signed Insurance Premium Finance

0.10

525.00

$52.50

Agreement
06/17/09
SEM

Review email from Katherine Piper re issue with Insurance Premium Finance Agreement and email to Jennifer Kuritz re same
Review of

0.10

525.00

$52.50

06/18/09

10K

numerous emails with lenders, M. Litvak re


budget

0.30

750.00

$225.00

lenders' reaction to Committee's insistence of

change for fee auditor and possible resolutions, and Committee feedback re same (.3).
06/19/09
06/19/09
JEO
SEM

Work on Notice of Service for Amendment No.2 to DIP Agreement


Review adem

0.40

535.00 525.00

$214.00 $105.00

dum to the Insurance Finance Agreement and

0.20

the provisions ofthe Agreement(.1);Email

communicaitons with Katherine Piper re same (.1)


06/19/09 06/23/09
SEM SEM

Consider changes to Insurance Premium Finance Agreement and email to Jennifer Kuritz re same

0.10 0.10

525.00

$52.50 $52.50

Review executed Insurance Premium Finance Agreement as amended

525.00

Task Code Total

51.0

$31,868.50

Invoice Dumber 84605

68773

00002

Page 54

General Business Advice (B410)

06/01/09

10K

Emails with R. Saunders and S. McFarland re coordination


of weekly intemal call today, including review of agenda

0.70

750.00

$525.00

for same (.3); Attend conference call re same (.4).

06/01/09

SEM

Telephone conference with Rob Saunders regarding updating list of pending matters (.I);Updating list of pending matters for Kathe Finlayson, Kitt Makowski and me(.2) Telephone conference with Ira Kharasch and Rob Saunders regarding status of pending matters
Email communication with Jim Arlington regarding M-32 Transaction Preparation for weekly call with I Kharasch and S McFarland (0.4); Conference cal\ with I Kharash and S
McFarland (0.5)

0.30

525.00

$157.50

06/01/09
06/01/09 06/01/09

SEM

0.40 0.10

525.00 525.00

$210.00

SEM
RMS

$52.50

0.90

495.00

$445.50

06/03/09

10K

Telephone conference with CEO, CFO re general status of case after today's fmal DIP and Chevron hearings, and steps and strategy going forward (.4).
Preparation for weekly client cal\ (0.3);1 weekly client cal\ (0.5) Telephone conference with Winn re general case/strategy issues as result of hearing yesterday (.5); Emails with Winn re same and Silverpoint (.1); Review agenda for client all hands weekly call (.1); Emails with R. Saunders re same and who attends (. i); Attend weekly call re general
issues (.4).

0.40

750.00

$300.00

06/04/09

RMS

0.80
1.20

495.00
750.00

$396.00 $900.00

06/04/09

10K

06/04/09 06/05/09 06/05/09

SEM

Participate in al1 hand cal1 regarding pending matters

0.40 0.30
1.70

525.00

$210.00 $165.00
$1,275.00

MBL
IDK

Call with i. Kharasch re pending tasks. Review email from Amber re Goldman analysis of oil prices and impact, and consider (.2); Emails with client, others re same as to valuation and sale issues, and whether Beta is cash flow negative (.4); Email to Committee re same (.1); Emails with client re tax/OL cal1 later today (.2); Emails with R. Saunders re his prior NOL memo & review of prior memos on NOLs (.3); Review email from client with info re next week's Board meeting and time tax call and preliminary (.2); Emails with client re result of

550.00
750.00

analysis re use ofNOL, and abilty to confir plan, and


consider options re same (.3).
06/08/09
IDK

Attend conf cal\ with client, CFO, CEO, M. Litvak re numerous issues, upcoming Board call, abandonment, sales, Marathon adversary (i .0); Emails with client, Board members re need to reschedule Board cal1 tomorrow (.2).
Draft memorandum re applicable deadlines.
Telephone conferences with client, CFO, re issues on
potential buyer of secured debt and restrctuing

1.20

750.00

$900.00

06/08/09 06/09/09

MBL

0.70
1.00

550.00

$385.00
$750.00

10K

750.00

alternatives (.4); Emails with client re same and its drafts of same explanation to potential purchaser (.3); Telephone conferences and email with M. Litvak re tomorrow's Board cal1 and status of sale for potential July 1 hearing (.2); Emails with Zolfo re need to coordinate cal1 tomorrow on wind down budget (.1).

Invoice number 84605


06/09/09
06/1 0/09

68773 00002

Page 55
0.30
2040

MBL
IDK

Call with ORR holder re AK contraction notice, update client.


Prep for Board call latertoday, including review of agenda,

550.00

$165.00
$1,800.00

750.00

operations report, and memos on timelines for sale/abandonment (A); Attend Board call on case status,
sales and process, abandonment issues, and lenders and

DIP (1.0); Emails with M. Litvak re same and Board authority to fie abandonment motions (.2); Review of draft post-sale closing budget for post sale issues in prep for call1ater today, and consider appropriate budget and issues (A); Attend call with Zolfo re budget issues for post-sale closing and where case goes after sale and abandonment (.2); Email exchange with A. Caine re same and budget for preferences, and related issues on lender financing (.2).
06/11/09
IDK

Telephone conferences with counsel to Polytech re case background for potential purchase of debt, Committee rights reserved (.3); Emails with A. status and nature of Caine, Zolfo re post-sale budget issues and costs of preference actions and timing re same (.2); Prep for weekly call, including review of agenda (.2); Attend weekly all hands call with client, others on all outstanding issues (.7); Telephone conferences with counsel to Polytech re Committee's challenge rights and how that might work on debt purchase, issues on assignability of operating agreement with Chevron, due diligence, etc (.5).
Participating in all hands call re pending matters

1.90

750.00

$1,425.00

06/11/09

SEM

0.20
1040

525.00

$105.00

06/12/09

IDK

Attend conference call with client, Zolfo, others re issues relating to lenders' mark up of2d amendment to DIP re new deadlines to sale, abandonment, and issues re the transition of abandonment to the AK lessors, environmental issues and concerns, post-sale closing
budget and next steps in case (104).
Telephone conference with Winn re general status of big

750.00

$1,050.00

06/16/09

IDK

0.30

750.00

$225.00

pictue issues, including sales, abandonment, potential debt


buyer (.3).

06/18/09

IDK

Emails with Zolfo re need for call on a new restrctUring


term sheet (.2); Review and consider draft of

2.20

750.00

$ i ,650.00

new global

restructuring term sheet (.3); Review briefly agenda for weekly call with client, all hands (.2); Attend conference call with client, others re major open issues in case (.6); Review revised restrcturing term sheet and note various open issues/problems re same (A); Attend conference call with client and Zolfo re restrcturig term sheet issues (.5).
06/18/09 06/18/09 06/19/09
SEM
RMS
IDK

Paricipating in all hands call regarding pending matters


Weekly client call

0.20
0.50

525.00

$105.00 $247.50 $600.00

495.00
750.00

Telephone conference with CFO, Zolfo re restrcturing proposal issues and related tax issues re NOLs, and consider possible tax lawyers to retain (.4); Emails and telephone conferences with various tax lawyers for possible assistance re same (A).
Emails with Rutan re tax issues on restrcturig and its
expertise re same (.2); Telephone conference and em ails

0.80

06/22/09

IDK

1.00

750.00

$750.00

with client re same, and re Loeb & Loeb expertise (.3); Telephone conferences with Loeb finn re same and NOL

Invoice number 84605

68773

00002

Page 56

issues (.2); Review and consider memo from client re summary of accountants NOL/cancellation of debt analysis in various scenarios, and next steps (.3).

06/23/09 06/23/09 06/24/09

MBL

Update call with i. Kharasch re case status; miscellaneous emails re pending matters.
Telephone conference with client re restrctuing issues

0.50

550.00 750.00 750.00

$275.00 $150.00 $375.00

IDK
IDK

0.20 0.50

(.2).

Telephone conferences with client, Zolfo re restrcturing issues, and Forest subordination and consider (.2); Emails
with client, and Loeb re status of

tax analysis from

accountants re restrcturing issues, NOLs, and


coordination (.3).

06/25/09

IDK

E-mails with R. Saunders, S. McFarland re need for call on all issues (.2); Attend conference call re same on all issues (.7); Review and consider memo from client to Board re general status and Oppositions (.2); E-mails with Company re need to reschedule today's weekly call (.1); E-mails with client with summary oftax consequences in
restrcturing scenarios, including brief review of same, and

2.20

750.00

$1,650.00

need for coordination of call tomorrow re same with tax counsel (.3); E-mails with Loeb fum re same on tax consequences, summary of general background of debtors
and debt strcture, and coordination of call (.4); E-mails

with S. McFarland re need for corporate information for tax lawyers, including corporate chart and review of same
06/25/09 06/25/09 06/25/09 06/25/09
06/26/09
SEM
(.3). Telephone conference with Ira Kharasch and Rob Saunders regarding the status of various pending matters
0.70

525.00

$367.50
$2 i 0.00

SEM
RMS RMS
IDK

Review and revise open task list


Email exchange with I Kharasch and S McFarland and M Litvak in preparation for status and task call

0.40 0.20 0.80 4.90

525.00

495.00 495.00
750.00

$99.00

Task and responsibility conference call with I Kharasch and S McFarland


Review agenda for weekly client calI on all issues (.1); Review and consider draft from client of extensive global restrcturing proposal and key steps summar for same and draft letter to Committee, and issues for clarification (.6); E-mails with CFO, Zolfo re same and status of
communication to Committee re restrcturing alternatives

$396.00
$3,675.00

(.2); Review and consider memo from client re open tax issues for restrcturing proposal, and draft correspondence to Chinese financing entity (.4); Telephone conference and e-mails with M. Litvak re same, and open issues, and consider (.3); Attend conference call with client group on all open issues, including updates on bidders and financing of same, and abandonment (1.); Attend conference calI with client, Zolfo, re general restrctuing issues, and accountants tax memo re restrcturing (.5); Telephone
conferences with Loeb attorneys re restrcturing status,

and taxOL issues for calI today (.4); Attend conference


call with client group, Loeb, re restrctug issues, communications re same with Committee and Polytec, and tax related concerns (1.); E-mails with information to Loeb for restrcturing backgroud (.2).

06/26/09

IDK

E-mails with CFO re furter tax analysis by accounting for

0.60

750.00

$450.00

Invoice number 84605

68773 00002

Page 57

restrcturing scenarios, and coordination of call next week re same (.2); Review client's revised letter and restrcturing term sheet to Committee, and its cover letter, re need to move quickly re AK sale (.3); Email M. Litvak
re same (.1).

06/26/09

MBL

Attend update cal1 with client; fol1ow up with i. Kharasch.


Review restrcturing proposal; comment re same.

1.00

550.00 550.00
750.00

$550.00 $275.00 $225.00

06/26/09 06/29/09

MBL

0.50 0.30

10K

Telephone conferences with Scott W, then M. Litvak re


problem of probable shut down of

primary oil pipeline in

Beta tomorrow and impact on case, budget, sales, and


consider (.3).

06/30/09

10K

Emails with Fil A re status of Committee review of restrcturing proposal (.2).

0.20

750.00

$150.00

Task Code Total

34.30

$23,641.50

General Creditors Comm. lB150)


$225.00
$300.00

06/04/09
06/15/09

10K
IDK

Emails with Fil Agusti re his inquiries on case issues and


abandonment (.3).

0.30
0040

750.00

Emails with client, others re Committee's request for substantial data on prior sales (.2); Telephone conference with Committee counsel, Piper, re general status of sale and abandonment motions (.2).

750.00

06/23/09

10K

Telephone conference with F. Agusti, Committee counsel, re general case direction and lenders and sale process, and next weeks bid procedure hearing and requested extension (A); Emails with CFO re summary of accountants on NOL/tax issues on restructuring issues (.2).

0.60

750.00

$450.00

Task Code Total

1.0

$975.00

Operations (B210)

06/01/09 06/01/09 06/01/09 06/02/09

LAF
SEM SEM

Legal rsearch re: Certificate & tariff.

0.50 0.10 2.20


0.20

250.00
525.00 525.00 650.00

$125.00
$52.50

Emails to Jim Arlington regarding questions on pipeline issue.

Review and analysis of tariff for the CIGGS pipeline fad lity
Emails to, from Robert M. Saunders regarding Aera, Noble, CrRI status or motions, background regarding CIRr
(.2).

$1,155.00
$130.00

JK
SEM SEM

06/02/09 06/02/09

Email exchange with Jim Arlington regarding Alaska counsel re the Marathon pipeline issues
Telephone conference with Jamie Linxwiler and Jim Arlington regarding issues with Marathon pipeline and fuel
gas

0.10

525.00

$52.50

1.0
0.10

525.00

$630.00

06/02/09 06/03/09

RMS

Email exchange with M Cervi regarding wind down


budget call

495.00
525.00

$49.50

SEM

Review and respond to emails from Jamie LInxwiler

0.20

$105.00

Invoice number 84605


regarding CIGGS

68773

00002

Page 58

06/04/09

SEM

Review, analyze and respond to emails from Jim Arlington and James Linxwiler regarding Marathon issues

0.40 0.20

525.00
750.00

$210.00
$150.00

06/05/09

IDK

Emails with S. McFarland, R. Saunders re client need for analysis of draft Marathon fuel delivery agreement, and coordination of same (.2).
Conference with Mark Cervi regarding insurance broker(.1);Email to Ira Kharasch re same (.1)

06/05/09 06/05/09 06/08/09


06/08/09 06/09/09

SEM SEM SEM


SEM

0.20

525.00

$105.00
$157.50
$52.50 $52.50

Review and consider termsheet re proposal for Marathon(.2);Email to Ira Kharasch re same(.I)
Telephone conference with Mark Cervi regarding insurance broker payment
Email communications with Ira Kharasch regarding payment of insurance broker

0.30
0.10

525.00 525.00 525.00


750.00 750.00

0.10
0.30

IDK

06/18/09
06/19/09

IDK
IDK

Emails with counsel to vendor re critical vendor status (.2); Emails with S. McFarland re same (.1). Emails with client, M. Litvak re Chevron's proposal on how to ship and store oil in Cook Inlet, and who pays (.2). Review and consider extensive letter from counsel to Rosecrans Energy re abandonment account and need for information re same, and its possible claims (.2); Emails with client, Rutan re same and how to proceed (.2).
Emails with counsel for Rosecrans Energy re timing on response to extensive info requests and accounting (.2).

$225.00 $150.00 $300.00

0.20
0.40

750.00

06/22/09

IDK IDK

0.20 0.50

750.00
750.00

$150.00 $375.00

06/24/09

Emails with client re State of AK inquiry re Redoubt Escrow, and need for copy ofrequest to State to reconsider amount required, including review of same (.4); Emails with State of AK counsel re same (.1).
Emails with Winn re status of San Pedro pipeline problem and possible solution to MMS concerns, and whether we need to disclose, and consider (.3).

06/30/09

IDK

0.30

750.00

$225.00

Task Code Total

7.80

$4,452.00

Plan & Disclosure Stmt. (B320l

06/09/09 06/09/09 06/09/09


06/09/09

IDK
SEM SEM
RMS

Emails with S. McFarland re issues on motion to extend


deadline to fie plan (.2).
Begin preparation of the motion for an extension of the

0.20

750.00 525.00
525.00

$150.00

0.90
0.20

$472.50 $105.00
$49.50

exclusive plan filng period

Email communications with Rob Saunders regarding form of motion to extend exclusivity

Email exchange with S McFarland regarding exclusivity extension motion


Emails with S. McFarland, M. Litvak re draft of motion to extend exclusivity and length of extension, and consider same (.3).

0.10
0.30

495.00
750.00

06/10/09

IDK

$225.00

06/1 0/09 06/1 0/09

SEM SEM

Drafting the motion to extend exclusivity


Message from Clerk regarding hearing date for Disclsoure Statement and email communication to Jeff Dulberg re

4.30
0.10

525.00 525.00

$2,257.50
$52.50

Invoice number 84605


same

68773

00002

Page 59

06/11/09

IDK

motion to extend exclusivity, along with related correspondence re issues, and need for memo to S. McFarland re revisions (.3); Preparation of revisions needed to such motion re DIP, sale benchmarks, work on same (.3); Emails with S. McFarland re same and status of moving sale benchmarks (.2); Emails with S. McFarland re revised motion to extend and my comments,
Review and consider draft of including review of

1.00

750.00

$750.00

revised motion (.2).

06/11/09 06/11/09
06/1 1/09

SEM
SEM

Reviewing emails from Ira Kharasch and Max Litvak regarding the Motion to Extend Exclusivity
Revise motion to extend exclusivity period per comments recieved from Ira Kharasch, Max Litvak and Rob Saunders
Review/comment on exclusivity motion.

0.20

525.00 525.00 550.00 395.00

$105.00

2.10 0.30

$1,102.50
$165.00
$39.50 $39.50 $79.00 $39.50

MBL KPM

06/11/09

Review email correspondence from Scotta E. McFarland regarding revisions to exclusivity extension motion Review and respond to email correspondence from James E. O'Neil regarding filing exclusivity extension motion

0.10
0.10

06/11/09
06/12/09

KPM KPM KPM

395.00
395.00

Review email correspondence from James E. O'Neil and M. Litvak regarding fiing exclusivity extension motion
Review and respond to email correspondence from Maxim B. Litvak regarding status offiJing exclusivity extension motion

0.20
0.10

06/12/09

395.00

06/12/09
06/25/09

KPM
KFF KFF

Review and execute motion to extend exclusivity Draft certification of no objection regarding Motion to Extend Exclusivity
E-fie certification of

0.20 0.50 0.50


11.40

395.00 225.00

$79.00

$112.50 $112.50

06/26/09

no objection re Exclusivity

225.00

Task Code Total

$5,936.00

Ret. of Prof.lOther
06/01/09 06/01/09
KFF
KPM

Prepare certification of counsel regarding retention of Meyers Norris for e-fiing and service
Review and respond to email correspondence from Scotta revised declaration for Albrecht retention
E. McFarland regarding status of

0.50

225.00

$112.50
$39.50

0.10

395.00

06/0 1/09

KPM
KPM

Review and respond to email correspondence from James E. O'Neil regarding status of Meyers Norris retention

0.10 0.10
0.30 0.10

395.00 395.00

$39.50

06/01/09 06/02/09 06/03/09 06/03/09 06/03/09 06/03/09

Telephone call to J. McMahon (Trustee) regarding comments on Meyers Norris retention


Prepare certification of counsel regarding Meyers'

$39.50
$67.50

KFF
KPM
KPM
,

225.00
395.00

Retention for submission to chambers


Review order approving retention of

Meyers Norris

$39.50 $39.50
$39.50 $39.50

Draft email correspondence to J. Tuffs (Meyers Norris)


regarding order approving retention

0.10 0.10 0.10

395.00 395.00 395.00

KPM KPM

Review and respond to email correspondence from James E. O'Neil regarding Meyers Norris retention order Draft email correspondence to J. Tuffs (Meyers Norris)
regarding order approving retention

Invoice number 84605


06/10/09
SEM

68773 00002

Page 60
0.20

Email communications with Jamie O'NeiI regarding submitting the correct OCP Order(.l);Review the redline attached to the em ail and compare it to the correct OCP
Order (.1)

525.00

$105.00

06/15/09 06/15/09

SEM

Follow-up with James O'Neil and Kitt Makowski regarding the status ofthe amended OCP order
Email communications with Kitt Makowski regarding the the Amended OCP order to give to the Committee
red-line of

0.10 0.10

525.00
525.00

$52.50
$52.50

SEM

06/15/09 06/15/09 06/16/09


06/16/09

KPM

Review and respond to email correspondence from Scotta E. McFarland regarding revised OCP order
Review and respond to email correspondence from K.
Piper (Steptoe) regarding revised OCP order

0.10 0.10 0.20

395.00
395.00
525.00 525.00

$39.50

KPM
SEM SEM
IDK

$39.50

Telephone conference with Jessie Del Conte regarding Netherland Sewell disclosure affidavit

$105.00 $105.00 $150.00

Review redline of OCP order sent to Katherine Piper(.1 );Email ~xchange with Katherine Piper re same (.1) Telephone conference with S. McFarland re Clemens issue as to whether he can also be employed to represent buyer,
and consider (.2).

0.20
0.20

06/17/09

750.00

06/17/09 06/17/09
06/17/09

SEM SEM

Review and revise COC re amended OCP order (.3);Email to Kitt Makowski regarding same (.1) Responding to inquiry of Mark Clemans regarding his representation of other client

0.40 0.20
0.10

525.00
525.00
525.00

$210.00
$105.00
$52.50 $52.50 $52.50

SEM
SEM

Email communications with Kitt Makowski regarding the COC for the amended OCP order
Review black line ofOCP order being submitted to the court
Follow-up with Kitt Makowski re service of

06/17/09
06/17/09

0.10
0.10

525.00 525.00 525.00 395.00

SEM SEM

the COC re

the amended OCP Order


06/17/09

Telephone conference with Mark Clemans regarding potential client


Review and respond to email correspondence from Scotta E. McFarland regarding certifications of counsel and revised OCP order
Review, compile and execute certification of counsel and revised OCP order; Coordinate fiing and service of same
Review and respond to emai1 correspondence from James E. O'Neil regarding certification of counsel for revised OCP order

0.10
0.10

$52.50
$39.50

06/17/09

KPM

06/1 7/09

KPM

0.20 0.10

395.00 395.00

$79.00

06/17/09

KPM

$39.50

06/17/09 06/17/09 06/18/09 06/19/09

KPM KPM MBL


SEM

Review, revise and compile certification of counsel for revised OCP order
Draft email correspondence to Scotta E. McFarland regarding certification of counsel for revised OCP order

0.30 0.10 0.50


0.10

395.00 395.00
550.00 525.00

$118.50
$39.50

Calls and emails re Committee comments to fee auditor


order.

$275.00
$52.50

Dealing with getting finalized fee auditor order from committee and email same to James O'Neill to deliver to
Warren Smith

06/25/09

KFF

Draft certification of no objection regarding retention of AMS-PAR

0.50

225.00

$112.50

Invoice number 84605


06/26/09 06/26/09
KFF
E-fie certification of

68773

00002

Page 61
0.50

no objection re retaining AMS-PAR

225.00
750.00

$112.50 $150.00

10K

06/26/09

SEM

E-mails with S. McFarland re employment issues for Loeb as tax counsel, and summar of OCP and whether they fit (.2). Responding to Ira Kharasch's request regarding the requirements for OCPs

0.20

0.30

525.00

$157.50

Task Code Total

6.60

$2,806.50

Stay Litigation (BI40)


06/02/09
SEM

Review Motion for Relief from stay fied by Chrsler re Mercedes and email to Mark Cervi re same (.I);Telephone

0.20

525.00

$105.00

conference with attorney for Chrsler regarding retum of


car on March 19th and rejection oflease (.1)

06/16/09

SEM

Telephone conference with Mark Cervi re motion for relief from stay fied re the Mercedes(.I);Telephone conference with the attorney for the movant re same(.2);Email to the attomey for the movant transmitting the rejection motion and order that rejected the mercedes lease(.I);Review the proposed order on the stay motion (.1)
responding to inquiry from Rob Saunders regarding the motion for relief from stay fied by Mercedes
the relief

0.50

525.00

$262.50

06/23/09

SEM SEM
RMS

0.10 0.10 0.20


0.20

525.00

$52.50 $52.50

06/23/09
06/23/09 06/24/09 06/25/09

Voice message to the local counsel for Mercedes regarding from stay motion Email exchange with S McFarland and M Kulick regarding Mercedes lift stay motion

525.00

495.00
525.00 525.00

$99.00

SEM
SEM

Email exchange with Lindsay Perkins, attorney for Mercedes, regarding the withdrawal of the lift stay motion

$105.00
$52.50

the motion re lifting stay fied by Mercedes and email to Kathe Finlayson re removal from Agenda
Review withdrawal of

0.10

06/26/09

SEM

Research regarding the EEOC complaint

0.30
1.70

525.00

$157.50 $886.50

Task Code Total

Travel
06/02/09
06/04/09 06/07/09 06/30/09
MBL
MBL

AJK
MBL

Travel to DE for hearing. (biled at 1/2 normal rate) Travel following hearing. (billed at 1/2 normal rate) Return TraveL. (biled at 1/2 normal rate)
Travel to DE for hearing. (biled at 1/2 normal rate)

5.00

275.00 275.00
362.50 275.00

$1,375.00

7.00 4.70
5.00

$1,925.00
$1,703.75

$1,375.00

Task Code Total

21.70

$6,378.75

Total professional services:

710.10

$350,713.25

Costs Advanced:

Invoice number 84605

68773 00002

Page 62

03/19/2009 04/07/2009 04/07/2009


04/07/2009 04/07/2009 04/07/2009
04/07/2009

AT
FX
FX FX
FX FX FX FX

Auto Travel Expense rE109) Eagle- 16725- Jerr Tywoniuk


from Hotel DuPont to Phila airort

$95.70

Fax TransmittaL. rE104) (CORR 2 (E 1.00 PER PO)

$2.00

Fax TransmittaL. (EI04) (CaRR 12 (E 1.00 PER PO)


Fax TransmittaL. (EI04) (CORR 12 (E 1.00 PER PO)
Fax TransmittaL. (EI04) (CORR 12 (E 1.00 PER PO)

$12.00 $12.00 $12.00

Fax TransmittaL. rEI04) (CORR 12 (E 1.00 PER PO)


Fax TransmittaL. rE104) (CORR 12 (E 1.00 PER PO)

$12.00
$12.00
$9.00

04/07/2009
04/07/2009

Fax TransmittaL. rEI04) (CORR 9 (E 1.00 PER PO) Fax TransmittaL. rEI04) (CORR 12 (E 1.00 PER PO)
Fax TransmittaL. rE104) (CORR 12 (E 1.00 PER PO)

FX
FX

$12.00
$12.00
$4.00

04/07/2009 04/07/2009 04/07/2009 04/07/2009 04/07/2009 04/07/2009 04/08/2009 04/08/2009


04/08/2009

FX FX RE RE RE
FX FX

Fax TransmittaL. (EI04) (CORR 4 (E 1.00 PER PO)

Fax TransmittL. (EI04) (CORR 12 (E 1.00 PER PO)


Reproduction Expense. (EI01) (DOC 13 (E 0.10 PER PO)

$12.00
$1.30
$4.00
$1. 00

Reproduction Expense. (ElOl) (CORR 40 (E 0.10 PER PO)

Reproduction Expense. rEI0l) (CaRR 10 (E 0.10 PER PO) Fax TransmittaL. rEI04) (CaRR 12 (E 1.00 PER PO)
Fax TransmittaL. rE104) (CORR 3 (E 1.00 PER PO)

$12.00
$3.00
$1. 00

FX
RE

Fax TransmittaL. rEI04) (CORR 1 (E 1.00 PER PO)

04/08/2009 04/08/2009 04/08/2009 04/08/2009


04/08/2009

Reproduction Expense. (ElOl) (CORR 12 (E 0.10 PER PO)


Reproduction Expense. rEI01) (CORR 10 (E 0.10 PER PO)
Reproduction Expense. (E 101) (CO RR 10 (E 0.10 PER PO)
Reproduction Expense. (EIOI) (A

$1.20
$1. 00 $1. 00

RE RE RE RE RE RE RE
RE

OR 357 (E 0.10 PER PO)

$35.70
$7.50

Reproduction Expense. rE101) (CORR 75 (E 0.10 PER PO)

04/08/2009 04/08/2009 04/08/2009 04/08/2009 04/08/2009 04/08/2009


04/09/2009

Reproduction Expense. (EI0l) (CORR ll83 (E 0.10 PER PO)


Reproduction Expense. (EI 0 I) (CORR 37 (E 0.10 PER PO)

$118.30
$3.70

Reproduction Expense. rElOl) (CORR 964 (E 0.10 PER PO)

$96.40

Reproduction Expense. (EIOl) (CaRR 1536 (E 0.10 PER PO)


Reproduction Expense. rE I 0 1) (CORR 2448 (E 0.10 PER PO)

$153.60
$244.80
$2.30

RE
RE

Reproduction Expense. rEIOI) (CORR 23 (E 0.10 PER PO) Reproduction Expense. (EIO!) (AOR 313 (E 0.10 PER PO)
Reproduction Expense. rE i 0 1) (CORR 329 (E 0.10 PER PO)

RE
RE

$31.0
$32.90 $35.70
$9.00

04/09/2009
04/1 0/2009

RE

Reproduction Expense. (E 10 I) (CORR 357 (E 0.10 PER PO)


Fax TransmittaL. rE104) (CORR 9 (E 1.00 PER PO) Fax TransmittaL. rE104) (CORR 10 (E 1.00 PER PO)

04/13/2009

FX
FX

04/13/2009
04/13/2009 04/13/2009

$10.00 $10.00 $10.00 $10.00 $10.00 $10.00 $10.00 $10.00

FX
FX FX FX FX FX FX

Fax TransmittaL. (EI04) (CORR 10 ~ 1.00 PER PO)

Fax TransmittaL. (EI04) (CORR 10 (E 1.00 PER PO)


Fax TransmittaL. rE104) (CORR 10 (E 1.00 PER PO)

04/13/2009
04/13/2009 04/13/2009 04/13/2009 04/13/2009

Fax TransmittaL. rE104) (CaRR 10 (E 1.00 PER PO)

Fax TransmittaL. rEI04)(CORR 10 (E 1.00 PER PO)


Fax TransmittaL. rE104) (CORR 10 (E 1.00 PER PO)

Fax TransmittaL. rE104) (CORR 10 (E 1.00 PER PO)

Invoice number 84605


04/13/2009 04/13/2009
04/13/2009
FX

68773 00002

Page 63
$1.00

Fax TransmittaL. (E104) (CORR 1 ~ 1.00 PER PO)

FX FX
FX FX FX FX

Fax TransmittaL. (E104)(CORR 10 ~ 1.00 PER PO)


Fax TransmittaL. (E104) (CORR 10 ~ 1.00 PER PO)

$10.00 $10.00
$10.00

04/l3/2009
04/13/2009

Fax TransmittaL. (E104) (CORR 10 ~ 1.00 PER PO)


Fax TransmittaL. (E104) (CORR 10 ~ 1.00 PER PG)

$10.00
$10.00 $10.00 $10.00
$10.00

04/13/2009 04/13/2009 04/13/2009 04/13/2009

Fax TransmittaL. (EI04) (CORR 10 ~ 1.00 PER PG)


Fax TransmittaL. (E104) (CORR 10 ~ 1.00 PER PG)

FX
FX

Fax TransmittL. (EI04) (CORR 10 ~ 1.00 PER PG)


Fax TransmittaL. (EI04) (CORR 10 ~ 1.00 PER PG)

04/13/2009
04/13/2009 04/13/2009 04/13/2009
04/13/2009

RE RE RE
RE

Reproduction Expense. (ElOlJ (CORR 141 ~ 0.10 PER PG)


Reproduction Expense. (E101) (CORR 16 ~ 0.10 PER PG)

$14.10
$1.60 $1.40
$2.90

Reproduction Expense. (ElOl) (CORR 14 ~ 0.10 PER PO)


Reproduction Expense. (EI01) (CORR 29 ~ 0.10 PER PO)
Reproduction Expense. (E101) (CORR 109 ~ 0.10 PER PG)

RE
RE RE

$10.90
$2.20 $0.70

04/13/2009
04/13/2009

Reproduction Expense. (ElOl) (DOC 22 ~ 0.10 PER PG)

Reproduction Expense. (ElOl) (CORR 7 ~ 0.10 PER PO)


Reproduction Expense. (ElOl) (CORR 291 ~ 0.10 PER PO)
Reproduction Expense. (EIOl) (CORR 638 ~ 0.10 PER PG)

04/13/2009 04/13/2009 04/13/2009 04/13/2009


04/13/2009

RE

$29.10 $63.80
$0.50

RE
RE

Reproduction Expense. (ElOl) (CORR 5 ~ 0.10 PER PG)

RE
RE

Reproduction Expense. (ElOl) (CORR 5 ~ 0.10 PER PG) Reproduction Expense. (ElOl) (AGR 7 ~ 0.10 PER PG)

$0.50 $0.70
$2.70

04/13/2009
04/13/2009 04/13/2009 04/13/2009 04/14/2009

RE
RE RE

Reproduction Expense. (EI0l) (CORR 27 ~ 0.10 PER PG)


Reproduction Expense. (ElOl) (CORR 282 ~ 0.10 PER PG)
Reproduction Expense. (ElOl) (CORR 125 ~ 0.10 PER PO)

$28.20

$12.50 $34.10
$11. 00

RE
FX FX FX FX

Reproduction Expense. (ElOl) (CORR 341 ~ 0.10 PER PO)


Fax TransmittaL. (EI04) (CORR 1 1 ~ 1.00 PER PG)

04/14/2009 04/14/2009 04/14/2009 04/14/2009 04/14/2009

Fax TransmittaL. (EI04) (CORR 11 ~ 1.00 PER PG)

$11.00
$ i 1.00 $ i 1.00
$ i 1. 00

Fax TransmittaL. (E104) (CORR II ~ 1.00 PER PO)


Fax TransmittaL. (EI04) (CORR 11 ~ 1.00 PER PG)
Fax TransmittaL. (E104) (CORR 1 1 ~ 1.00 PER PG)

FX
FX FX FX

Fax TransmittaL. (E104) (CORR I 1 ~ 1.00 PER PO)

$11.00 $11.00
$ i 1.00
$ 11.00

04/14/2009
04/14/2009
04/14/2009 04/14/2009 04/14/2009

Fax TransmittaL. (E104) (CORR 11 ~ 1.00 PER PO)

Fax TransmittaL. (El04) (CORR 11 ~ 1.00 PER PO)


Fax TransmittaL. (E I 04) (CORR 11 ~ 1.00 PER PO)

FX
FX FX FX
FX

Fax TransmittaL. (EI04) (CORR II ~ 1.00 PER PG)


Fax TransmittaL. (E104) (CORR II ~ 1.00 PER PO)
Fax TransmittaL. (EI04) (CORR I 1 ~ 1.00 PER PO)

$11.00 $11.00 $11.00


$11. 00

04/14/2009
04/14/2009 04/14/2009 04/14/2009
04/14/2009

Fax TransmittaL. (E104) (CORR II ~ 1.00 PER PO)

FX
FX

Fax TransmittaL. (EI04) (CORR II ~ 1.00 PER PO)


Fax TransmittaL. (EI04) (CORR 11 ~ 1.00 PER PO)
Fax TransmittaL. (E104) (CORR 1 1 ~ 1.00 PER PG)

$11.00 $11.00
$ i 1.00
$ 1. 60

FX

04/14/2009 04/14/2009

RE RE

Reproduction Expense. (ElOl) (CORR 16 ~ 0.10 PER PO)

Reproduction Expense. (EI0l) (CORR 25 ~ 0.10 PER PO)

$2.50

Invoice number 84605


04/14/2009
04/ I 4/2009

68773 00002

Page 64
$20.00
$2.20

RE

Reproduction Expense. (EI01) (CORR 200 0.10 PER PO)

RE
RE RE

Reproduction Expense. (EI01) (DOC 22 0.10 PER PO)


Reproduction Expense. (EI01) (CORR 2055 0.10 PER PO) Reproduction Expense. (EIOI) (DOC 135 0.10 PER PO)

04/14/2009 04/14/2009 04/14/2009 04/14/2009

$205.50

$13.50

RE RE
RE RE RE
RE

Reproduction Expense. (EI01) (CORR 17 0.10 PER PO)


Reproduction Expense. (EI01) (CORR SS 0.10 PER PG)

$1.0
$S.SO

04/14/2009
04/14/2009 04/14/2009 04/14/2009 04/14/2009 04/15/2009 04/15/2009 04/15/2009

Reproduction Expense. (EI01) (CORR 854 0.10 PER PG)

$85.40
$3.30

Reproduction Expense. (EI01) (CORR 33 0.10 PER PG)


Reproduction Expense. (EI01) (CORR 48 0.10 PER PG) Reproduction Expense. (EI01) (DOC 50 0.10 PER PG)
Reproduction Expense. (EIOI) (CORR 35 0.10 PER PG)
Federal Express (EI08) 917127739 Federal Express (EI08) 917127739
Federal Express (EIOS) 917127739

$4.80 $5.00
$3.50

RE

FE
FE

$6.14 $6.14 $6.14 $6.14 $6.14 $6.14

FE FE

04/15/2009 04/15/2009
04/15/2009

Federal Express (EI08) 917127739


Federal Express (ElOS) 917127739
Federal Express (EIOS) 917127739

FE FE
FE FE FE
FE

04/15/2009
04/15/2009

Federal Express (EI08) 917127739


Federal Express (EIOS) 917127739
Federal Express (EIOS) 917127739

$14.14
$10.49
$10.03
$9.04
$S.SO

04/15/2009
04/15/2009
04/15/2009 04/15/2009 04/15/2009 04/15/2009 04/15/2009 04/15/2009 04/15/2009

Federal Express (EIOS) 917127739


Federal Express (E10S) 917127739
Federal Express (E 1 08) 917 I 27739

FE
FE

$6.14
$ 10.4

FE
FE FE FE FE FE

Federal Express (EI08) 917127739


Federal Express (EIOS) 917127739

$6.14 $9.04 $6.14


$S.80

Federal Express (El08) 917127739


Federal Express (EIOS) 917127739
Federal Express (E 108) 917127739

04/15/2009
04/15/2009

Federal Express (EIOS) 917127739 Federal Express (EIOS) 917127739

$6.14
$10.03

FE
FE

04/15/2009
04/15/2009

Federal Express (EI08) 917127739


Federal Express (EI0S) 917127739

$6.14 $9.04 $6.14


$6.14

FE FE FE
FE

04/15/2009 04/15/2009 04/15/2009


04/15/2009 04/15/2009 04/15/2009 04/15/2009

Federal Express (EI08) 917127739


Federal Express (EIOS) 917127739

Federal Express (EI0S) 917127739

$10.03

FE

Federal Express (EI08) 917127739


Federal Express (EIOS) 917127739
Federal Express (E 108) 9 I 7127739

$10.49
$6.14 $7.26 $6.14 $6.14
$6.14

FE
FE FE FE FE
FE

Federal Express (EI0S) 917127739


Federal Express (ElOS) 917127739
Federal Express (EIOS) 917127739
Federal Express (EIOS) 917127739

04/15/2009
04/15/2009

04/15/2009 04/15/2009

$6.14 $6.14

FE

Federal Express (EI08) 917127739

Invoice number 84605


04/15/2009 04/15/2009
04/15/2009
FE FE FE FE
FE

68773 00002

Page 65
$6.14

Federal Express (EI08) 917127739

Federal Express (EI08) 917127739


Federal Express (EI08) 917127739 Federal Express (EI08) 917127739 Federal Express (EI08) 917127739 Federal Express (EI08) 917127739
Federal Express (EI08) 917127739

$14.14 $10.49
$10.03
$9.04
$8.80

04/15/2009 04/15/2009 04/15/2009


04/ 15/2009

FE FE FE FE

$6.14

04/ 15/2009

Federal Express (EI08) 917127739

$6.14

04/15/2009 04/15/2009 04/15/2009 04/15/2009 04/15/2009


04/15/2009 04/15/2009
04/1 5/2009

Federal Express (EI08) 917127739


Federal Express (EI08) 917127739

$10.49
$6.14

FE
FE FE FE

Federal Express (EI08) 917127739


Federal Express (EI08) 917127739

$6.14
$9.04

Federal Express (EI08) 917127739 Federal Express (EI08) 917127739 Federal Express (EI08) 917127739
Federal Express (EI08) 917127739

$8.80 $6.14
$10.03

FE
FE FE FE FE FE

$6.14
$9.04
$6.14

04/15/2009
04/15/2009
04/1 5/2009

Federal Express (EI08) 917127739


Federal Express (EI08) 917127739 Federal Express (EI08) 917127739

$6.14
$ 10.03

04/15/2009
04/1 5/2009 04/1 5/2009

FE
FE FE

Federal Express (EI08) 917127739


Federal Express (EI08) 917127739

$10.49
$6.14 $6.14 $6.14

Federal Express (EI08) 917127739


Federal Express (E 1 08) 917127739

04/15/2009
04/1 5/2009
04/1 5/2009

FE
FE FE

Federal Express (EI08) 917127739

Federal Express (EI08) 917127739


Federal Express (EI08) 897553765 Federal Express (EI08) 897553765

$15.26

04/15/2009 04/15/2009
04/1 5/2009

FE
FE
FX

$20.90 $20.90
$1.00 $3.20

Fax TransmittaL. (EI04) (CORR i ~ 1.00 PER PG)


Reproduction Expense. (E 10 I) (CORR 32 ~ 0.10 PER PG)

04/15/2009
04/ i 5/2009

RE RE RE RE RE RE RE

Reproduction Expense. (ElOl) (AGR 580 ~ 0.10 PER PG)


10 I) (CORR 1300 ~ 0.10 PER PG) Reproduction Expense. (EIOI) (CORR 2 ~ 0.10 PER PG) Reproduction Expense. (E

$58.00

04/15/2009
04/ i 5/2009
04/1 5/2009

$130.00
$0.20

Reproduction Expense. (EIOI) (MOT 254 ~ 0.10 PER PG)

$25.40
$0.90 $0.80 $0.50
$0.50

04/15/2009 04/15/2009

Reproduction Expense. (ElOl) (CORR 9 ~ 0.10 PER PG)

Reproduction Expense. (ElOl) (CORR 8 ~ 0.10 PER PG)


Reproduction Expense. (E 10 I) (CORR 5 ~ 0.10 PER PG) Reproduction Expense. (E 10 1) (CORR 5 ~ 0.10 PER PG)

04/15/2009
04/1 5/2009

RE RE RE RE
RE

04/15/2009

Reproduction Expense. (EIOl) (CORR 250 ~ 0.10 PER PG)

$25.00
$2.80

04/15/2009
04/1 5/2009 04/1 5/2009

Reproduction Expense. (ElOl) (CORR 28 ~ 0.10 PER PG)


Reproduction Expense. (EI01) (CORR 1634 ~ 0.10 PER PG)

$163.40
$7.20 $3.20

RE
RE

Reproduction Expense. (EIOl) (DOC 72 ~ 0.10 PER PG)


Reproduction Expense. (EI01) (CORR 32 ~ 0.10 PER PG) Reproduction Expense. (ElOl) (CORR 129 ~ 0.10 PER PG)

04/15/2009
04/15/2009

RE

$12.90

Invoice number 84605


04/15/2009
04/15/2009
RE RE
RE RE RE

68773 00002

Page 66
$1.10

Reproduction Expense. (EIOIJ(CORR II ~ 0.10 PER PG)


Reproduction Expense. (EIOIJ(CORR 11 ~ 0.10 PER PG)
Reproduction Expense. (EI01) (CORR 53 ~ 0.10 PER PG)
Reproduction Expense. (EIOIJ (CORR 5 ~ 0.10 PER PG)

$1.0
$5.30 $0.50 $1.10

04/16/2009
04/20/2009

04/20/2009 04/20/2009 04/21/2009

Reproduction Expense. (EI0l) (CORR 11 ~ 0.10 PER PG)


Reproduction Expense. (EIOl) (CORR 532 ~ 0.10 PER PG) Reproduction Expense. (ElOlJ (CORR 106 ~ 0.10 PER PG)

RE RE
RE

$53.20
$10.60
$3.50

04/21/2009
04/24/2009

Reproduction Expense. (ElOl) (CORR 35 ~ 0.10 PER PG)


Reproduction Expense. (ElOI) (CORR 12 ~ 0.10 PER PG) Reproduction Expense. (EI01) (CORR 201 ~ 0.10 PER PG)
Conference Call (E 1 05) AT&T Conference Call, RMS

RE RE
CC

$1.0
$20.10
$6.42

04/24/2009
05/05/2009

05/11/2009
05/11/2009 05/11/2009 05/12/2009

OS
OS

Digital Legal Services, reproduction

$356.40
$111.27
$142.75

Digital Legal Services, postage


Transcript (EI 16) Veritext NY Reporting Inv NY269242

TR
CC

Conference Call (EI05) AT&T Conference Call, IDK Conference Call (EI05) AT&T Conference Call, SEM
Conference Call (E 1 05) AT&T Conference Call, RMS

$1.65 $4.42

05/12/2009
05/14/2009

CC CC

$5.97
$0.89

05/14/2009
05/14/2009

CC
DH

Conference Call (E 105) AT&T Conference Call, RMS

68773.00002 DHL Worldwide Express Charges for 05-14-09 68773.00002 DHL Worldwide Express Charges for 05-14-09 68773.00002 DHL Worldwide Express Charges for 05-14-09

$10.99 $10.99
$9.05

05/14/2009
05/14/2009

DH
DH
FE

05/14/2009
05/15/2009 05/15/2009 05/15/2009 05/15/2009
05/18/2009

Federal Express (EI08) 920334705


68773.00002 DHL Worldwide Express Charges for 05-15-09
68773.00002 DHL Worldwide Express Charges for 05- 15-09

$10.03
$41. 8

DH
DH

$42.15

DH
FF

68773.00002 DHL Worldwide Express Charges for 05-15-09


Filing Fee (EI 12) USBC Filing Fee

$10.00 $26.00 $10.00


$11.43

AF
CC

Air Fare (El 10) US Airways, SFOlPhiIy/SFO, MBL


Conference Call (E 1 05) AT&T Conference Call, RMS

05/19/2009 05/19/2009
OS/20/2009

FX

(CORR 8 ~1.00 PER PG)


Air Fare (El 10) United Airlines, Split Airfare:

$8.00

AF

$1,443.10

LAX/hily/JFK/AX, (less than full fare coach price);


departe 5/31/09, AJK
OS/20/2009
OS/20/2009
CC

Conference Call (E 1 05) AT&T Conference Call, RMS


Travel Expense (El 10) Split Travel Agency Fee, AJK

$3.99

TE
CC

$30.00

OS/21/2009
OS/21/2009 OS/21/2009 OS/21/2009 OS/22/2009
OS/22/2009 OS/22/2009 OS/29/2009 OS/29/2009

Conference Call (E 1 05) AT&T Conference Call, SEM

$1.4
$77 7 6

as as
TE
AF

Digital Legal Services, reproduction

Digital Legal Services, postage


Travel Expense (El 10) Split Flight Insurance, AJK

$50.68
$7.50
$1,075.75

Air Fare (El 10) Continental Airlines, Phly/TX/SFO, MBL


Air Fare (EI 10) United Airlines, SF/Philly, MBL
Travel Expense (E 11 0) Travel Agency Fee, MBL

AF

$1,260.60
$60.00
$6.48
$2.58

TE
CC

Conference Call (E 1 05) AT&T Conference Call, SEM

as
TE

Digital Legal Services, postage

OS/29/2009

Travel Expense (EII0) AJK Travel Expense, pc

$75.00

Invoice number 84605


05/31/2009 05/31/2009 06/01/2009
06/01/2009

68773 00002

Page 67
$96.00

AT
AT
DC

Auto Travel Expense (EI09) AMS Transportation, Iny. 145956, AJK


Auto Travel Expense (EI 09) AMS Transportation, Inv. 145957, AJK
68773.00002 TriState Courier Charges for 06-0 i -09

$165.72
$5.00
$5.74

DC
FX FX FX FX
FX FX FX FX

68773.00002 TriState Courier Charges for 06-01-09

06/01/2009
06/01/2009

(CORR 14 (?l.00 PER PG) (CORR 14 (?1.00 PER PG)


(CORR 14 (?1.00 PER PG)
(CORR 14 (?1.00 PER PG)

$14.00

$14.00
$14.00 $14.00 $14.00 $14.00 $14.00 $14.00 $14.00 $14.00 $14.00
$14.00 $14.00 $14.00 $14.00 $14.00

06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009
06/01/2009

(CORR 14 (?1.00 PER PG)


(CORR 14 (?1.00 PER PG)

(CORR 14 (?1.00 PER PG)


(CORR 14 (?1.00 PER PG)

FX

(CORR 14 (?1.00 PER PG) (CORR 14 (?1.00 PER PG) (CORR 14 (?1.00 PER PG) (CORR 14 (?1.00 PER PG) (CORR 14 (?1.00 PER PG)

FX
FX

FX
FX FX FX FX FX
FX

(CORR 14 (?1.00 PER PG) (CORR 14 (?1.00 PER PG) (CORR 14 (?1.00 PER PG)
(CORR 14 (?1.00 PER PG) (CORR 14 (?1.00 PER PG) (CORR 14 (?1.00 PER PG)

$14.00 $14.00
$14.00

FX FX
FX FX

(CORR2 (?1.00 PER PG) (CORR 14 (?1.00 PER PG)


(CORR 12 (?1.00 PER PG)

$2.00
$14.00 $12.00
$6.00

06/01/2009
06/0 1/2009

FX FX FX PAC RE
RE

(CORR 6 (?1.00 PER PG)


(CORR 10 (?1.00 PER PG)
(CORR 2 (?1.00 PER PG)

$10.00
$2.00
$ 1 8.24

06/01/2009
06/0 1/2009

68773.00002 PACER Charges for 06-01-09


(DOC 16 (?O. (AGR 8 (?O. (CORR 22 (?O. (CORR41 (?O.

06/01/2009 06/01/2009
06/0 1/2009

10 PER PG)
1 0 PER PG) 1 0 PER PG)

$1.60

$0.80 $2.20
$4.10
$ 1 3.20

RE
RE

06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009 06/01/2009

10 PERPG)

RE
RE

(CORR 132 (?O. 10 PER PG)


(CORR 2 (?O. 1 0 PER PG)
(CORR 11 (?O. (CORR 34 (?O. (CORR21 (?O.

$0.20

RE RE

1 0 PER PG) 1 0 PER PG)

$1.0
$3.40 $2.10

RE
RE

10 PERPG)

06/01/009
06/01/2009
06/02/2009

RE2

(CORR 12 (?O. 10 PER PG) SCAN/COPY ( 78 (?O. 1 0 PER PG)

$1.0
$7.80

AT

Auto Travel Expense - AMS Transportation Invoice #: 145963

$165.72

Invoice number 84605

68773 00002

Page 68

MBL rE109)

06/02/2009 06/02/2009

DC DC

68773.00002 TriState Courier Charges for 06-02-09

$5.00 $5.00

68773.00002 TriState Courer Charges for 06-02-09


68773.00002 TriState Courier Charges for 06-02-09

06/02/2009
06/02/2009

DC
FX
FX

$99.00
$15.00 $15.00 $15.00 $15.00 $15.00 $15.00

(CORR 15 (q1.00 PER PG)


(CORR 15 (q1.00 PER PG) (CORR 15 (q1.00 PER PG) (CORR 15 (q1.00 PER PG) (CORR 15 (q1.00 PER PG)

06/02/2009 06/02/2009
06/02/2009 06/02/2009 06/02/2009

FX FX FX
FX

(CORR 15 (q1.00 PER PG)


(CORR 15 (q1.00 PER PG) (CORR 15 (q1.00 PER PG) (CORR 15 (q1.00 PER PG)

06/02/2009 06/02/2009 06/02/2009 06/02/2009


06/02/2009

FX FX
FX FX

$15.00 $15.00
$15.00 $15.00 $15.00 $15.00 $15.00
$5.00

(CORR 15 (q1.00 PER PG) (CORR 15 (q1.00 PER PG) (CORR 15 (q1.00 PER PG)
(CORR 15 (q 1.00 PER PG)

FX FX

06/02/2009 06/02/2009 06/02/2009


06/02/2009

FX
FX
FX

(CORR 5 (q1.00 PER PG)


(CORR 11 (q1.00 PER PG) (CORR 15 (q1.00 PER PG) (CORR 15 (q1.00 PER PG) (CORR 15 (q1.00 PER PG) (CORR 15 (q1.00 PER PG) (CORR 15 (q1.00 PER PG)

$11.00 $15.00

06/02/2009 06/02/2009 06/02/2009


06/02/2009

FX FX FX

$15.00
$15.00

FX FX FX PAC

$15.00 $15.00 $15.00


$3.52 $3.20 $2.40

06/02/2009
06/02/2009

(CORR 15 (q1.00 PER PG)


68773.00002 PACER Charges for 06-02-09

06/02/2009
06/02/2009

RE
RE RE
RE RE RE RE

(CORR 32 (q0.10 PER PG)


(CORR 24 (q0.1 0 PER PG)

06/02/2009
06/02/2009 06/02/2009

(CORR 13 (q0. io PER PG)


(CORR 24 (q0.1 0 PER PG) (CORR 44 (q0.1 0 PER PG)

$1.30 $2.40 $4.40

06/02/2009
06/02/2009 06/02/2009
06/02/2009

(CORR 144 (qO.io PER PG)


(CORR 20 (q0. io PER PG) SCAN/COPY ( 9 (q0.1 0 PER PG)
SCAN/COPY ( 3 (q0.1 0 PER PG)

$14.40
$2.00

RE2 RE2 RE2 RE2

$0.90 $0.30
$0.30

06/02/2009 06/02/2009 06/02/2009


06/02/2009

SCAN/COPY ( 3 (q0.1 0 PER PG)


SCAN/COPY ( 3 (qO.LO PER PG)

$0.30
$3.60

RE2
RE2 RE2 RE2
RE2 RE2

SCAN/COPY ( 36 (q0.1 0 PER PG)

06/02/2009 06/02/2009
06/02/2009 06/02/2009 06/02/2009

SCAN/COPY ( 9 (q0.1 0 PER PG) SCAN/COPY ( 3 (q0.1 0 PER PG)

$0.90 $0.30 $0.30 $0.30


$3.60

SCAN/COPY (3 (q0.10 PER PG)


SCAN/COPY ( 3 (q0.1 0 PER PG) SCAN/COPY ( 36 (q0.1 0 PER PG)

Invoice number 84605


06/03/2009
06/03/2009
AT
DC DC
DC

68773 00002

Page 69
$165.72

Auto Travel Expense - AMS Transportation Invoice #: 145964 MBL (EI09)


68773.00002 TriState Courier Charges for 06-03-09
68773.00002 TriState Courier Charges for 06-03-09

$5.00
$5.00 $5.00

06/03/2009 06/03/2009 06/03/2009 06/03/2009 06/03/2009

68773.00002 TriState Courier Charges for 06-03-09 68773.00002 TriState Courier Charges for 06-03-09

DC DC DC

$18.29 $62.00 $19.25

68773.00002 TriState Courier Charges for 06-03-09


68773.00002 TriState Courier Charges for 06-03-09

06/03/2009
06/03/2009

DC
FE

68773.00002 TriState Courier Charges for 06-03-09


68773.00002 FedEx Charges for 06-03-09

$5.00
$8.48 $6.06 $9.92 $1.70 $3.00

06/03/2009
06/03/2009 06/03/2009 06/03/2009 06/03/2009 06/03/2009 06/03/2009

FE
PAC
RE
RE

68773.00002 FedEx Charges for 06-03-09


68773.00002 PACER Charges for 06-03-09

(CORR 17 ~0.10 PER PG)


(AGR 30 ~O. 10 PER PG)
(AGR 385 ~O. I 0 PER PG)

RE RE RE RE RE RE
RE

$38.50 $39.20

(AGR 392 ~0.10 PER PG) (CORR 24 ~0.1 0 PER PG)


(CORR 216 ~O.io PER PG)

$2.40
$21.60
$2.40
$0.40

06/03/2009
06/03/2009

(NOTC 24 ~0.10 PER PG)


(NOTC 4 ~0.10 PER PG) (DOC 177 ~0.10 PER PG) SCAN/COPY ( 52 ~O. io PER PG)

06/03/2009 06/03/2009 06/03/2009


06/03/2009

$17.70

RE2 RE2
RE2 RE2

$5.20 $5.30 $5.70 $3.60 $5.30


$5.20 $0.10 $0.10 $0.10 $0.20

SCAN/COPY (53 ~0.10 PER PG)


SCAN/COPY ( 57 ~O. I 0 PER PG)

06/03/2009 06/03/2009 06/03/2009 06/03/2009 06/03/2009 06/03/2009 06/03/2009 06/03/2009 06/03/2009 06/03/2009 06/03/2009 06/03/2009
06/03/2009

SCAN/COPY (36 (O.IO PER PG)


SCAN/COPY ( 53 (O. I 0 PER PG)

RE2 RE2 RE2 RE2 RE2 RE2 RE2

SCAN/COPY ( 52 ~0.1 0 PER PG)


SCAN/COPY ( 1 ~O. I 0 PER PG)

SCAN/COPY ( 1 ~0.10 PER PG)


SCAN/COPY ( I ~0.1 0 PER PG) SCAN/COPY (2 ~0.10 PER PG) SCAN/COPY (2 (0.10 PER PG) SCAN/COPY ( I ~O. I 0 PER PG) SCAN/COPY ( I ~O.IO PER PG) SCAN/COPY ( 1 (0.10 PER PG) SCAN/COPY ( I (0.10 PER PG) SCAN/COPY ( I ~0.10 PER PG) SCAN/COPY ( I ~0.1 0 PER PG) 68773.00002 TriState Courier Charges for 06-04-09 68773.00002 TriState Courier Charges for 06-04-09 68773.00002 FedEx Charges for 06-04-09 Guest Parking (E124) MBL parking ~ SF:O 6/2- 6/4/09 (pc) 68773.00002 PACER Charges for 06-04-09

$0.20
$0.10

RE2
RE2 RE2 RE2 RE2 RE2
DC DC

$0.10 $0.10
$0.10 $0.10 $0.10 $5.00

06/03/2009
06/03/2009

06/04/2009
06/04/2009

$6.50
$8.08

06/04/2009 06/04/2009
06/04/2009

FE
GP

$99.00

PAC

$4.40

Invoice number 84605


06/04/2009 06/04/2009
RE

68773

00002

Page 70
$5.90 $0.30 $5.60

(CORR 59 ~0.1 0 PER PO)

RE
RE

(DOC 3 ~0.10 PER PO)


(CORR 56 ~0.10 PER PO)

06/04/2009
06/04/2009

RE RE RE
RE

(DOC 115 ~0.10 PER PO)


(DOC 95 ~0.1 0 PER PO)
(DOC 236 ~0.1 0 PER PO)
(CORR 56 ~0.10 PER PO)

$11.0
$9.50
$23.60

06/04/2009
06/04/2009 06/04/2009

$5.60 $5.40
$5.30 $3.10

06/04/2009
06/04/2009

RE2 RE2 RE2 RE2


DC

SCAN/COPY ( 54 ~0.1 0 PER PO)

SCAN/COPY ( 53 ~0.1 0 PER PO)

06/04/2009
06/04/2009

SCAN/COPY (31 ~0.1 0 PER PO)


SCAN/COPY ( 52 ~O. 10 PER PO)

$5.20

06/05/2009
06/05/2009

68773.00002 TriState Courier Charges for 06-05-09 68773.00002 TriState Courier Charges for 06-05-09
68773.00002 PACER Charges for 06-05-09

$20.00
$5.74 $3.92

DC

06/05/2009 06/05/2009

PAC
RE RE
RE

(CORR 1 07 ~0.1 0 PER PO)


(CORR 76 ~0.10 PERPG)

$10.70
$7.60

06/05/2009
06/05/2009

(CORR 760 ~0.1 0 PER PO)


(CORR 86 ~0.10 PER PO)

$76.00
$8.60

06/05/2009
06/05/2009 06/05/2009
06/05/2009

RE
RE2
RE2

SCAN/COPY ( 33 ~0.1 0 PER PO)

$3.30
$0.40

SCAN/COPY ( 4 ~0.1 0 PER PO)


SCAN/COPY ( 52 ~0.1 0 PER PO)
68773.00002 TriState Courier Charges for 06-08-09
68773.00002 PACER Charges for 06-08-09
(CORR 26 ~O. 1 0 PER PO)
(CORR 17 ~0.10 PER PO)

RE2
DC

$5.20
$5.00

06/08/2009 06/08/2009 06/08/2009


06/08/2009

PAC
RE

$11.2
$2.60
$1.70

RE RE
RE2

06/08/2009
06/08/2009

(CORR 1 55 ~0.1 0 PER PO)

$15.50
$6.00

SCAN/COPY (60 ~0.10 PER PO)


SCAN/COPY ( 50 ~O. 1 0 PER PO)

06/08/2009
06/08/2009

RE2
RE2
DC

$5.00
$3.10 $5.00

SCAN/COPY ( 31 ~0.1 0 PER PO)


68773.00002 TriState Courier Charges for 06-09-09 68773.00002 TriState Courier Charges for 06-09-09 68773.00002 TriState Courier Charges for 06-09-09 68773.00002 TriState Courier Charges for 06-09-09
68773.00002 PACER Charges for 06-09-09

06/09/2009
06/09/2009
06/09/2009 06/09/2009

DC
DC DC

$60.00
$5.00 $5.00 $2.24 $4.90
$ 1.80

06/09/2009
06/09/2009

PAC RE
RE

(CORR 49 ~0.1 0 PER PO)


(DOC 1 8 ~0.1 0 PER PO)

06/09/2009
06/09/2009

RE
RE

(CORR 9 ~O. 10 PER PO)

$0.90

06/09/2009 06/09/2009
06/09/2009 06/09/2009

(CORR 71 ~0.10 PER PO)


(CORR 351 ~0.10 PER PO)
(CORR45 ~0.10 PER PO)

$7.10

RE RE RE
RE2 RE2

$35.10
$4.50

(CORR 3772 ~O. 1 0 PER PO)

$37720
$ 1 0.40

06/09/2009
06/09/2009

SCAN/COPY ( 104 ~0.10 PER PO)


SCAN/COPY ( 26 ~0.1 0 PER PO)

$2.60

Invoice number 84605


06/09/2009
RE2

68773 00002

Page 71
$2.50

SCAN/COPY ( 25 (?O. SCAN/COPY ( 11 (?O.

10 PER PG) 10 PER PG)

06/09/2009 06/09/2009
06/1 0/2009 06/1 0/2009

RE2

$1.0
$190.50
$1.68

TR
PAC
RE2

Transcript (EI16) Diaz Data Services Inv. 4812


68773.00002 PACER Charges for 06-10-09
SCAN/COPY ( 15 (?O.

10 PER PG)

$1.50
$83.31

06/1 0/2009

WL

68773.00002 WestIaw Charges for 06-10-09

06/11/2009
06/11/2009

PAC
RE RE

68773.00002 PACER Charges for 06-11-09


(CORR 4 (?O.

$0.16
$0.40 $1.70 $0.40
$7.25

10 PER PO)

06/11/2009 06/11/2009
06/12/2009 06/12/2009 06/12/2009

(CORR 17 (?0.10 PER PO)


SCAN/COPY ( 4 (?O.

RE2
DC

1 0 PER PO)

68773.00002 TriState Courier Charges for 06-12-09

PAC

68773.00002 PACER Charges for 06-12-09


(CORR 14 (?O. (CORR 17 (?O.

$1.44 $1.40

RE
RE RE
RE RE

10 PER PO) 10 PER PO)

06/12/2009 06/12/2009
06/12/2009

$1.0
$0.30 $7.60

(CORR 3 (?O. I 0 PER PO)


(AOR 76 (?O.

1 0 PER PG)

06/12/2009
06/12/2009

(CORR 26 (?O. I 0 PER PO)

$2.60
$90.10
$0.10

RE

(CORR 901 (?0.10 PER PO)


SCAN/COPY ( 1 (?O. SCAN/COPY ( I (?O.

06/12/2009
06/12/2009

RE2
RE2 RE2 RE2 RE2 RE2
RE2

1 0 PER PG)

10 PER PG)

$0.10
$0.10
$0.10

06/12/2009
06/12/2009 06/12/2009

SCAN/COPY ( 1 (?0.10 PER PG)


SCAN/COPY ( 1 (?O. SCAN/COPY ( 1 (?O.

10 PER PG)

10 PER PG)

$0.10
$0.10 $2.30

06/12/2009
06/12/2009

SCAN/COPY ( 1 (?0.10 PER PG)


SCAN/COPY ( 23 (?O. I 0 PER PG)

06/13/2009
06/15/2009

PAC
DC

68773.00002 PACER Charges for 06-13-09


68773.00002 TriState Courier Charges for 06- I 5-09

$0.16
$5.00

06/15/2009
06/15/2009 06/15/2009

PAC

68773.00002 PACER Charges for 06-15-09


(AGR 51 (?O. (CORR 128 (?O.

$1.44 $5.10

RE
RE

10 PER PO)
1

0 PER PO)

$12.80
$2.20 $0.10
$0.10

06/15/2009
06/15/2009

RE2
RE2 RE2 RE2 RE2

SCAN/COPY ( 22 (?O. 10 PER PO)


SCAN/COPY ( 1 (?O.

10 PER PO)

06/15/2009
06/15/2009

SCAN/COPY ( I (?O. I 0 PER PO)


SCAN/COPY ( 8 (?O. SCAN/COPY ( 22 (?O.

1 0 PER PO)

$0.80 $2.20
$8.20

06/15/2009
06/15/2009 06/15/2009

1 0 PER PG)

RE2
RE2

SCAN/COPY ( 82 (?O. 1 0 PER PG)

SCAN/COPY ( 22 (?O. 10 PER PG)

$2.20
$100.65
$1.84

06/15/2009
06/ I 6/2009

WL

68773.00002 WestIaw Charges for 06-15-09

PAC
RE RE RE

68773.00002 PACER Charges for 06-16-09


(MOT 16 (?O. (MOT 8 (?O. (CORR 202 (?O. SCAN/COPY ( 26 (?O.

06/16/2009
06/16/2009 06/16/2009

10 PER PG) 10 PER PG) 10 PER PG)


1 0 PER PG)

$1.60
$0.80

$20.20
$2.60

06/16/2009

RE2

Invoice number 84605


06/16/2009 06/16/2009
RE2
RE2

68773 00002

Page 72
$2.60 $5.80 $2.60
06-17-09

SCAN/COPY (26 ~0.10 PER PG)


SCAN/COPY ( 58 ~O. 1 0 PER PG)

06/16/2009
06/17/2009

RE2
DC

SCAN/COPY (26 ~0.10 PER PG)


68773.00002 TriState Courier Charges for

$5.00
$7.25

06/17/2009
06/17/2009

DC

68773.00002 TriState Courier Charges for 06- 1 7-09

PAC RE
RE

68773.00002 PACER Charges for 06-17-09

$26.80
$8.00

06/17/2009 06/17/2009 06/17/2009

Reproduction Expense. (E101) copies 80 pgs, WLR


(CORR 7 ~O. 10 PER PG)

$0.70

RE
RE RE RE

(CORR 555 ~O.lO PER PG)


(CORR 7 ~O.IO PER PG)
(CORR 20 ~O. 1 0 PER PG)

$55.50
$0.70 $2.00

06/17/2009
06/17/2009 06/17/2009

(CORR 1 05 ~0.1 0 PER PG)

$10.50 $94.70 $12.90 $14.90


$2.30 $5.90 $0.30 $0.30 $0.90 $1.40 $1.70
$0.30

06/17/2009
06/17/2009 06/17/2009 06/17/2009 06/17/2009 06/17/2009 06/17/2009

RE
RE
RE2

(CORR 947 ~0.1 0 PER PG) (DOC 129 ~O.IO PER PG) SCAN/COPY ( 149 ~O.1O PER PG)
SCAN/COPY ( 23 ~O. 10 PER PG)

RE2

RE2
RE2 RE2 RE2
RE2 RE2 RE2 RE2

06/17/2009
06/17/2009 06/17/2009
06/1 7/2009 06/1 7/2009

SCAN/COPY (59 ~0.10 PER PG) SCAN/COPY (3 ~0.10 PER PG) SCAN/COPY (3 ~O.IO PER PG) SCAN/COPY ( 9 ~0.1 0 PER PG) SCAN/COPY ( 14 ~O.IO PER PG)
SCAN/COPY ( 1 7 ~O. 10 PER PG)
SCAN/COPY ( 3 ~O. 1 0 PER PG)

06/17/2009
06/1 7/2009

RE2 RE2

SCAN/COPY (3 ~0.10 PER PG) SCAN/COPY (9 ~0.10 PER PG)


SCAN/COPY ( 33 ~0.1 0 PER PG)
68773.00002 TriState Courier Charges for 06-18-09

$0.30
$0.90

$3.30 $5.00 $1.20 $4.00

06/18/2009
06/1 8/2009

DC

RE
DC

(CORR 12 ~O.l 0 PER PG)


68773.00002 TriState Courier Charges for 06- 1 9-09

06/19/2009
06/19/2009

PAC
RE RE

68773.00002 PACER Charges for 06-19-09

$10.16
$2.70
$0.20 $3.90 $2.90

06/19/2009
06/19/2009

(CORR 27 ~0.1 0 PER PG)

(CORR 2 ~0.10 PER PG)

06/19/2009
06/19/2009

RE RE RE RE
RE

(CORR 39 ~O.io PER PG)


(CORR 29 ~O. 1 0 PER PG)

06/19/2009
06/1 9/2009

(CORR 128 ~O. io PER PG)


(CORR 2946 ~O. io PER PG) (CORR 5920 ~0.1 0 PER PG) SCAN/COPY ( 40 ~O. 1 0 PER PG)
SCAN/COPY ( 40 ~O. 10 PER PG)

$12.80

$294.60

06/19/2009
06/1 9/2009

$592.00
$4.00
$4.00

RE2
RE2

06/19/2009 06/19/2009

WL

68773.00002 Westlaw Charges for 06-19-09

$56.52
$2.00 $2.10

06/20/2009
06/20/2009

RE
RE

Reproduction Expense. (E101) copies 20 pgs, WLR

(CORR 21 ~0.10 PER PG)


(CORR 253 ~0.1 0 PER PG)

06/20/2009

RE

$25.30

Invoice number 84605


06/21/2009
06/22/2009
RE
DC

68773 00002

Page 73
$ i .40

Reproduction Expense. (EI0l) copies 14 pgs, WLR


68773.00002 TriState Courier Charges for 06-22-09 68773.00002 PACER Charges for 06-22-09
(DOC 3 0.10 PER PG)

$5.00
$0.16

06/22/2009
06/22/2009

PAC RE RE
DC
DC

$0.30
$ 1.20

06/22/2009
06/23/2009

(CORR 12 O.l0 PER PG) 68773.00002 TriState Courier Charges for 06-23-09
68773.00002 TriState Courier Charges for 06-23-09

$15.00
$5.00 $0.32

06/23/2009
06/23/2009

PAC RE
RE RE

68773.00002 PACER Charges for 06-23-09


(CORR 243 (gO.L 0 PER PG)

06/23/2009
06/23/2009 06/23/2009 06/23/2009 06/23/2009 06/23/2009
06/23/2009

$24.30
$3.10

(CORR 31 (g0.1O PER PG)


(DOC 23 (gO.L 0 PER PG)

$2.30

RE RE RE RE

(CORR 200 (g0.l0 PER PG)


(CORR 378 O.l 0 PER PG)
(CORR 2 (gO.1O PER PG)

$20.00

$37.80
$0.20
$2.50

(CORR 25 (g0. 10 PER PG)


(CORR 2 (g0. 10 PER PG)
(CORR 27 (g0. I 0 PER PG)

06/23/2009
06/23/2009

RE RE
RE
RE

$0.20
$2.70 $0.20

06/23/2009
06/23/2009

(CORR2 (g0.1O PER PG)

06/24/2009 06/24/2009
06/24/2009

DC
PAC
RE RE RE

(CORR 60 (g0.l0 PER PG) 68773.00002 TriState Courier Charges for 06-24-09
68773.00002 PACER Charges for 06-24-09

$6.00 $5.74

$13.84
$0.70 $0.10 $0.90

(CORR 7 (g0. 10 PER PG)

06/24/2009
06/24/2009 06/24/2009 06/24/2009

(CORR 1 (g0.1O PER PO)


(CONT 9 (gO.L 0 PER PO)

RE
RE RE

(CORR 100 (g0.10 PER PG)


(AOR 87 (g0.1O PER PO)
(CORR 767 (g0. I 0 PER PG) SCAN/COPY ( 28 (g0. I 0 PER PO)
SCAN/COPY ( 40 (gO.L 0 PER PO) SCAN/COPY ( 42 (gO.L 0 PER PO)

$10.00
$8.70

06/24/2009
06/24/2009 06/24/2009 06/24/2009 06/25/2009

$76.70
$2.80
$4.00

RE2 RE2

RE2
DC

$4.20
$9.00

68773.00002 TriState Courier Charges for 06-25-09

06/25/2009
06/25/2009

PAC

68773.00002 PACER Charges for 06-25-09


(CONT 2 (g0. 10 PER PO)

$7.12

RE RE
RE2 RE2 RE2 RE2 RE2 RE2
PAC

$0.20
$0.70

06/25/2009
06/25/2009 06/25/2009 06/25/2009 06/25/2009

(CORR 7 (g0.l0 PER PO) SCAN/COPY ( 3 (g0.1 0 PER PO)


SCAN/COPY ( 37 (gO.L 0 PER PO)

$0.30 $3.70 $0.10

SCAN/COPY ( I (g0. 10 PER PO)

SCAN/COPY ( 157 (g0.10 PER PG)


SCAN/COPY ( 34 (g0. 10 PER PO)

$15.70
$3.40

06/25/2009
06/25/2009 06/26/2009

SCAN/COPY ( 161 (g0.l0 PER PO)


68773.00002 PACER Charges for 06-26-09

$16.10
$4.24

06/26/2009
06/26/2009

RE
RE

(CaRR 287 (g0. I 0 PER PG)

$28.70

(CORR 777 (g0.l0 PER PG)

$77.70

Invoice number 84605


06/26/2009 06/26/2009

68773 00002

Page 74
$0.40

RE
RE
RE2 RE2
RE2

(CORR 4 ~0.1 0 PER PO)


(CORR 7 tO.lO PER PG) SCAN/COPY ( 27 tO.l 0 PER PG)

$0.70
$2.70

06/26/2009
06/26/2009 06/26/2009 06/26/2009 06/26/2009 06/26/2009 06/26/2009 06/29/2009 06/29/2009 06/29/2009 06/29/2009 06/29/2009
06/29/2009 06/29/2009 06/29/2009

SCAN/COPY (34 ~O.lO PER PO)


SCAN/COPY ( 23 tO.l 0 PER PG)
SCAN/COPY ( 22 tO.l 0 PER PG)

$3.40
$2.30

RE2
RE2 RE2

$2.20
$3.80 $3.80 $6.90 $6.24
$ 1.20

SCAN/COPY ( 38 tO.l 0 PER PG)

SCAN/COPY (38 tO.l0 PER PG)


SCAN/COPY ( 69 tO. l 0 PER PG)

RE2
PAC

68773.00002 PACER Charges for 06-29-09

RE
RE RE RE RE RE RE

(CORR 12 tO.l0 PER PG)


(CORR 10 tO.1O PER PG)

$1.00

(CORR 166 tO.1O PER PG)

$16.60
$0.30

(CORR 3 ~O. 10 PER PG)


(CORR 10 CiO. 10 PER PG)

$1.00
$1.40 $1.60 $1.20 $2.00 $9.50 $0.90 $8.80 $0.20

(DOC 14 t0.10 PER PG)

(CORR 16 t0.10 PER PG)


(CORR 12 t0.10 PER PG)

06/29/2009 06/29/2009 06/29/2009


06/29/2009

RE RE RE RE RE RE
RE

(DOC 20 t0.l0 PER PG)


(CORR 95 t0.l0 PER PG)
(CORR 9 tO.1O PER PG)

06/29/2009
06/29/2009

(CORR 88 t0.lO PER PG)


(CORR 2 tO. 1 0 PER PG)

06/29/2009
06/29/2009

RE2 RE2

(CORR 829 tO.l 0 PER PO) SCAN/COPY ( 8 t0.10 PER PG)

$82.90
$0.80
$0.30

06/29/2009
06/29/2009

SCAN/COPY ( 3 t0.10 PER PG) SCAN/COPY ( 2 t0.l 0 PER PO)

RE2
RE2 RE2
RE2 RE2

$0.20

06/29/2009
06/29/2009

SCAN/COPY ( 11 t0.l0 PER PG)


SCAN/COPY ( 6 tO.l 0 PER PO)
SCAN/COPY ( 10 tO. 1 0 PER PG)
SCAN/COPY ( 5 tO. 1 0 PER PG)

$1.0
$0.60

06/29/2009 06/29/2009 06/29/2009 06/29/2009


06/29/2009

$1.00
$0.50

RE2 RE2

SCAN/COPY (51 tO.l0 PER PG)


SCAN/COPY (8 tO.10 PER PG)
68773.00002 Westlaw Charges for 06-29-09
Auto Travel Expense - AMS Transportation Invoice #: 146635 MBL (E109)
68773.00002 PACER Charges for 06-30-09

$5.10 $0.80
$6.85

WL

06/30/2009 06/30/2009 06/30/2009

AT
PAC
RE
RE RE RE RE RE

$165.72
$7.84 $1.30

(CORR 13 t0.10 PER PO)


(CORR 223 tO.l0 PER PG)
(CORR 73 tO. 1 0 PER PG)

06/30/2009 06/30/2009 06/30/2009 06/30/2009 06/30/2009

$22.30
$7.30

(CORR 326 tO.l 0 PER PO)

$32.60 $18.50

(CORR 185 ~0.10 PER PG)


(CORR 43 ~O. 1 0 PER PG)

$4.30

Invoice number 84605


06/30/2009 06/30/2009 06/30/2009 06/30/2009
RE RE RE

68773

00002

Page 75
$0.30
$0.70

(CORR 3 ~0.1 0 PER PG)


(CORR 7 ~O. 10 PER PG)
(CORR 10 ~O. 10 PER PG)

$1.00
$5.40

RE
RE
RE2

(CORR 54 ~0.10 PER PG)


(CORR 468 ~0.1 0 PER PG) SCAN/COPY ( 22 ~O. 10 PER PG)

06/30/2009
06/30/2009

$46.80
$2.20

Total Expenses:

$13,267.86

Summary:
Total professional services

$350,713.25

Total expenses
Net current charges

$13,267.86

$363,981.11
$431,87201

Net balance forward

Total balance now due


AJK Kornfeld, Alan J.
4.70 4.50
7.70

$795,853.12
362.50 725.00
115.00

$1,703.75 $3,262.50
$885.50

AJK

Komfeld, Alan J.
Paul, Andrea R.

ARP
AWC

Caine, Andrew W.
Koveleski, Beatrice M.
Knott, Cheryl A.

2.20
1.20

675.00
125.00

$1,485.00
$150.00 $225.50 $874.00

BMK
CAK
CJB
FSH
IDK

1.0
7.60
1.70

205.00
115.00

Bouzoukis, Charles J.
Harrison, Felice S.

225.00
750.00
125.00

$382.50

Kharasch, Ira D.

143.40

$107,550.00
$250.00
$12,198.00 $8,255.00
$270.00

ILL

Lane, Ida L.
O'Neil, James E.

2.00

JEO

22.80
12.70

535.00 650.00 675.00

JK
JNP
KFF

Hunter, James K. T.

Pomerantz, Jeffrey N.
Finalyson, Kathe F.

0.40

56.80
12.90

225.00
395.00 250.00

$12,780.00 $5,095.50
$125.00

KPM
LAF

Makowski, Kathleen P.
Forrester, Leslie A.
Litvak, Maxim B. Litvak, Maxim B.
Oberholzer, Margaret L.

0.50
17.00

MBL
MBL

275.00
550.00

$4,675.00 $54,835.00

99.70
1.00 1.70

MLO
MMB
RMS

210.00 325.00 495.00


225.00 525.00

$210.00
$552.50

Bilion, Mark M.
Saunders, Robert M.
Quinlivan, Shawn A.

156.30

$77,368.50
$ i 6,560.00

SAQ
SEM

73.60

McFarland, Scotta E.

73.70

$38,692.50

Invoice number 84605


WLR

68773 00002

Page 76
4.90

Ramseyer, Wiliam L.

475.00

$2,327.50
$350,713.25

710.10

Task Code Summary


Hours
AA AC AD BL CA CO CP CPO EB EC FF FN GB GC OP PD RPO SL TR
Asset Analysis/Recovery(B 120)
A voidance Actions
Asset Disposition (B 130)

Amount
$1,617.00 $2,160.00 $164,125.00 $39,670.00 $5,043.00 $13,766.00 $2,849.50 $10,484.00 $4,873.00 $13,154.50 $16,026.50 $31,868.50 $23,641.50 $975.00 $4,452.00 $5,936.00 $2,806.50 $886.50 $6,378.75
$350,713.25

2.70 3.10 316.90


80040

Bankrptcy Litigation (L430)


Case Administration (B 11 0)

Claims AdminObjections(B31O)
Compensation Prof. (B 160)

Comp.ofProf.Others
Employee Benefit/Pension-B220
Executory Contracts (B 185)
Financial Filings (B 11 0)

Financing (B230)

General Business Advice (B410)


General Creditors Comm. (B 150) Operations (B21 0)

27.00 27.70 7.30 30.10 8.80 23.90 46.10 51.30 34.30

1.0
7.80
11.40

Plan & Disclosure Stmt. (B320) Ret. of Prof.Other


Stay Litigation (B 140)

6.60

1.0
21.70
710.10

Travel

Expense Code Summary


Air Fare (EII0)
Auto Travel Expense (E 1 09)

Conference Call (EI05)


Delivery/Courier Service

DHL- Worldwide Express Federal Express (EI08) Filng Fee (El 12) Fax Transmittal (EI04)
Guest Parking (E 124)
Outside Services

$3,789.45 $854.58 $42.99 $429.76 $124.46


$528. i 5

Pacer - Court Research


Reproduction Expense (E 10 1)

$26.00 $1,095.00 $99.00 $598.69 $137.20 $4,518.00

Reproduction! Scan Copy Travel Expense (EII0)


Transcript (E i i 6)

$27150 $17250
$333.25 $247.33

Westlaw - Legal Research (EI06

$13,267.86

EXHIBIT C

IN THE UNITED STATES BANKRUPTCY COURT


FOR THE DISTRICT OF DELA WARE

In re: ) Chapter 11
)

PACIFIC ENERGY RESOURCES LTD., et al., i) Case No. 09-10785 (KJC)

Debtors. )

) (Jointly Administered)

Objection Deadline: September 9, 2009 at 4:00 p.m.


Hearing Date: Only If Objections Are Timely Filed

FIFTH 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 JULY 1.2009 THROUGH JULY 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


July 1, 2009 through July 31, 20092

Period for which Compensation and


Reimbursement is Sought:

Amount of Compensation Sought as Actual,


Reasonable and Necessar:

$424,811.50
$ 89,233.51

Amount of Expense Reimbursement Sought as


Actual, Reasonable and Necessar:

This is a:

i monthly

interim

_ final application.

The total time expended for fee application preparation is approximately 3.0 hours

and the corresponding compensation requested is approximately $1,000.00.


i The Debtors in these cases, along with the last four digits of the Debtors' federal tax identification each of number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska

Holdings, LLC (ta 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
2 This Application may include time expended before the time period indicated above that has not been included in
mailing address for all of

the Debtors is ) 11 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

any prior application. The applicant reserves the right to include any time expended in the time period indicated above in futue application(s) ifit is not included herein.

68773-002\DOCS _DE: i 52220.2

DATlE....~~
DOCKET # q ~3

PRIOR APPLICATIONS FILED


....,:;..Patt.i... "',.Filed":.' :'

.\d;('pr1Qa~()y~red,./ "!-Req'iiest(: .''. --"-r",',' .


,

.'-.::Y.-; .':

,.

'.

05/01/09
OS/29/09

06/30/09 07/31/09

03/09/09 04/01/09 05/01/09 06/01/09

- 03/31/09 - 04/30/09 - 05/31/09 - 06/30/09

..

;-

:....,.l!Fs.

:"'Ap.provta
.:~:';~~~1wt~:":./..

App.roved
. Expenses

., .

','Fees .'

$234,144.00 $365,058.00 $297,320.50 $350,713.25

$18,780.98 $26,269.46 $14,71 1.1 1 $13,267.86

$187,315.20 $292,046.40 $237,856.40 Pending

$18,780.98 $26,269.46 $14,71 1. 1 Pending

PSZ&J PROFESSIONALS
:'. 'Pi)si~~ ,lJt~t-ie:~pplcait,~ '.' . :.~ '~' '.-Hourly ,',d~totl.. . Ttl

, 'Nlimlcr :r:e'ars .in' tht ..-~~.': .: Bming',).~ .';Htf ..~mpensation

~~ilillf!lf~i~~i;~;i; ......
since 1987
Richard J. Gruber Of

Parner 1987; Member ofCA Bar $750.00 162.60 $121,950.00

since 1982 $375.00 19.80 $ 7,425.00


Alan J. Korneld Parner 1996; Member ofCA Bar $725.00 0.20 $ 145.00

Counsel 2008; Parner 1995; $695.00 0.50 $ 347.50


since 1981

Member of Ca Bar since 1982 David J. Baron Parner 2000; Member ofCA Bar $695.00 3.60 $ 2,502.00
JeffreyN. Pomerantz Parner 1995; Member ofCA Bar $675.00 1.50 $ 1,012.50
since 1989
Andrew W. Caine Of

Counsel (former partner) 1989; $675.00 4.30 $ 2,902.50


Member ofCA Bar since 1983 $337.50 1.00 $ 337.50
Counsel 1988; Member ofCA $650.00 37.40 $ 24,310.00 Bar since 1976

James K.T. Hunter Of

Bruce Grohsgal Parner 2003; Member of

DE Bar $595.00 5.00 $ 2,975.00


since 1997; Member of P A Bar
since 1984

Max B. Litvak Parner 2004; Member ofTX Bar $550.00 112.80 $ 62,040.00 since 1997; Member of CA Bar $275.00 19.00 $ 5,225.00
since 2001

Counsel 2009; Member ofCA $550.00 2.90 $ 1,595.00 Bar since 1976 James E. O'Neil Parner 2005; Member ofPA Bar $535.00 6.00 $ 3,210.00 DE Bar since 1985; Member of
Mar D. Lane Of

since 2001

68773-002\DOCS _DE: i 52220.2 2

'~~rllilllll~~~'~~li
, Lj'ns to

Practice -Ar,ea .t, "'Changesi'.. ;,d\?d,~d';""i.i';'~rli~~:~:;(.;"d','...~;~:,";:.' ~:."'..' ... .... .... /

Of Counsel 2000; Member of CA $525.00 92.30


Bar since 1993; Member of

DE
$495.00 211.00

Bar since 2002


Robert M. Saunders

NY OfCounsel2001; Member of Bar since 1984; Member ofFL


Bar since 1995

$104,445.00

Wiliam L. Ramseyer

Kathleen P. Makowski

Of Counse11989; Member of CA Bar since 1980 Of Counsel 2008; Member ofPA


Bar since 1996; Member of DE
Bar since 1997

$475.00 $395.00

1.80

$ $

855.00

8.70

3,436.50

Leslie A. Forrester Kathe F. Finlayson Denise A. Haris Shawn A. Quinlivan Monica Molitor Felice S. Harison Cheryl A. Knotts Beatrice M. KoveleskI Ida L. Lane Charles J. Bouzoukis Andrea R. Paul Karen S. Neil

Law Library Director 2003


Paralegal 2000 Paralegal 2001 Paralegal 2008 Paralegal 2009 Paralegal 2009 Paralegal 2000

Case Management Assistant 2009 Case Management Assistant 2009 Case Management Assistat 2001 Case Management Assistat 2001 Case Management Assistant 2003
Grand Total:

$250.00 $225.00 $225.00 $225.00 $225.00 $225.00 $205.00 $125.00 $125.00 $115.00 $115.00 $115.00

2.30 83.30 7.40 23.30


1.60

575.00 $ $ 18,742.50 $ 1,665.00


$ $ $
$

0.30
1.90 1.50 1.80 10.40

25.00
1.00

$ $ $ $
$

5,242.50 360.00 67.50 389.50 187.50 225.00 1,196.00 2,875.00 115.00

$ 424,811.50

Total Hours:
Blended Rate: $

850.20 499.66

68773-002\DOCS _DE: 152220.2

COMPENSATION BY CATEGORY
............ ...... .Pro.itCatf2o..ies Asset Analysis/Recovery
Asset Disposition

....:-: ............,
':-'..: '(::'..

TtlHours
4.60 449.20 95.90 49.30 25.10 7.30
54.1 0

. Total

Fees

Banptcy Litigation
Case Administration
Claims Admin/Objections

Compensation of Professional Compensation of Prof.Others


Employee Benefit/ension

Executory Contracts
Financial Filings

Financing General Business Advice


General Creditors Comm.

Operations Plan & Disclosure Statement Retention of Prof.Others Stay Litigation Travel

3.50 68.70 2.90 8.40 14.20 1.10 3.30 10.50 6.90 5.40 39.80

3,127.50 $252,466.00 $ 46,224.50 $ 7,449.00 $ 13,140.50 $ 2,060.50 $ 18,101.50 $ 1,990.00


$
$ 34,247.50

$ $

$ $ $ $
$ $

833.50 6,050.50 8,995.00 825.00 2,404.00 7,600.50 3,173.50 3,135.00 12,987.50

68773-002\DOCS _DE: i 52220.2

EXPENSE SUMMARY

C:'Expense Category ......... ":

Air Fare

- ... ..

I.,"'..'

...'~.~SrViceiP..oide./.
.,::

.:.

. :..':.' .,
.. . .

Total.-.' ....

Auto Travel Expense


Working Meals

...'. ((~tJ6iicabie) .. Continental Airlines; United Airlines; American Airlines AMS Pacific Transportation

..... Expenss..

$ 7,764.70

$ 1,019.10

LA Bite; The Rodney Gril; Johnies Pizza

Conference Call
Delivery/Courier Service

Express Mail Filing Fee Fax Transmittal Hotel Expense Legal Research Outside Reproduction Expense
Outside Services

Court Research Postage Reproduction Expense


Reproduction/Scan Copy

AT&T Conference Call Tristate DHL and Federal Express USBC; US Distrct Cour of DE Outgoing only Sheraton; DuPont Hotel Lexis/Nexis and Westlaw Legal Vision Consulting Digital Legal Services Pacer US Mail

193.43 $ 111.32 $ 895.69 $ $ 1,259.97


$

$ $

559.00 464.00 833.69

$ 2,150.83

$51,491.20
$ 3,583.05

214.80

$ 2,365.67

$14,175.00
$
413 .60

Overtime Travel Expense Transcript

G. Downing Travel Agency Fee Computer Reporting Inc.; Elaine M. Ryan

$ $

193.56 230.00 $ 1,314.90

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.

68773-002\DOCS_DE: i 52220.2

IN THE UNITED STATES BANKRUPTCY COURT


FOR THE DISTRICT OF DELA WARE

In re: ) Chapter 11
)
PACIFIC ENERGY RESOURCES LTD., et al., i) Case No. 09-10785 (KC)

Debtors. )

) (Jointly Administered)

Objection Deadline: September 9, 2009 at 4:00 p.m.


Hearing Date: Only If Objections Are Timely Filed

FIFTH MONTHL Y 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 JULY 1,2009 THROUGH JULY 31, 2009
the United States Code (the

Pursuant to sections 330 and 331 of

Title 11 of

"Banptcy Code"), Rule 2016 of

the Federal Rules of

Banptcy Procedure (collectively, the

"Banptcy Rules"), and the Cour'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 Stag Ziehl & Jones LLP ("PSZ&J" or the "Firm"), counsel to the Debtors
and Debtors in Possession ("Debtors"), hereby submits its Fifth Monthly Application for

Compensation and for Reimbursement of Expenses for the Period from July 1, 2009 though July
31, 2009 (the "Application").

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 the Debtors is ILL W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802. mailng address for all of

68773-002\DOCS _DE: 152220.2

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

in the amount of$424,811.50 and actual and necessar expenses in the amount of$89,233.51 for
a total allowance of$514,045.01 and payment of$339,849.20 (80% of

the allowed fees) and

reimbursement of $89,233.51 (100% of

the allowed expenses) for a total payment of

$429,082.71 for the period July 1,2009 through July 31, 2009 (the "Interim Period"). In support
of

this Application, PSZ&J respectfully represents as follows:


BacklZround

1. On March 9, 2009 (the "Petition Date"), the Debtors filed voluntar


petitions for relief under chapter 11 of

the Banptcy Code. The Debtors continue in possession

of

their properties and continues to operate and manage their business as debtors in possession
the Banptcy Code. A Committee of

pursuant to sections 1107(a) and 1108 of

Unsecured

Creditors ("Committee") was appointed on or about March 19,2009. No trstee or examiner has

been appointed in the Debtors' chapter 11 cases.


2. The Cour 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. 1

57(b)(2).

3. On or about April 8,2009, the Cour entered the Administrative Order,

authorizing certin 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. Ifno objections are made within twenty (20) days after service of

the monthly
the

fee application the Debtors are authorized to pay the Professional eighty percent (80%) of

requested fes and one hundred percent (100%) ofthe requested expenses. Beginning with the

68773-002\DOCS_DE: 152220.2

period ending May 31, 2009, at three-month intervals, each Professional shall file and serve an
interim application for allowance of

the amounts sought in its monthly fee applications for that

period. All fees and expenses paid are on an interim basis until final allowance by the Cour.
4. The retention ofPSZ&J, as co-counsel to the Debtors, was approved

effective as of

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

the Banptcy

Code and Rule 2014 of

the Federal Rules of

Banptcy Procedure and Local Rule 2014-1

Authorizing the Employment and Retention of Pachulski Stang Ziehl & Jones as Counsel for the

Debtors and Debtors in Possession Nunc Pro Tunc to the Petition Date," entered on or about

April 9, 2009 (the "Retention Order"). The Retention Order authorized PSZ&J to be
compensated on an hourly basis and to be reimbursed for actual and necessary out-of-pocket
expenses.

PSZ&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. 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 ofPSZ&J for the
sharing of compensation to be received for services rendered in this case. PSZ&J has received
payments from the Debtors durng the year prior to the Petition Date in the amount of

68773-002\DOCS _DE: 152220.2

$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

curent as of

the Petition Date, subject to a final reconciliation of

the amount actually expended

prepetition. Upon final reconcilation ofthe amount actually expended prepetition, any balance

remaining from the prepetition payments to PSZ&J was credited to the Debtors and utilzed as
PSZ&J's retainer to apply to postpetition fees and expenses pursuant to the compensation

procedures approved by this Court 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 33 i 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 paricularly sensitive to issues of "lumping" and, unless time was spent in one time
frame on a varety of different matters for a particular 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 Banptcy Code. PSZ&J has reduced its charges related to any non-working "travel time"

to fift percent (50%) ofPSZ&J's standard hourly rate. To the extent it is feasible, PSZ&J
professionals attempt to work durng travel.

68773-002\DOCS _DE: 152220.2

Actual and Necessary Expenses

8. A summar of actual and necessar 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, arsing 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 sumarzes 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 incured 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~, 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.
11. PSZ&J believes the foregoing rates are the market rates that the majority

oflaw 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 fort in the
ABA's Statement of

Principles, dated Januar 12, 1995, regarding biling for disbursements and

other charges.

68773-002\DOCS -E: 152220.2

Summary of Services Rendered


12. The names of

the parners and associates ofPSZ&J who have rendered

professional services in these cases durng 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 varous 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'

banptcy cases, and performed all necessary professional services which are described and
narated in detail below. PSZ&J's efforts have been extensive due to the size and complexity of

the Debtors' banptcy 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 fort 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.

68773-002\DOCS_DE: 152220.2

A. Avoidance Actions
15. During the Interim Period, the Firm, among other things: (1) reviewed

and analyzed documents regarding an analysis of potential preferential transfers; and (2) corresponded and conferred regarding avoidance action issues.
Fees: $3,127.50;

Hours: 4.60

B. Asset Disposition

16. Durng the Interim Period, the Firm, among other things: (1) performed
work regarding the Alaska and Beta asset sale motions; (2) performed work regarding sale notice issues; (3) performed work regarding abandonment notices; (4) performed work regarding sale

procedures orders; (5) attended to bid issues; (6) attended to service list issues; (7) performed
work regarding cure notices; (8) attended to objection issues; (9) reviewed and analyzed a proposed Alaska asset purchase agreement; (10) attended to confidentiality issues;
(11) performed work regarding negotiations with bidders; (12) attended to due diligence issues;
(13) responded to Committee information requests; (14) attended to stock transfer issues;

(15) performed work regarding a motion to dismiss San Pedro Bay Pipeline Company

("SPBPCo") case; (16) performed research; (17) performed work regarding the Kustakan
abandonment motion; (18) responded to inquiries from potential bidders; (19) attended to deposit

issues; (20) attended to issues regarding transfer taxes; (21) performed work regarding the Union
Oil motion for disclosure of bidders; (22) performed work regarding an objection to

abandonment motion; (23) performed work regarding Agenda Notices; (24) attended to credit bid issues; (25) attended to issues regarding foreign bidders; (26) performed work regarding bid
qualification issues; (27) drafted an objection to motion to compel disclosure of

bids;

68773-002\DOCS_DE: i 52220.2

(28) reviewed and analyzed bids; (29) prepared for and attended a hearing on July 15,2009
regarding bid procedure issues; (30) performed work regarding auction issues; (31) attended to

indemnity issues; (32) pedormed work regarding contracts and notices to counter-paries;
(33) performed work regarding an escrow agreement; (34) performed work regarding exhibits;

(35) attended to scheduling issues; (36) prepared for and attended an auction on July 20,2009

regarding Alaska assets; (37) met with various paries to attempt to resolve sale objections;
(38) performed work regarding a notice of auction results; (39) performed work regarding royalty issues; (40) performed work regarding easement issues; (41) reviewed and analyzed objections; (42) reviewed and analyzed historical materials relating to Alaska sale; (43) created

and maintained chars regarding objections; (44) attended to issues regarding post-auction
overbids; (45) attended to access issues; (46) pedormed work regarding issues related to a right
of first refusal to purchase stock; (47) pedormed work regarding a cure list; (48) attended to
insurance issues; (49) performed work regarding an abandonment order relating to Trading Bay;
(50) performed work regarding replies to sale objections; (51) attended to governent consent

issues; (52) attended to issues regarding threat of a possible Chapter 7; (53) pedormed work
regarding closing issues; (54) prepared for and attended an auction on July 31, 2009 related to Beta assets; and (55) corresponded and conferred regarding asset disposition issues.
Fees: $252,466.00; Hours: 449.20

C. Bankruptcy Litieation

17. During the Interim Period, the Firm, among other things: (l) prepared for
and attended an Omnibus hearing on July 1,2009; (2) performed work regarding

pro hac vice

issues; (3) performed work regarding orders; (4) performed work regarding a complaint fied by

68773-002\DOCS _DE: 152220.2

ORR holders in the Alaska Banptcy Cour; (5) attended to issues regarding the Aera and
Medema matters; (6) performed research; (7) performed work regarding a settlement motion in

the Escopeta matter; (8) reviewed and analyzed documents; (9) performed work regarding a potential counterclaim in the Union Oil matter; (10) performed work regarding an answer in the

Noble matter; (11) performed work regarding the Marathon matter; (12) performed work
regarding Agenda Notices and Hearing Binders; (13) attended to scheduling issues;
(14) performed work regarding the Union Oil motion to compel; (15) performed work regarding

settlement issues; (16) performed work regarding a motion by the State of Alaska to intervene in the Marathon matter; (17) performed work regarding a stipulation in the Marathon matter; (18) performed work regarding an answer to the Aera complaint; and (19) corresponded and

conferred regarding banptcy litigation matters.


Fees: $46,224.50; Hours: 95.90

D. Case Administration

18. Durng the Interim Period, the Firm, among other things: (1) reviewed
documents and pleadings and forwarded them to the appropriate persons; (2) responded to case

inquiries; (3) prepared Hearing Notebooks; (4) maintained service lists; (5) maintained a
memorandum of Critical Dates; and (6) maintained document control.
Fees: $7,449.00;

Hours: 49.30

E. Claims Administration and Objections


19. During the Interim Period, the Firm, among other things: (1) responded to

creditor inquiries; (2) performed work regarding the CIRI and CIPL motions to compel payment
of administrative claim; (3) attended to issues regarding the Union Oil claim; (4) attended to

68773-002\DOCS _DE: i 52220.2

Section 503(b)(9) claim issues; (5) performed research; (6) attended to tax claim issues;

(7) reviewed and analyzed claims and related documents; (8) attended to issues related to SPBPCo; (9) performed work regarding royalties issues; (10) attended to time extension issues; (11) performed work regarding responses to the CIRI and CIPL motions to compel; and (12) corresponded and conferred regarding claim issues.
Fees: $13,140.50; Hours: 25.10

F. Compensation of Professionals

20. This category includes work related to the fee applications of

the Firm.

Durng the Interim Period, the Firm, among other things: (1) drafted the Firm's June 2009
monthy fee application; (2) performed work regarding the Firm's May 2009 monthly and First
quarerly fee applications; and (3) monitored the status and timing of

fee applications.

Fees: $2,060.50;

Hours: 7.30

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

professionals, other than the Firm. During the Interim Period, the Firm, among other things:

(1) attended to ordinar course professionals issues; and (2) performed work regarding the
Schully, Milstream, Devlin, Rutan, Meyers Norris, Zolfo, Lazard Freres and Jensen matters.
Fees: $18,101.50; Hours: 54.10

68773-002\DOCS_DE:I

S2220.2 10

H. Emplovee Benefits and Pensions


22. This category includes work related to employee benefits and pension

plans. During the Interim Period, the Firm, among other things: (1) performed work regarding
the EEOC claims and litigation; and (2) corresponded and conferred regarding employee issues.
Fees: $1,990.00;

Hours: 3.50

I. Executory Contracts
23. This category includes work related to executory contracts and unexpired

leases of real property. During the Interim Period, the Fir, among other things: (1) performed
work regarding lists of executory contracts related to the Alaska and Beta asset sales;
(2) attended to cure and cure notice issues; (3) performed work regarding a motion pursuant to Section 365(d)(4) to extend the time to assume or reject real property leases; (4) attended to

royalty issues; (5) performed work regarding employment agreements; (6) attended to back rent

and lease assignment issues; (7) performed work regarding a settlement motion; (8) drafted a
lease assumption motion; (9) performed work regarding rejection issues; (10) responded to
inquiries; (11) prepared for and attended a hearing in the Union Oil matter; (12) attended to
issues regarding governent contracts; (13) performed work regarding a sub-surface access

agreement; and (14) corresponded and conferred regarding executory contract and lease issues.
Fees: $34,247.50;

Hours: 68.70

J. Financial Filin2s
24. This category includes work related to compliance with reporting

requirements. During the Interim Period, the Firm, among other things: (1) performed work

68773-002\DOCS -E: i 52220.2

11

regarding amended Schedules; (2) performed work regarding MontWy Operating Reports; and

(3) conferred and corresponded regarding financial fiings issues.


Fees: $833.50;

Hours: 2.90

K. Financinl!
25. 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) attended to budget issues; (2) attended to lien analysis issues; (3) performed work regarding

exit financing issues; (4) attended to wind-down issues; (5) performed work regarding

negotiations; (6) attended to financing amendment issues; and (7) corresponded and conferred
regarding financing issues.
Fees: $6,050.50;

Hours: 8.40

L. General Business Advice


26. This category includes work related to general business issues. During the

Interim Period, the Firm, among other things: (1) prepared for and paricipated in case status
conferences with the client and case professionals; (2) attended to sale issues; (3) attended to tax
issues; (4) prepared for and attended a Board of

Directors' meeting regarding case issues,

(5) attended to wind-down issues; (6) attended to budget issues; and (7) corresponded and
conferred regarding general business advice issues.
Fees: $8,995.00;

Hours: 14.20

68773-002\DOC3 _DE: 152220.2

12

M. General Creditors Committee


27. This category includes work related to general Committee issues. Durng

the Interim Period, the Firm, among other things: (1) responded to Committee information

requests; and (2) corresponded and conferred regarding Committee issues.


Fees: $825.00;

Hours: i. i 0

N. Operations
28. This category includes work related to operations issues. During the

Interim Period, the Firm, among other things: (1) attended to insurance issues; (2) attended to
pipeline issues; (3) attended to sale issues; and (4) corresponded and conferred regarding
operations issues.
Fees: $2,404.00;

Hours: 3.30

O. Plan and Disclosure Statement


29. This category includes work related to a Plan of

Reorganization ("Plan")

and Disclosure Statement. Durng the Interim Period, the Firm, among other things:

(1) performed work regarding a term sheet; (2) attended to valuation issues; (3) attended to
securities law issues; and (4) corresponded and conferred regarding Plan issues.
Fees: $7,600.50;

Hours: i 0.50

P. Retention of Professionals--Others

30. 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

68113-002\DOCS _DE: i 52220.2

13

regarding the Loeb and Loeb, Schully and fee auditor retention matters, and regarding Ordinar
Course Professionals issues.
Fees: $3,173.50;

Hours: 6.90

Q. Stay Liti2ation
31. This category includes work related to the automatic stay and relief from

stay motions. During the Interim Period, the Firm, among other things: (1) reviewed and
analyzed documents and pleadings; (2) performed work regarding letters relating to violations of
the stay; and (3) conferred and corresponded regarding stay issues.
Fees: $3,135.00;

Hours: 5.40

R. Travel
32. 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: $12,987.50; Hours: 39.80

Valuation of Services
33. Attorneys and paraprofessionals ofPSZ&J expended a total 850.20 hours

in connection with their representation of

the Debtors during the Interim Period, as follows:

'Ni'nrRt~r'~joii.r

,IdjviduaL

., ;'PC)~itl~n:::~f:tb~Ap'pnc#tfii"',.... ....R'oGriy: Nm. .'lj.t:,()( ear~ intbI .. .. ....... .,B~~~g..

..l~it~n;i)rol'R~I~yan(..,. ....
Expel"~i~, Year.

of Obtaining. "(inclu'd1~ Liceii~ei()Practice, Areao:f .. CKa.nges)

Ex ertse.'
Ira D. Kharasch
Parner 1987; Member of CA Bar
since 1982

$750.00 162.60

$121,950.00
$ 7,425.00

$375.00 19.80

Alan J. Kornfeld

Parner 1996; Member ofCA Bar


since 1987

$725.00 0.20

$ 145.00 $ 347.50

Richard J. Gruber

Of Counsel2008; Parer 1995;

$695.00 0.50

Member of Ca Bar since 1982

68773-002\DOCS_DE: 152220.2

14

;~~~~~~i~~'f:~~;!,. '~~lI~Irt!~~1d J;~rf~i~~I!\


.. ...... ExperieD.efXea:rofO~t~ining ........ .

;c/ :,,;.;f';:rot~.l . .;.

;~.InVrsatioli.'.
....

(licluding
3.60
1.50
$ $

'License.t()';p,..~ctice~Artof.' ."Cli~ngts) .. .......i.... ...... ..... ..... '. ...Expertse. ........ ....... ....... ..............,',
David 1. Baron Parer 2000; Member ofCA Bar $695.00
SInce 1981

.... .......
2,502.00
1,012.50

Jeffrey N. Pomerantz
Andrew W. Caine

Parner 1995; Member of CA Bar


SInce 1989
Of

$675.00

Counsel (former parner) 1989;

James K.T. Hunter


Bruce Grohsgal

Member of CA Bar since 1983 Of Counsel 1988; Member of CA Bar since 1976 DE Bar Parner 2003; Member of SInce 1997; Member ofPA Bar
SInce 1984

$675.00 $337.50 $650.00


$595.00

4.30
1.00

$ 2,902.50

$ 337.50
$ 24,310.00

37.40
5.00

$ 2,975.00

Max B. Litvak

Parner 2004; Member ofTX Bar SInce 1997; Member ofCA Bar
since 2001

$550.00 112.80

$ 62,040.00

$275.00 19.00

$ 5,225.00 $ 1,595.00 $ 3,210.00

Mar D. Lane
James E. O'Neil

Of Counsel 2009; Member of CA Bar since 1976 Parner 2005; Member ofPA Bar DE Bar since 1985; Member of
since 2001

$550.00

2.90 6.00

$535.00

Scotta E. McFarland

Bar since 1993; Member of

Robert M. Saunders

Wiliam L. Ramseyer

Of Counsel 2000; Member of CA DE Bar since 2002 NY Of Counsel 2001; Member of Bar since 1984; Member ofFL Bar since 1995 Counsel 1989; Member ofCA Of Bar since 1980
Bar since 1996; Member of

$525.00

92.30

$ 48,457.50

$495.00 211.00

$104,445.00

$475.00

1.80

$ $

855.00

Kathleen P. Makowski OfCounsel2008; Member ofPA


DE

$395.00

8.70

3,436.50

Leslie A. Forrester
Kathe F. Finlayson

Bar since 1997 Law Librar Director 2003


Paralegal 2000 Paralegal 2001 Paralegal 2008

Denise A. Hars Shawn A. Quinlivan Monica Molitor Felice S. Harson Cheryl A. Knotts Beatrice M. Koveleski Ida L. Lane Charles J. Bouzoukis

Paralegal 2009
Paralegal 2009 Paralegal 2000

Case Management Assistant 2009


Case Management Assistat 2009

Case Management Assistant 2001

$250.00 $225.00 $225.00 $225.00 $225.00 $225.00 $205.00 $125.00 $125.00 $115.00

2.30 83.30 7.40 23.30 1.60 0.30 1.90 1.50 1.80 10.40

575.00 $ $ 18,742.50 $ 1,665.00 $ 5,242.50 360.00 $ 67.50 $ 389.50 $ 187.50 $ 225.00 $ $ 1,196.00

68773-002\DOCS _DE: 152220.2

15

"~~fi\::t:~~:ro~a-rc d_:/d;:d~~~~~p!ft~t~~~~~~ft-'d~;( . ... Y

'. "'.~.'T.'''t''.'''i....'.

d ,i\ ()a",(v:

....... ../.. .;i~~$t~~7*~g;;;I';~/

Coinpen,s,tion ...

Andrea R. Paul Case Management Assistant 2001 $115.00 Karen S. Neil Case Management Assistant 2003 $115.00

Grand Total:

$ 424,811.50

Total Hours:
Blended Rate: $
34. The nature of

850.20 499.66

work performed by these persons is fully set forth in


this character.

Exhibit A attached hereto. These are PSZ&J's normal hourly rates for work of

The reasonable value of the services rendered by PSZ&J for the Debtors during the Interim
Period is $424,811.50.
35. 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

ofthe 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 July 1, 2009

through July 31, 2009, an interim allowance be made to PSZ&J for compensation in the amount
of

$424,81 1.50 and actual and necessar expenses in the amount of$89,233.51 for a total
$339,849.20 (80% of

allowance of$514,045.01, and payment of

the allowed fees) and

68773-002\DOCS _DE: i 52220.2

16

reimbursement of$89,233.51 (100% of

the allowed expenses) be authorized for a total payment

of $429,082.71 and for such other and furter relief as this Court may deem just and proper.

Dated: August 20, 2009

a Davis lone E Bar No. 2436) ra D. Khara (CA Bar No.1 09084)
Scott 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

P.O. Box 8705 Wilmington, DE 19899-8705


Telephone: 302/652-4100

Facsimile: 310/652-4400
Counsel for Debtors and Debtors in Possession

68773-002\DOCS _DE: 152220.2

17

VERIFICATION

STATE OF DELA WAR


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 Cour.


b) I am familiar with the work performed on behalf of

the Debtors by the

lawyers and paraprofessionals of PSZ&J.


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

are true and correct to the best of my knowledge, information and belief. Moreover, I have
reviewed DeL. BanI. 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.

-l
SWORN AND ~CRlB D before me this .Lay of
MARY E. CORCORAN NOTARY PUBLIC STATE OF DELAWARE
IC

ssion Expires:

(I .A(1

Mrcommission expires Nov. 4.20

68773-002\DOCS _DE: i 52220. i

EXHIBIT A

PACHULSKI STANG ZIEHL & JONES LLP


10100 Santa Monica Boulevard
I I th Floor

Los Angeles, CA 90067

July 31, 2009

Invoice Number 84890

68773 00002

inK

Gerr Tywoniuk

111 W. Ocean Blvd. ste. 1240 Long Beach, CA 90802


Balance forward as oflast invoice, dated: June 30, 2009
Payments received since last invoice, last payment received -- August 6, 2009 Net balance forward
Re: Post Petition

$795,853.12 $252,567.51 $543,285.61

Statement of Professional Services Rendered Through

07/31/2009

Hours
Avoidance Actions

Rate

Amount

07/02/09 07/14/09
07/22/09 07/22/09

AWC AWC

Emails with client re preference investigation.. Emails with client re status of preference research, further investigation.

0.20 0.20 0.30

675.00 675.00 675.00 750.00

$135.00 $135.00 $202.50

AWC
IDK

Emails with client re preference preparation; review preference data for i. Kharasch.
re need for updated preference Emails with A. Caine analysis and proposed fee strcture for client today re wind up budget, and his response and analysis (.3).

0.30

$225.00

07/29/09

AWC

Meeting regarding AlP background/practices and preference analysis, read/analyze documents gathered for
preference pursuit.
Emails with Ira D. Kharasch regarding status of

3.40

675.00

$2,295.00

07/30/09

AWC

preference

0.20

675.00

$135.00

information gathering.

Task Code Total

4.60

$3,127.50

Asset Disposition (BI30)


Email communications with Ira Kharasch regarding the service of the sale motions and notices
Consider preparation of service list for parties that were served the bidding procedures and email communications with Myra Kulick re same
Prepare red-lines of

07/01/09 SEM 07/01/09 SEM

0.10 0.10

525.00 525.00

$52.50 $52.50

07/01/09 SEM

the Alaska and the Beta sale motions

0.20

525.00

$105.00

(.1); Email to Darren katie, Scott Winn and Gerr

Invoice number 84890

68773

00002

Page 2

Tywoniuk regarding same (.1)


07/01/09
SEM

Email to Jeffrey Sabin, Amy Kyle, Steven Wilamowsky, Scott Seamon, TK Grant, and Chris Dickerson regarding the redlines ofthe sale motions

0.10

525.00

$52.50

07/01/09

SEM

Email communication with Brian Osborne and Myra


Kulick regarding the all creditor list for service of

0.10

525.00

$52.50

the sale

notices

07/01/09
07/01/09

SEM SEM

Email to Cristy Parker re request of Kellan Grant for word


version of latest AP A

0.10

525.00
525.00

$52.50 $52.50

Email exchange with Kevin Tomossonie and Brian Osborne regarding the service of the sale motions and notices

0.10

07/01/09

SEM SEM

Email communications with Max Litvak regarding Abandonment Notice and email to Myra Kulick re same
Transmittal of Sale Procedres Orders to Scott Winn,

0.10 0.10 0.30

525.00 525.00 525.00

$52.50 $52.50
$157.50

07/01/09
07/01/09

Mark Cervi and Geny Tywoniuk


SEM

Telephone conference with Brian Osborne regarding the service list information for service ofthe sale motions and
the notices

07/01/09 07/01/09
07/01/09

MBL
MBL MBL
IDK

Revise sale notices; sale motions, and orders.


Draft abandonment notices. Emails, calls with miscellaneous parties re sale, pending issues, noticing of sale.

4.50
1.00

550.00

$2,475.00

550.00
550.00 750.00

$550.00
$825.00

1.0
2.20

07/02/09

Attend conference call with Company reps re status of preparations for abandonment litigation on Ops properties, and summary of meetings with Alaska agencies (1.2); Telephone conferences with Lazard re new bidders and their desire to bid on both and be contingent on success of both (.3); Emails with client, M. Litvak re Chevron's request for bid copies prior to auction and how to respond, and consider same (.3); Emails with Rutan re Polytek extreme markup received today on AK assets and how to coordinate (.2); Emails with S. McFarland re lenders' markup of AK sale order, including review of same (.2).
Email communications with Brian Osborne regarding the service lists for the sale motions, cure notices, and sale notices
service of

$1,650.00

07/02/09

SEM

0.10

525.00

$52.50

07/02/09 07/02/09

SEM SEM

Email exchange with Max Litvak regarding the fiing and the sale motions, cure notices and sale notices
the sale orders

0.10

525.00 525.00 525.00 525.00

$52.50
$52.50 $52.50 $52.50
i

Responding to Steven Wilamowsky's request regarding the


latest copies of

0.10 0.10

07/02/09
07/02/09 07/02/09

SEM
SEM SEM

drafts of

Email exchange with Christy Parker regarding the final the PSA and TSA to be filed and served

Email to Kathe Finlayson re the fiings that have to be done today


Drafting email to Ira Kharasch, Max Litvak and Rob the sale motions, Saunders re the status ofthe service of cure notices and sale notices

0.10
0.20

525.00

$105.00

07/02/09

SEM SEM

Att to getting the Sale Motions fied


Working on preparation of service lists and the documents (sale motions, exhibits, orders, notices and exhibits) for
fiing and service

0.50

525.00 525.00

$262.50
$1,732.50

07/02/09

3.30

Invoice number 84890


07/02/09
SEM

68773

00002

Page 3
0.10 0.10 0.10

Email exchange with Scott Seamon re his comments to the sale motion and order

525.00 525.00 525.00 550.00 550.00

$52.50
$52.50 $52.50

07/02/09
07/02/09 07/02/09

SEM SEM

Email exchange with Rob Saunders and Max Litvak


regarding Seamon's comments to the sale order

Revise order on Beta sale motion

MBL MBL
SAQ
SAQ SAQ SAQ SAQ SAQ

Follow up calls and emails re sale and notice issues.


Call with Union counsel; emails re same.

0.80

$440.00 $165.00
$22.50

07/02/09 07/02/09
07/02/09 07/02/09 07/02/09

0.30 0.10
0.20 0.20 0.30 0.40 3.70

Conference with S. McFarland re service issues for sale motions


Review Alaska sale motion
Review Beta sale motion

225.00

225.00
225.00 225.00

$45.00 $45.00 $67.50


$90.00

Review docket for objections to sale procedures motion Conference with S. McFarland and review service issues re notices for Alaska and Beta asset sales service of

07/02/09 07/02/09

225.00 225.00

Revise notices and sale motions, prepare exhibits and sale documentes of Beta and Alaska assets for fiing and service

$832.50

07/03/09

IDK

Telephone conference with M. Litvak re abandonment issues, evidence, need to amend abandonment motion re
Kustakan propert, and restructuring alternatives (.6);

0.80

750.00

$600.00

Review emails with Chevron, M. Litvak re its request for bids prior to auction (. i); Email Amber, others re process on responding to Polytek markup (.1).

07/03/09 07/03/09 07/03/09

MBL MBL

Emails and calls with G. Amber and i. Kharasch re sale issues.


Review proposed redline Alaska AP A from prospective

1.00
1.80

550.00

$550.00 $990.00

550.00

buyer.

KFF

Prepare three orders from July i hearing for service: (1) Extend time to assume or reject leases (2) Alaska Assets Sale Procedures and (3) Beta Assets Sale Procedures, including drafting affdavits of service for each for e-filing with Court and special service lists
Forward CIR1 confidentiality agreement comments email to I Kharasch and M Litvak

2.20

225.00

$495.00

07/05/09
07/05/09 07/06/09

RMS RMS

0.10 0.10
1.80

495.00
495.00
750.00

$49.50 $49.50

Forward litigation questions received from Rutan that it received from potential bidder
Review and consider numerous e-mails with client, Rutan, Zolfo and others re sale logistics and joint negotiations of
PSA this week with multiple bidders, and list of numerous

IDK

$1,350.00

questions to Polytec counsel re its massive markup of PSA (.7); E-mails with AK counsel, M. Litvak re AK feedback re sale documents (.2); E-mails with Lazd and M. Litvak re Lazrd's auction questions (.2); Review and consider e-mails with client group re CIR1 desire to bid and its due dilgence (.3); E-mails with m. Litvak re e-mail sent to me by C re sale/abandonment and how to respond (.2); E-mails with Committee, M. Litvak re coordination of responses to Committee AP A requests (.2).
07/06/09
SEM
Review email from Barr White re abandonment motions

0.10
1.00

525.00
550.00

$52.50
$550.00 $148.50

and email to Brian Osbome re same


07/06/09 07/06/09
MBL
RMS

Emails and calls re sale issues.

Telephone conference with M Litvak regarding sales

0.30

495.00

Invoice number 84890


07/06/09
RMS

68773

00002

Page 4
0.40

Email exchange with M Litvak regarding Canadian approval of sales (0.2), review of related email from G Sleichter (0.1) and email to R Clark (0.1)

495.00

$198.00

07/06/09

RMS

07/06/09

RMS

Review of email from M Litvak regarding CIRI confidentiality agreement (0.1); brief review of drft agreement (0.1); email exchange with J Arlington regarding draft agreement (0.2); email exchange with S !toh of Rutan regarding CIRI confidentiality agreement (0.2) Email exchange with M Litvak and I Kharasch regarding Escopeta and review of emaIl from L Wolf and related materials attached to emails

0.60

495.00

$297.00

0.40

495.00

$ i 98.00

07/06/09

RMS

Review of sale procedures orders as entered (0.2)


EmaIl exchange with 1 Kharasch regarding Beta auction

0.20 0.10 0.30

495.00

$99.00 $49.50

07/06/09 07/06/09

RMS
RMS

495.00
495.00

EmaIl exchange with M Litvak and review of emaIl exchanges among C Parker, I Kharasch and M Litvak regarding sale procedures questions and review of relevant materials

$148.50

07/06/09
07/07/09

KFF

Respond to request from Max Litvik for pdf copies of procedures orders for Alaska and Beta assets sales
Review and consider summaries of discussions with Polytec counsel re its reactions and questions to our numerous questions re its PSA markup and issues for bankptcy lawyers (.4); E-mails with client, others re my feedback on Poly tee questions on number ofPSAs needed for its bid and whether post-closing insurance is needed (.5); E-maIls with client, re its feedback on Polytec new
issues re sale (.2); Review e-mails re issue of whether

0.30
1.80

225.00
750.00

$67.50

10K

$1,350.00

Canadian cour needs to get involved re approval of sale

(.2); E-mails to Arlington, others re CIRI bid questions re AK operations (.2); Review of numerous e-mails with
client, others re coordination of

response to Goldman's

massive due dilgence demands and problems with same re

timetable (.3).

07/07/09

SEM

Email exchange with Max Litvak regarding getting the investment bankers copies of what was fied and served last Thursday

0.10

525.00

$52.50

07/07/09

SEM

Responding to request from max litvak regarding copies of the sale motions and notices that were fied and served on
the 2nd.

0.10

525.00

$52.50

07/07/09 07/07/09 07/07/09 07/07/09 07/07/09 07/07/09

SEM SEM

forwarding the sale motions, exhibits, notices and exhibits to the investment bankers

0.10 0.10 0.50 0.10

525.00 525.00
525.00

$52.50 $52.50

Email exchange with Rob Saunders regarding sending the bid procedures to the investment bankers
Responding to Max Litvak regarding question on MMS
Trust Bond

SEM
RMS RMS RMS RMS

$262.50
$49.50 $49.50

Review of docket regarding sale items Review of email exchange between 1 Kharasch and M Litvak regarding PSAs for bids

495.00 495.00 495.00 495.00

0.10 0.30
1.00

Email exchange with R Clark regarding approval for sales and emaIl to M Litvak
Preparation for drafting motion to dismiss SPBPCo case in connection with any sale ofSPBPCo stock in Beta Assets

$148.50
$495.00

07/07/09

Invoice number 84890

68773

00002

Page 5

07/07/09

RMS

sale including drafting detailed email to S Quinlivan motion (0.9); voice mail to S regarding his drafting shell of Quinlivan (0. i) Review of emails regarding CIRl confidentiality agreement and email exchange with G Amber and emails to M Litvak and I Kharasch

0.30

495.00

$148.50

07/07/09
07/07/09 07/07/09

RMS

RMS
RMS RMS

Email exchange with B Osborne regarding claims fied against SPBPCo and review of spreadsheet Email to M Cervi regarding any postpetition claims against SPBPCo
Drafted email to I Kharasch and M Litvak regarding CIRl
Reviewed and forwarded email from CIRl's counsel with CIRl's confidentiality agreement to I Kharasch and M Litvak

0.30 0.10 0.20 0.10

495.00

$148.50

495.00 495.00 495.00

$49.50

$99.00 $49.50

07/07/09

07/07/09

RMS

Email exchange with I Kharasch and M Litvak regarding my communications with J Arlington regarding potential bid

0.20

495.00

$99.00

07/07/09

SAQ SAQ SAQ

Exchange email memos with R. Saunders re status of motion to dismiss SPBP and motion to shorten re same
Prepare draft of motion to dismiss SPBP
preparation of

0.20 2.10
0.20
1.90

225.00
225.00 225.00
750.00

$45.00

07/07/09 07/07/09
07/08/09

$47250
$45.00

Review R. Saunders detailed email and phone message re motion to dismiss SPBP

10K

Review and consider e-mails between client, others re progress on lenders' due dilgence and resolution of further concems of Poly tee re its PSA (.3); E-mails with R. Saunders re related dismissal of San Pedro and DIP relation to same (.2); E-mails with client, M. Litvak re clarification of sale proceeds and Polytec deadlines re price and PSA (.2); E-mails with Amber and later with Win re
purose of Goldman massive due diligence and potential

$1,425.00

credit bid (.3); Review and consider Ocar term sheet for aU
assets (.2); E-mails with client, others re same re natue

and issues re its bid, including bonds (.2); E-mails with attorneys, client re WARN act issues re sale (.2); E-mails with client, Lazard, others re need for further information from Ocar on its bid, including swap-default from lender.
07/08/09
07/08/09
SEM
SEM

07/08/09 07/08/09
07/08/09 07/08/09

SEM

Addressing red-line issue ofthe sale procedures with Rob Saunders Email commuinications with Max Litvak regarding updated forms for Beta sale the latest changes to the Attention to getting redlines of PSA and the TSA for the Alaska and Beta sales
Preparing and disseminating the Sale Procedures for the Beta and Alaska sales
Email to Ira Kharasch, Max Litvak and Rob Saunders re call from Buzz Rochelle re interested Beta bidder
Tracing origination of

0.10
0.10 0.10
0040

525.00
525.00 525.00 525.00 525.00 525.00 550.00 550.00

$52.50
$52.50 $52.50

SEM
SEM SEM

$210.00
$52.50

0.10

Notice of Sale sent to Delta

0.20
0.80

$105.00 $440.00
$1,100.00
$49.50

Society(.I);Email to Jon Eastlake regarding same(. 1)

07/08/09 07/08/09 07/08/09 07/08/09

MBL MBL RMS


RMS

Call with 1. Arlington re abandonment issues.

Emails re miscellaneous sale, cure, reorganization issues.

2.00
0.10

Email J Arlington regarding bidding procedures materials relevant to motion to dismiss SPBPCo Review of

495.00
495.00

0.70

$346.50

Invoice number 84890

68773

00002

Page 6

its stock (0.3), including email exchanges with M Litvak (0.2) and S Quinlivan (0.2)
case conditionally on sale of

07/08/09
07/08/09 07/08/09 07/08/09 07/08/09 07/08/09 07/08/09 07/08/09 07/09/09

RMS RMS

Email to G Sieichter and C Parker regarding sale of


SPBPCo stock

0.10 0.40 0.10 3.60 0.20 2.20 0.20 0.30


1.30

495.00 495.00 495.00 495.00

$49.50
$198.00
$49.50

Email exchange with J Hunter regarding Aera, SWEPI and Noble PSAs

RMS
RMS RMS

Email exchange with M Litvak regarding potential Alaska


buyer caB

Drafting motion to dismiss SPBPCo case upon sale,


including legal research and review of research

$1,782.00
$99.00

Review of email from I Kharsch regading PEAO's Cosmopolitan interests and email to T Marino and L Wolf

495.00 225.00 225.00 225.00 250.00


750.00

SAQ SAQ SAQ

Prepare motion to dismiss SPBP

$495.00
$45.00

Exchange email memos with R. Saunders re motion to dismiss SPBP and motion to shorten time re same

Prepare motion to shorten time re motion to dismiss SPBP


Cite check & edit pleading. Review and consider e-maI1s from client, Lazrd and others re MNC information on Ocar bidder and how to proceed re same and Goldman, and potential auction delay re AK (.3); Review briefly draft motion to dismiss San Pedro (.2); Numerous e-mails with R. Saunders re my concerns re same and needed revisions to dismissal motion (.4); Telephone conferences and e-mails with M. Litvak re my feedback on Kustakan abandonment motion and Union cure amounts and consider (.3); Numerous e-mails with client and oil and gas counsel, M. Litvak, Goldman counsel and R. Saunders re Goldman's concerns re motion to dismiss San Pedro (.7); E-maI1s with client, S. McFarland re employee's contracts and sale motion and
cures (.3).

$67.50

07/09/09

LAF IDK

$325.00
$1,650.00

2.20

07/09/09

SEM

Telephone conference with attomey for potential purchaser re Beta assets


Emails re misceIlaneous sale issues.

0.40 0.80

525.00 550.00

$210.00 $440.00 $1,534.50 $247.50

07/09/09 07/09/09 07/09/09

MBL
RMS RMS

Drafting and revising motion to dismiss SPBPCo case upon sale, including research and review thereof
Review of mark up ofPSA from potential bidder in preparation for conference caIl with client and other professionals

3.10 0.50

495.00 495.00

07/09/09

RMS

Conference call with client and other professionals regarding mark up of Alaska PSA received from a
potential bidder

2.00

495.00

$990.00

07/09/09 07/09/09 07/09/09


07/09/09 07/09/09

RMS

EmaI1 to I Kharasch and M Litvak regarding Alaska bidding EmaI1 exchange with M Litvak regarding bid procedures

0.10 0.20
0.40

495.00

$49.50 $99.00

RMS
RMS

495.00 495.00
495.00

Email to M Litvak regarding SPBPCo (0.1) and telephone conference regarding SPBPCo (0.3)
Email exchange with L Forrester regarding SPBPCo
EmaI1 exchange with I Kharasch and M Litvak regarding

$198.00
$49.50 $99.00

RMS RMS

0.10 0.20

495.00

comments Motion to dismiss SPBPCo case and emaI1 to L

07/09/09

RMS

Wolf Review of email exchange with Lenders' counsel and email

0.40

495.00

$198.00

Invoice number 84890

68773

00002

Page 7

exchange with I Kharasch and M Litvak regarding motion to dismiss SPBPCo case upon sale of stock
07/09109

SAQ SAQ

Prepare motion to shorten time re motion to dismiss SPBP


Prepare order on motion to shorten time re motion to dismiss SPBP
Review and comment on San Pedro dismissal motion; caB with R. Saunders re same.

1.80

225.00 225.00
550.00 750.00

$405.00 $112.50 $440.00

07/09109

0.50

07/09/09 07/10/09

MBL

0.80
1.90

10K

Review numerous e-mails re revisions to cure notices and related issues (.5); Telephone conference with R. Saunders re same, status re dismissal motion (.3); Review e-mails re
Chevron motion to disclose bids, including brief

$1,425.00

review of

same (.3); Review and consider correspondence re Forcit Oil purchase agreements and whether assignable (.2); E-mails with client, Lazard, re how to deal with bidders' reluctance to give Debtor deposits and whether our firm wiI handle deposits (.4); E-mails with R. Saunders, M. Litvak re Silverpoint change of mind on giving up ORRs bidders and deposits re bid deadline (.2). and status of
071 0109

10K

E-mails and telephone conferences with attomeys as to problems with amending cure notices and executory contract list today and need to delay and consequences (.4); Review e-mails re abandonment and State of AK and need for confidentiality (.2); Telephone conferences and e-mails with Lazrd, client on Sunday 7/12, re new AK bidder concerns re 7/13 bid deadline and status of other potential bids re AK and Silverpoint, Chevron issues (.4); E-mails with client, Loeb re transfer taxes re sale (.3).
Email correspondence with Rob Saunders regarding the amended notices to the counterparties

1.0

750.00

$975.00

07/1 0/09
071 0109

SEM

0.10

525.00

$52.50

RMS RMS RMS RMS

Revision of motion to dismiss SPBPCo case on sale of stock for comments received
Emailed Union Oil motion for disclosure of

2.00 0.10 0.20 0.80

495.00 495.00
495.00
495.00

$990.00
$49.50 $99.00

071 0109

bidders and

bids to client and other professionals

07/10/09 07/10/09

Telephone conference with K Makowski regarding motion to dismiss SPBPCo case upon sale of stock
Preparaton for (0.3) and conference caB with other professionals regarding mark up of PSA received from a
potential Alaska bidder (0.5)

$396.00

07/10109
07/1 0/09

RMS

Review of email from M Litvak and email client with Union Oil's limited objection to abandonment motion
Return caB to royalty rights holder Charles Cole re asset sales and objection deadline
Email exchange with I Kharasch regarding Lender ORRs

0.20
0.20
0.10

495.00
225.00

$99.00 $45.00 $49.50

SAQ
RMS

07/11/09

495.00
525.00

0712/09

SEM

Review agenda for hearing on July 15th(.l);Email to Ira Kharasch, Max Litvak and Rob Saunders re comments on same(.l)
Telephone conferences with Jeff

0.20

$105.00

07/13/09

10K

Waxan, Chevron

1.80

750.00

$1,350.00

counsel, re its intent to submit bid today, and role of its separate counsels (.3); Emails with client, Lazard, Zolfo re same and whether its credit bit or matching right, and deposit issue (.3); Telephone conferences and e-mails with M. Litvak, client re same, and re coordination of issues re AK inquiries on sale contracts and Chevron motion to compel bid disclosure (.3); Review correspondence and

Invoice number 84890


APA briefly of of

68773

00002

Page 8

New AK (.3); Emails with client re status New AK bid and upcoming bid ofPolytek and its

strcture (.2); Emails and telephone conferences with


client, our accounting, re need to set up special trst

bidders, and complications re foreign bidder (A).


accounts at our finn for deposits of

07/13/09

10K

Emails and telephone conferences with AK counsel, M. Litvak re AK concern about being denied access to non-AK proposal re abandonment study, and my feedback re same and Kustikan propert (A); Review correspondence, and attached AP A briefly of Polytec for Group 1 AK assets, and fuher correspondence re its Group 2 offer (A); Emails with lenders' counsel, R. Saunders re coordination of bids to lenders (.3); Telephone conferences and e-mails with M. Litvak, client group re
State of AK allegation of

1.80

750.00

$1,350.00

non-cooperation re its

abandonment investigation on properties not owned by State, and how to react (A); Emails and telephone conference with client, M. Litvak as to whether to have meetings with AK reps on abandonment in light of qualified offer (.3).
07/13/09

10K

Review correspondence and offer/bid briefly from Ocar


(.3); Review of

3040

750.00

$2,550.00

Lazrd's various summaries oftoday's

bids on AK on material points and whether qualified, and comments of others re same on extent of mark ups of PSA, and coordination of all hands call re same (A); Attend extensive all hands conference call with client group, others re bids received today on AK, and how to respond to problems in each, and whether qualified, and communications from other bidders re late bids to be received this week, and AK abandonment strategy in light of bids (1.8); Emails with CFO, Gini, re coordination of auction next week and his attendance (.2); Telephone conference and emails with M. Litvak re coordination of written and oral argument in opposition to Chevron motion on 7/15 to disclose bids, and whether Chevron wil withdraw motion re no qualified bids (A); Email and telephone conference with Win re sale status and issues re AK bids (.3).
07/13/09 07/13/09 07/13/09
SEM
V oice message from and to a shareholder regarding the

0.10
0.70
1040

525.00 550.00 550.00

$52.50

notices of sale he has received


MBL
MBL

Call with buyer re Alaska assets; update i. Kharasch re same.

$385.00 $770.00

Draft objection to Union motion to compel disclosure of bids.


All hands conference call with client and other professionals regarding bids received for Alaska Assets
(noon today was the bid deadline)

07/13/09

RMS

2.00

495.00

$990.00

07/13/09 07/13/09 07/13/09


07/13/09 07/13/09

RMS RMS RMS RMS RMS

Emal exchange with J Sabin regarding Alaska bid

0.20
1.00

495.00

$99.00

Review of Alaska bids Email exchange with I Kharasch regarding Alaska bids
Email exchange with I Kharasch regarding Marathon's interests in gas at Trading Bay

495.00 495.00 495.00


495.00

$495.00
$99.00 $99.00 $49.50

0.20

0.20 0.10

Review of email from R Lynd regading call with counsel for Alaska bidder and email to M Litvak regarding same

Invoice number 84890


07/13/09 07/13/09
SAQ SAQ

68773 00002

Page 9
0.10 0.20
1.00

Phone message from S. McFarland re service of sales documents on US Treasury Phone call to Customs and Border Protection re erroneous
service to US Dept of Treasury

225.00 225.00
250.00
595.00

$22.50

$45.00
$250.00 $654.50
$1,125.00

07/14/09
07/14/09 07/14/09

LAF
BG

CIte check & edit letter.

Prepare for hearig


Emails with Zolfo re cure payment timing re transition agreement and closing (.2); emails with lenders re our views on Chevron motion to compel bid disclosures (.2); emails with tax counsel re transfer tax issue (.2); Telephone conferences with AK attorney general offce re sale status and service (.2); Telephone conference with M. Litvak re upcoming AK auction and prep for same (.2); emails with Lazard and lenders' counsel re same auction preparation (.2); emails with M. Litvak re coverage of tomorrow's Chevron hearing on bids and response to State
of AK re result of

1.0
1.50

IDK

750.00

bids yesterday (.3).

07/14/09

IDK

Review correspondence, documents from New AK bidder re its qualification by State (.2); Emails with client re when cure payments made given transition timing of services agreement (.2); Emails with M. Litvak re same
(.1); Emails with client, Zolfo re issue of whether

1.0

750.00

$900.00

abandonment report to lenders is necessar, and consider

DIP language re same (.2); Telephone conference and e-mails with M. Litvak, client re AK counsel's request to attend auction and justification for same (.2); Review correspondence and further PSAs from Polytec briefly on Group 2 assets (.3).

07/4/09
07/4/09
07/14/09
07/14/09 07/14/09

SEM SEM

Telephone conference with Blake Can re equipment of

Pac

0.10 0.10

525.00 525.00

$52.50 $52.50

Engergy on his lot

Responding to inquiry from Max Litvak regarding sending amended notice to counterparties and exhibit to Robert Lynd
Responding to request of Blake Call for copies of the

SEM

0.20

525.00
550.00 550.00

$105.00
$1,100.00
$220.00

Abandonment Motions that have been fied


MBL
MBL

Calls and emails with various parties re sale issues.

2.00
0.40
1.20

Confer with B. Grohsgal re Union hearings; emails re same. Revise and finalize objection to Union motion.

07/4/09
07/14/09
07/14/09

MBL
RMS RMS

550.00

$660.00
$49.50 $99.00

Review of email from Alaska bidder and forward to L Wolf

0.10

495.00
495.00

voice mail from B Can regarding equipment at shipper (whether to be sold or abandoned) in Alaska and email exchange
Review of

0.20

07/14/09 07/14/09

RMS

Voice mail exchange with F Johnson regarding contract

0.20
0.10 2.80
0.40
1.70

495.00 495.00
595.00 595.00

$99.00 $49.50

part Digitel
RMS
BG BG

Email PSA for Alaska Assets received from bidder to M Litvak


Prepare for and attend hearing regarding sale procedures

07/5/09
07/15/09

$1,666.00

Draft order regarding bid procedures


Emails with client, Zolfo re logistics of auction on 7/20 (.3); Telephone conference and e-mails with M. Litvak re
today's upcoming hearing re Chevron's motion to compel

$238.00
$1,275.00

07/5/09

IDK

750.00

Invoice number 84890

68773

00002

Page 10

bid disclosure and issues re same (.2); Numerous emails with counsel to State of AK re bidders and disclosures of
certin information re same, and which have met with the

State (.2); Review emails re issues on contracts to be assigned in AK deal and questions from the 3d paries to
those contracts (.4); Telephone conference and emails with

Lazard re 7/20 auction and issues re credit bids (.3); Review memos from Lazrd on summar of bids and Polytek potential change of its deal to be continent on Chevron, and update on Cook Inlet bid (.3).

07/15/09

IDK

Telephone conference with M. Litvak re result of

hearing

1.0

750.00

$825.00

on Chevron motion to compel disclosure (.2); Review

emails from client, M. Litvak re summary of same (.2); Emails with client, accounting re client's request to have firm hold deposits on Beta as weII (.2); Emails with M. Litvak re sale/auction issues and lenders' questions re our position of bid deadline for credit bids, and his email to Silverpoint re same (.3); Emails with R. Saunders re summary of the extensive negotiations today with Polytek on its problematic PSA, and open issues, and consider (.2).

07/15/09

SEM

Review objection to Alaska sale fied by Union and forward to Rob Saunders, Max Litvak and Ira Kharasch
Attend call re PSA(I.0); folIow up calI with buyer (0.5).
Review proposed PSA; em

0.10

525.00
550.00 550.00

$52.50

07/5/09
07/15/09 07/15/09

MBL MBL
RMS

1.0
0.80

$825.00 $440.00
$99.00

ails re same.
Debtors' equipment in Kenai,

Telephone conference with Black CalI, attomey for


Weaver Brothers, holder of

0.20

495.00

AK

07/15/09

RMS

Drafted detailed email to client and other professionals regarding calls with counsel to Weaver Brothers and Digitel

0.30

495.00

$148.50

07/15/09 07/15/09 07/15/09


07/15/09 07/15/09 07/15/09
07115/09

RMS

RMS

Email exchange with G Amber regarding Alaska sale Email exchange with R Lynd regarding Alaska sale
Email exchange with M Litvak regarding PSA modifications received from bidder (Alaska)

0.20 0.20 0.30


0.20

495.00 495.00 495.00 495.00

$99.00 $99.00

RMS
RMS RMS
RMS RMS

$148.50
$99.00

Email exchange with H Wiliams regarding Beta sale communications with bidders and operational matter Review of bidder's exhibits to proposed PSA and email regarding them to L Wolfwith question
Review of schedules to PSA proposed by bidder and email exchange with M Litvak

0.50 0.60

495.00 495.00 495.00 495.00 495.00 495.00 495.00


495.00 495.00

$247.50
$297.00
$99.00

Voice mail exchange with M Cervi regarding Digitel


Preparation for conference can regarding bidder'Schanges to PSA

0.20
0.60

07/5/09
07/15/09 07/15/09 07/15/09

RMS RMS

$297.00

Conference calI with client and other professionals regarding bidder's mark up of PSA

2.70
0.30

$1,336.50
$148.50

RMS
RMS RMS RMS

Conference calI with A Hogie and another attomey at his firm regarding Escopeta and sale timing

Conference call with counsel to bidder for Alaska assets, client and other professionals
Legal research for sales
Email exchange with I Kharasch after conference call with

2.40
0.30 0.20

$1,188.00
$148.50

07/5/09
07115/09

$99.00

bidder's counsel

Invoice number 84890


0711 5/09

68773 00002

Page
0.10

11
$49.50

RMS
DAH

Review of

voice mail from R Lynd regarding his communications with bidders for the Alaska Assets
building

495.00 225.00

07/15/09

Review/emails regarding auction; possible use of

0.90

$202.50

conference center; telephone conference with center regarding availability.


07/16/09
0711 6/09

BG

Telephone conferences and correspondence regarding bid procedures order and revise same Telephone conference with R. Saunders re status on bid negotiations with Chinese (.1); Telephone conferences with M. Litvak re coordination of sale issues and demands by State of AK re bidder information, and coordination of auction on 7/20 with Lazard (.2); Emails with State of AK counsel re certain information on identity of bidders and need for authority to give more, and re AK's pre-approval for 2 of bidders (.3); Telephone conference with Win re general status of AK bids and auction, and strategy (.2); Emails with Lazad, M. Litvak re coordination of call re logistics of 7/20 AK auction and related issues (.2); Attend conference call with Lazard, M. Litvak re various issues on 7/20 auction, different PSA potential, need to change sale procedures on disclosures, Chevron and Cook Inlet issues (.5); Telephone conference with M. Litvak re same and
need to amend sale procedures (.1).
Telephone conferences with CEO of

0.40
1.60

595.00

$238.00
$1,200.00

IDK

750.00

07/16/09

IDK

New Alaska re its bid

1.80

750.00

$1,350.00

for auction and need for more financial information to compete, and timing (.4); Emails with Lazard re same and result of call (.I); Review of sale procedures on modification abilty of same re disclosure of bids prior to auction (.1); Emails with M. Litvak re same (.1); Offce conferences with J. Pomerantz re varous bid/auction issues on conducting and changing rules of auction and allocating value to different bids, and consider (.4); Telephone conference with Committee counsel re AK auction and potential objection to sale by Committee, and consider its potential objection (.2); Review em ails re Ocar bid and fmancial abilty question to perform (.2); Review emails with client, Lazd, others re coordination of bidders to State of AK and to Chevron, and Polytek change of mind and wilingness to remove contingency (.3).
07/16/09
IDK

Emails with R. Saunders re Polytek dispute on indemnities in PSA and need for some from buyer, and consider (.3); Review and consider emails with State of AK re sale and what happens to $200K/month escrow clean up oblige (.2); Emails with R. Saunders re Silverpoint indication of credit bid for Beta and how it will buy claims from Goldman, and consider (.2); Furter correspondence with State of AK re sharing bid information and our confidentiality concems (.2); Emails with Lazard, others re Cook Inlet bid update and its PSA issues (.2); Emails with Amber re PSA
negotiation issues and problems and our lack of certin

2.80

750.00

$2,100.00

leverage in naked auction (.3); Numerous emails with client, Amber re bankptcy issues re bonds, cash in AK and New Alaska's desire to keep those and oil stored on premises, and what would happen if we tried to liquidate and get cash back (.5); Emails with M. Litvak re same and need for controlling documents on cash collateral and bonds, including review of summary of same (.3); Emails

Invoice number 84890

68773 00002

Page 12

with S. McFarland, others re Beta cure and contract issues (.2); Emails with Lazard, attorneys re Silverpoint refusal to waive ORR, and need to clarify ORR issues (.2); Emails with US Dept of Justice and M. Litvak re its concerns on
abandonment (.2)

07/16/09

JNP
SEM SEM SEM

Conference with i. Kharasch re sale issues.

0.50 0.10 0.40


0.10

675.00 525.00 525.00


525.00

$337.50

07/16/09
07/16/09 07/16/09

Telephone conference with Joanne Miler with eonoco PhiJlps regarding status of case Revise Beta contact list re comments received thus far
Email commnuications with Rob Saunders re the production payment agreement listed on the Beta contract list Revisions to the Beta contract list re comments from Lynn Wolf and Gregg Amber and dissemination of same for final review and approval Calls and emails with team and opposing counsel re sale, auction issues.
Email exchange with G Tywoniuk regarding bidders' PSAs Conference call regarding bidders' PSAs with client and other professionals

$52.50
$210.00

$52.50

07/16/09

SEM

0.20

525.00

$105.00

07/16/09 07/16/09
07/16/09

MBL

2.50
0.10 0.30 0.30 0.30 0.40 0.30
1.50

550.00

$1,375.00

RMS RMS RMS RMS RMS


RMS RMS

495.00 495.00 495.00 495.00 495.00 495.00 495.00

$49.50

$148.50
$148.50 $148.50 $198.00 $148.50 $742.50

07/16/09
07/16/09 07/16/09 07/16/09 07/16/09

Telephone conference with R Lynd regarding bidding Telephone conference with I Kharasch regarding auction and bids Email exchanges with I Kharasch (0.2) and R Lynd (0.2) regarding Alaska sale

Review of Alaska sale procedures as approved by Court order


Preparation for call with client and other professionals regarding bidders' PSAs (0.2) and participation on call (1.3) Emails to I Kharasch and M Litvak regarding Alaska sale
and S McFarland regarding cure notice exhibit for Beta sale
Conference call with GAmber, L Wolf

07/16/09

RMS
RMS

0.20

495.00
495.00

$99.00
$198.00
$99.00

0716/09
07/16/09 07/16/09 07/16/09

0.40 0.20 0.30 0.50

RMS RMS
RMS

Email exchange with G Sleichter regarding sales


Email exchange with G Sleichter regarding uee searches

495.00 495.00 495.00

$148.50
$247.50

and brief review of search result Email exchange with I Kharasch and M Litvak regarding Alaska bonds and Lenders' Alaska ORRs and review of relevant documents
Review of bidder's PSA in preparation for conference calls with client and other professionals and then with bidder's attomeys tomorrow

07/16/09

RMS

2.80

495.00

$1,386.00

07/6/09
0717/09
07/17/09

RMS

Review ofG Ambers comments to bidder's PSA


Telephone conference and correspondence regarding bid
procedures order

0.30

495.00
595.00 750.00

$148.50

BG

0.30 2.00

$178.50
$1,500.00

10K

Telephone conference with M. Litvak re coordination of various auction logistics for 7/20, status ofPSA negotiations for same and Polytek, and State of AK (.2); Emails and telephone conferences with AK counsel re auction and feedback from US Dept of Justice re same and re abandonment, and US demand for sharing in bonds/cash

Invoice number 84890

68773

00002

Page 13

collateral for cleanup costs (.4); Review of emails with Chevron re bid disclosure (.1); Emails with client, others re problems in negotiation ofPolytek PSA for 7/20 auction
(.2); Review of em ails with lenders re modifcation of bid

procedures for auction (.1); EmaI1 Lazard re financial information from New AK and review of same (.2); Organize documents for trp to NY for auction of AK (.4); Emails with R. Saunders, others re indemnification disputes with Polytek re PSA and scenarios where it might
matter (.4).

07l7/09

IDK

Review emails with client, M. Litvak re Committee request to have members at auction, and whether call is needed with lenders on bids (.2); Emails with Lazard, others re issues on Cook Inlet bid today and lack offinancing to bid higher, and need for higher deposit, but need to have as back up bid (.3); Emails with client, Zolfo re whether to allow Ocar bidder to contact Chevron prior to auction (.2). Exchange messages with I Kharasch and R Saunders re indemnity issues.
Email communications Buzz Rochelle re potential

0.70

750.00

$525.00

07/17/09 07/17/09 07/17/09


07/17/09 07/17/09 07/17/09 07/17/09 07/17/09

RJG
SEM SEM SEM SEM SEM SEM SEM

0.50

695.00 525.00 525.00 525.00 525.00


525.00 525.00

$347.50

0.10
0.20
0.10 0.10 0.30

$52.50
$105.00

purchaser of Beta Assets

Preparation of exhibit to notice to counterparies to be sent to the First National Bank Alaska
Responding to Ira Kharasch's request for Alaska Sale Motion and exhibits
Responding to Ira Kharasch regarding copies of the

$52.50 $52.50
$157.50
$52.50 $52.50

amended notice to counterpartes served re Alaska sale


Consider revisions to notice to counterparties re beta
sale(.I);revise notice (.2)
Review emaI1 chain regarding the Redoubt Escrow

0.10 0.10

Agreement
fiing of

Email communications with Kitt Makowski regarding the the Amended Notice to Counterparties and the amended Exhibit I for Beta
regarding service of Amended Notice to Counterparties on escrow agent

525.00

07/17/09
07/17/09

SEM

Email communications with Lynn Wolf

0.10 0.10
1.50 1.50

525.00
525.00 550.00

$52.50 $52.50
$825.00 $825.00 $2,079.00

SEM

Email communications with Vanessa Preston re fiing the amended notice re service to First National Bank Alaska
Miscellaneous calls and emaIls re sale issues.

07l7/09 07l7/09
07/17/09

MBL MBL RMS

Miscellaneous emails re sale issues; attend call with team re same.

550.00

Preparation for conference call with client and other professionals prior to call with bidder's counsel (0.3), conference call with client and other professionals regarding bidder's PSA (1.0); preparation for call with bidder's attorneys after client call (1.0); conference call with biddets attorneys (1.9)
Brief telephone call and emaI1 exchange with M Cervi regarding Alaska bid deposit amount
Email exchange with P Ableson regarding bidder's PSA

4.20

495.00

07/17/09 07/17/09

RMS
RMS

0.10 0.50

495.00 495.00

$49.50

$247.50

relevant material (0.1) and telephone conference with him (0.3)


(0.1), review of

07/17/09

RMS

EmaIl exchange with I Kharasch regarding Alaska sale

0.10

495.00

$49.50

Invoice number 84890

68773

00002

Page 14

motion and sale procedures


07/17/09 07/17/09
RMS

Conference call (continued) with attorneys for bidder for Alaska Assets (with client and other professinals) Conference call (0.4) and email exchanges with client and other professionals in preparation for continued call with bidder's counsel regarding proposed PSA (0.8) and related legal research (0.3) and review of draft PSA and related materials including cure notice exhibits (1.9)

2.90 3.40

495.00 495.00

$1,435.50

RMS

$1,683.00

07/17/09

RMS

07/7/09 07/8/09

DAH

Email exchange with G Amber regarding Alaska sale Review and respond to emails regarding names for security clearance naming attendees in NY for auction held on 7/20/09.

0.20

495.00 225.00

$99.00

1.0
1.90

$247.50

IDK

Numerous emails with Polytek, R. Saunders re Polyteks demand for us to now publish notice, file supplemental motion re same, and push hearing back, and need for further clarification, and consider such demand (.4); Telephone conference with R. Saunders re same and what we need from Polytek to understand what it demands re publication and Court order, and negotiations today (.2); Telephone conference with J. Pomerantz re same re publication demand and how to respond (.2); Emails with Polytek, R. Saunders re his response to our list of questions re publication notice and a potential supplemental pleading re same, and my further feedback re same (.4); Telephone conference with M. Litvak re publication issues and coordination oftoday's negotiations with R. Saunders, and splitting up weekend for same (.1); Review emails with lenders' counsels re Polytek demand re publication and hearing continuance (.2); Emails with Polytek, our team re notice to all known Creditors Polyteks's claim oflack of whether and (.2); Emails with Lazard, others re issue of how to invite Cook Inlet to auction (.2).
Emails with attorneys, Lazard on whether to circulate full PSAs of all bidders to each, or without price (.3); Emails with Lazard, others re Cook Inlet back out in bidding (.1). Extensive email exchange and telephone conferences and voice mail exchange with counsel for bidder P Abelson (1.2), and related email exchanges with GAmber (0.5), R Lynd (0.5), I Kharasch (0.5), M Litvak (0.5); G Tywoniuk
(0.5) regarding negotiations over tenns of sale to bidder

750.00

$1,425.00

07/18/09

IDK

0.40

750.00

$300.00

07/8/09

RMS

5.70

495.00

$2,821.0

and review of related materials including drafts of sale documents (2.0)


07/18/09
RMS RMS
RMS
Telephone conference with I Kharasch regarding bidder's

0.30
0.20
0.30

495.00 495.00 495.00 495.00 495.00

$148.50
$99.00

request for publication notice

07/8/09
07/18/09 07/18/09 07/18/09

Email exchange with M Litvak regarding Alaska bidders Telephone conference with G Amber regarding PSA from AK bidder
Legal research related to AK sales

$148.50 $198.00 $495.00


i

RMS
RMS

0.40
1.00

Emails to S McFaland regarding certificates of service for sale motions (0.3); telephone conference with B Osborne regarding service of sale motions (0.2); telephone conference with L Sneed regarding service of sale motions (0.2) and email exchanges with I Kharash (0.2) and M Litvak (0.1) regarding certificates of service for sale motions

Invoice number 84890


07/19/09
IDK

68773

00002

Page 15
3.10

Prep for 7/20 Auction, including review of latest PSAs of Qualified bidders, list of open drafting issues and differences in PSAs and prep outline for conducting
auction (1.8); Meet with client re tomorrow's AK auction

750.00

$2,325.00

(.8); Telephone conferences with M. Litvak re auction and bid status and how to proceed (.3); Review e-mails re Cercla liability assumption issues (.2).
07/19/09
IDK

E-mails with Lazard, others re official notice of picking Polytek for baseline bid (.2); E-mails with R. Saunders, S. McFarland re buyer's demand for proof of service on all creditors re sale (.2)p Telephone conference and e-mails with R. Saunders re status of AK PSA negotiations for tomorrow's auction and open issues and consider (.4);
E-mails with attorneys re issue of

1.20

750.00

$900.00

public notice (.2);

Review Polytek new financial information re location of $12 milion (.2).

07/9/09
07/19/09 07/19/09

SEM

Att to issues re service of sale motions and notices

0.20 6.30 0.80

525.00 550.00 550.00

$105.00

MBL MBL
RMS

Review cumulative redlines of bids; prepare for auction. Calls and emails with team re sale issues. Conference caIl with bidder's counsel P Abelson and others at his firm and client and other professionals regaring
bidder's proposed PSA

$3,465.00
$440.00 $544.50

07/9/09

i.o
0.40

495.00

07/19/09

RMS

Telephone conference with R Lynd after conference call with bidder's counsel P Abelson (0.2) and related email to 1 Kharasch and M Litvak (0.2) Review of sale procedures (as approved by Court) in preparation for AK auction tomorrow
Conference caIl with client and other professionals regarding AK bidder's PSA
Review of bidders' proposed PSA draft and related

495.00

$198.00

07/9/09
07/19/09
07/19/09

RMS RMS RMS

0.50 0.20 2.80

495.00
495.00 495.00

$247.50
$99.00

$1,386.00

materials over course of day in preparation for AK auction and negotiations with bidders
07/19/09
RMS

Conference caIl with client and other professionals regarding second conference caIl with P Abelson and
others regarding his client's bid

0.20

495.00

$99.00

07/19/09

RMS

Second conference caIl of day with P Abelson and others at his firm regarding his client's proposed PSA, including on caIl client and its other professionals

0.20

495.00

$99.00

07/19/09 07/19/09

RMS
RMS

Email exchange with S McFarland regarding certificates of


service for sale motions and review of

0.40 3.20

495.00 495.00

$198.00
$1,584.00

related materials

Email exchange throughout day regarding preparations for auction and AK bidders' bids with client G Tywoniuk (0.5) and other Debtors' professionals regarding AK sale T Marino (0.3), GAmber (0.8), M Litvak (0.8), R Lynd
(0.5), and I Kharasch (0.3)

07/19/09 07/19/09 07/20/09

RMS

Telephone conferences with M Litvak regarding preparation for auction

0.40 0.40

495.00 495.00
750.00

$198.00 $198.00

RMS
IDK

Telephone conference with I Kharsch regarding preparation for AK auction tomorrow


Attend all day auction on AK assets, including meetings with various bid groups and their counsel, lenders, client,
and tring to resolve numerous problems, and with

1000

$7,500.00

Committee counsel re same and its potential objections to

Invoice number 84890


sale.

68773

00002

Page 16

07/20/09 07/20/09 07/20/09 07/20/09

IDK

Emails with attorneys re result of auction today, and issues


on notice of

0.40 0.10 0.80 0.20 0.20 0.10

750.00
525.00 525.00 525.00 525.00 525.00

$300.00
$52.50

auction results, and consider (.4).

SEM SEM
SEM SEM
SEM

Telephone conference with Lynn Wolfregarding Schedule 14.24 re Alaska Sale


Email communications with Bil Lyng and Rob Saunders

$420.00 $105.00
$105.00

re Schedule 14.24 re Alaska sale


Begin working on the motion re publication of

the notice

of sale re the purchaser's request

07/20/09
07/20/09

Revise Schedule 14.24 (.1) and email same for review to rob saunders (.1) Email communications with Rob Saunders and Max Litvak
regarding preparation and service of the notice of the

$52.50

auction results for Alaska sale


07/20/09
SEM

Review requirments in Sale Procedures, Notices and Orders re Notice of Auction Results(.2);Email to Max
Litvak re same(.I)

0.30

525.00

$157.50

07/20/09
07/20/09

SEM SEM

Telephone conference with Max Litvak regarding the notice ofthe auction results

0.20 0.20
11.00

525.00 525.00 550.00

$105.00

Email communications with Max Litvak, Gregg Amber and Cristy Parker re Notice of Auction Results Attend auction; negotiations with bidders and creditor constituencies; draft revised terms.
Follow up with team re notice and sale issues.

$105.00
$6,050.00

07/20/09 07/20/09 07/20/09 07/20/09 07/20/09


07/20/09

MBL
MBL
RMS RMS RMS RMS

0.50 0.20
1.00

550.00 495.00 495.00

$275.00

Email exchange with M Litvak before AK auction today Preparations regarding AK auction today, including review
of

$99.00

$495.00
$198.00
$1,188.00

materials relevant to bidder's PSA

Telephone conferences (2 - each 0.2) with M Litvak regarding developments at AK auction today
EmaiI exchange with G Sleichter regarding bidders' PSAs proposed schedules and PSA schedules (0.4) and review of (1.0) and email exchanges with GAmber (0.2), L Wolf (0.2), A Marino (0.2) and S McFarland (0.4) regarding PSA schedules

0.40

495.00
495.00

2.40

07/20/09

RMS RMS

Telephone conferences (2 - each 0.1) with J Hunter regarding adversary proceeds for PSA schedules
Review of chart of continuing obligations under proposed PSAs of bidders for Alaska assets including review of related PSAs and related materials (1.0) and extensive email exchange with G Sleichter (0.5), B Lyng (0.3), G Amber (0.1) and L Wolf(0.2)

0.20 2.10

495.00

$99.00

07/20/09

495.00

$1,039.50

07/20/09

RMS

Email exchanges with M Cervi (0.2) and B Lyng (0.3) regarding prepetition royalties and review of objection to royalties (0.4), and emails Medema motion for payment of to J Hunter (0.1) Email exchange with G Tywoniuk and M Cervi regarding
Marthon agreement

1.00

495.00

$495.00

07/20/09 07/20/09

RMS
RMS

0.30

495.00

$148.50
$990.00

Assistance during Alaska auction, including review of proposed changes to bidder's PSA including email exchanges with I Kharasch, M Litvak, M Cervi, and G Tywoniuk (2.0)
Email exchange with S McFarland regarding Notice of sale

2.00

495.00

07/20/09

RMS

0.40

495.00

$198.00

Invoice number 84890

68773 00002

Page 17

(0.2) and email exchange with L Sneed regarding service of Notice of sale (0.2);

07/20/09

RMS

EmaIl exchange with P Abelson and R Clark regarding CCAA as related to Alaska sale (0.2), and review of
relevant matenals (0.1)

0.30

495.00

$148.50

07/20/09 07/20/09 07/20/09


07/20/09 07/20/09 07/20/09 07/20/09 07/20/09 07/21/09

RMS RMS DAH DAH DAH DAH DAH DAH


IDK

EmaIl exchange with M Litvak regarding Reply to Alaska sale objections and review of related matenals
em ail and voice mail from F Johnson ofDigtel and forward voice mail to M Litvak Review of

0.20 0.10
3.50 0.60 0.40 0.40 0.40 0.10 0.90

495.00
495.00 225.00

$99.00 $49.50

Attention to matters related to auction being held at NY office. Prepare list of guests/auction attendees for building
security .

$787.50 $135.00
$90.00 $90.00 $90.00
$22.50

225.00 225.00 225.00 225.00 225.00


750.00

Prepare sign in sheets for attendees.


Prepare list of guests for reception and court reporter.

Follow up with court reporter services needed at auction.


Video telephone conference with computer reporting.

Review vanous documents re nature of estate's easement rights over Trading Bay propert to get to Op propert, and whether they are executory and impact on sale (.4); Telephone conferences and emaIls with R. Saunders re same and open issues to resolve re same (.5).
Emails with lenders' counsel re coordination of Beta

$675.00

07/21/09

IDK

2.40

750.00

$1,800.00

07/21/09

IDK

auction logistics (.3); EmaIls with client re need for conference call on AK sale status and Board (.2); Attend all hands conference call with client, others re how to proceed on next steps re closing AK sale, the numerous objections fied today, PSA open negotiation issues on AK, and upcoming Beta offers, auction (1.5); Emails with lenders' counsel re need to coordinate call tomorrow on AK sale/objections, and issue as to whether to request Chevron for extension re abandonment and assumption (.4). results of EmaIls with attorneys re issues on notice of action, and timing of service given delay of Board approval (.2); Telephone conferences and emaIls with AK counsel re auction result and next steps (.2); Review
numerous emails re cure amounts, questions on Marathon

1.60

750.00

$1,200.00

PSA that might be assigned (.3); Review briefly the numerous objections to AK sale and to altemative abandonment motion fied today (.4); numerous emails and telephone conferences with attorneys re potential service problems of sale motion re UCC lien creditors, and updates on termination statements (.5).
07/21/09
07/21/09

JK
SEM

Review ORR objection to Alaska assets sale motion (.3); research ORR objection (1.4).
Email exchange with Ira Kharasch and James O'Neil
regarding requirments of notice after auction

1.70

650.00 525.00 525.00 525.00 525.00

$1,105.00
$52.50 $52.50

0.10 0.10 0.50 0.10

07/21/09 07/21/09 07/21/09

SEM SEM SEM

preparation of

EmaIl communcations with attorneys at Rutan re Notice of Auction Results

Participating in all hands call to discuss the sale process Review efiing notice of dept of interior objection to motion to abandon and forward pdf of objection to Max

$262.50
$52.50

Invoice number 84890

68773

00002

Page 18

Litvak, Ira Kharasch and Rob Saunders


07/21/09 07/21/09
SEM SEM

Drafting Notice of Auction Results

0.80 0.10

525.00
525.00

$420.00
$52.50

Review efiing notice of marathon's objection to abandonment motion and forwarding pdf of same to Max Litvak, Rob Saunders and Ira Kharasch

07/21/09

SEM

Review efiing notice of CRCI's objection to abandonment motion and pdf same to Ira Kharasch, Rob Saunders and Max Litvak

0.10

525.00

$52.50

07/2 1/09

SEM

Review efiling notice ofORR holders objection to Alaska sale and pdf objection and exhibits to Max Litvak, Ira Kharasch and Rob Saunders
Review efiing notice of CIRI objection to Alaska Sale and pdfto Max Litvak, Rob Saunders and Ira Kharasch Review efiing notices of objection of Digtel Data to cure notice, Committee to sale, and Donkel to sale and pdfto Ira Kharasch, Rob Saunders and Max Litvak

0.20

525.00

$105.00

07/21/09 07/21/09

SEM SEM

0.10 0.10

525.00 525.00

$52.50 $52.50

07/21/09

SEM

Review efiing notice of Marathon objection to sale and pdf objection and exhibits to Ira Kharasch, Max Litvak and Rob Saunders
Review email from Joe Flack and forward to Albrecht and

0.10

525.00

$52.50

07/21/09

SEM SEM

0.10 0.10

525.00 525.00

$52.50 $52.50

07/21/09

Lazrd for response Review efiing notice of objection of SalamatofNative Asso to Alaska sale and pdfto Ira Kharasch, Max Litvak
and Rob Saunders

07/2 1/09
07/2 1/09

SEM
SEM

responding to inquiries from Ira Kharasch regarding service of sale motions primar terms ofPSA re Alaska Sale Review summary of for Notice of Auction Results(.3);Email communications with Max Litvak re same (.1)
Emails and follow up re Alaska sale issues: begin review of objections.
Review auction results

1.0
0.40

525.00 525.00

$682.50 $210.00

07/21/09

MBL

1.00

550.00 535.00

$550.00
$214.00

07/21/09 07/21/09
07/21/09 07/21/09
07/21/09 07/21/09

JEO
RMS RMS RMS RMS RMS RMS RMS

0.40
0.30 0.60
0.20

Conference call with P Abelson and R Clark regarding CCAA and Alaska sale
Drafting Reply chart for Alaska sale (chart of objections and proposed replies to each)

495.00

$148.50
$297.00
$99.00
$99.00 $99.00

495.00 495.00 495.00 495.00 495.00

Voice mail exchange with M Cervi regarding proposed Alaska sale order Telephone conference with M Cervi regarding Marathon regarding US DOl Telephone conference with L Wolf objection to Alaska sale

0.20 0.20 0.50


0.50
1.70

07/21/09 07/21/09
07/21/09 07/21/09

Telephone conference with I Kharasch regarding Alaska


sale

$247.50 $247.50

Conference call with M Cervi, L Wolf, J Arlington, G Tywoniuk regarding Marathon

495.00
495.00 495.00 495.00

RMS
RMS RMS

An hands (client and professionals) conference call regarding Alaska and Beta sales
Review of eleven objections to Alaska sale and developing notes for Reply Email exchanges throughout day regarding Alaska sales process and objections/reply and to address matters raised

$841.0
$ i ,831.0

3.70
3.30

07/21/09

$1,633.50

Invoice number 84890

68773

00002

Page 19

07/21/09

RMS

by successful bidder with M Litvak (0.5); L Wolf (0.3), I Kharasch (0.4); G Tywoniuk (0.3) GAmber (0.4); C Parker (0.2); J Hunter (0.2); M Cervi (0.2); J Arlington (0.2); G Sleichter (0.2); L Forrester (0.2); and S McFarland (0.2) Review of historical materials relevant to Alaska sale

1.00 1.80 1.80

495.00 225.00
750.00

$495.00

07/21/09
07/22/09

KFF
IDK

Download numerous objections to Alaska Sale and Cure Amounts for July 27 and August 4 hearings
Emails with lenders' counsel re its negative feedback re our proposal to Chevron on delay of abandonment and assumption deadline, and my response (.3); Email with client re same, and result of call with Sabin (.2); Telephone conferences and e-mails with Sabin re same (.3); Review
of R. Saunders draft of char summary of the i 0 objections

$405.00
$1,350.00

to AK sale motion for preparation (.2); Emails with lenders, attorneys re rescheduling of lender call on
sale/objections (.2); Attend conference call with lenders'

counsels re status of our review of the 10 AK objections and possible responses, and hearing preparation (.6).

07/22/09

IDK

Telephone conference with attorneys on intemal discussion of the 10 objections to AK sale, and logistics, next steps in responding to same with client and Polytek (.4); Telephone conferences and e-mails with counsel to AK re its upcoming objection today to sale, anticipated arguments, and how to begin to resolve (.5); Offce conference with J. Hunter re objections by ORR holders to sale and how to resolve (.2); Emails with client, others re coordination of conference call on objections and reschedule (.2); Attend conf call with client, others re group coordination of responding to the 11 objections to AK sale (.7).

2.00

750.00

$1,500.00

07/22/09

IDK

Telephone conference with M. Litvak re coordination of 7/27 hearing, and consider (.2); Telephone conference with Win re report that Ocar has entered into possible deal with Chevron for purchase of Trading Bay assets, and how to faciltate same, wind down, objections (.4); Attend part of conference call with Polytek, others re coordination of our positions at sale hearing and adequate assurance, and facilities agreement concerns (.4); Emails with attorneys re concerns on Union facilities agreement, and whether needed by buyer of Trading Bay, and result of my review and conclusion of actual Facilties Agreement and
non-relation to TBU, including review of Facilities

1.90

750.00

$1,425.00

Agreement (.5); Telephone conferences with M. Litvak re same (.1); Emails and telephone conference with R. Saunders re same and other concerns on getting through all issues with Polytek prior to 7/27 hearing (.3).
07/22/09
IDK

Telephone conferences with counsel for AK re its anticipated changes to its objection to sale (.2); Brief review of State of AK's objections (.1); Emails with M. Litvak re deadline to abandon Trading Bay, and whether continuance in violation of DIP (.2); Emails with lenders re same and their consent to kick Trading Bay abandonment, and Chevron's feedback (.2); Telephone conference and e-mails with M. Litvak, Polytek re issues on language in notice of results of auction, and language re assumption of CERCLA (.3); Emails with S. McFarland re further questions on UCC searches and matching to sale notice

1.50

750.00

$1,125.00

Invoice number 84890

68773

00002

Page 20

(.2); E-mails and telephone conferences with attorneys re Facilties Agreement and its 30 day termination language, and impact re same, and need for alternative access rights
in light of

this (.3).

07/22/09

IDK

Emails with attomeys re numerous, fundamental problems in lenders' Beta credit bid PSA, and how we should handle, and consider (.3); Emails with Lazrd re Ocar new bid for Group 2 and its "deal" with Chevron, and next steps for same, and consider (.3); Emails with lenders re same, and impact re TBU abandonment motion (.2).
Conference call Ira D. Kharasch, Max B. Litvak (SF), Robert M. Saunders regarding ORR objection to sale,
response arguments.

0.80

750.00

$600.00

07/22/09

JK
SEM
SEM SEM

0.30

650.00

$195.00

07/22/09
07/22/09

responding to inquires from Ira Kharasch regarding service of Beta Sale Motion
Drafting notice of auction results for the Alaska sale
Preparing the service list for the Notice of Auction Results and coordination of fiing and service of same

0.60
1.60

525.00
525.00

$315.00 $840.00 $315.00

07/22/09

0.60

525.00

07/22/09
07/22/09 07/22/09

MBL MBL MBL


MBL

Calls and emails with team, buyer and lenders re sale issues.
Review sale order comments.

2.60
0.80
1.00

550.00
550.00

$1,430.00
$440.00

Revise notice of auction results; emails re same. Review Trading Bay issues; call with R. Epling. Conference call with attorneys for successful bidder for Group i Assets regarding objections to sale motion

550.00 550.00

$550.00 $220.00
$495.00
$99.00

07/22/09 07/22/09 07/22/09

0.40
1.00

RMS
RMS

495.00 495.00

Email exchange with I Kharasch regarding call with


Lenders' counsel regarding objections to sale motion and

0.20

cures

07/22/09 07/22/09
07/22/09

RMS

Conference call with Lenders' counsel regarding sale motiion and cure objections

0.60

495.00
495.00 495.00

$297.00

RMS
RMS

Conference call with I Kharasch, M Litvak and J Hunter after call with Lenders' counsel
Revision of sale motion objections chart for distribution to client and emails to client and other professionals to
arange conference call to discuss

0.50

$247.50
$544.50

1.0
0.10

07/22/09 07/22/09

RMS
RMS
RMS

Review of email from F Johnson regarding Digitel Drafting Reply to objections to Alaska sale motion and cure

495.00 495.00 495.00

$49.50

6.70 0.80 0.30 0.50 0.30

$3,316.50
$396.00 $148.50

07/22/09
07/22/09 07/22/09 07/22/09

RMS RMS RMS

Conference call with client and other professionals regarding Alaska sale objections regarding CIPL Email exchange with L Wolf

495.00
495.00 495.00

Conference call with G Amber, A Marno and L Wolf regarding CIPL and objections to sale motion
Conference call with I Kharasch and J Hunter regarding

$247.50 $148.50

assumption and assignent offacilties agreement (0.3); review of objection to sale fied by the State of Alaska
07/22/09
07/22/09 07/22/09
07/22/09
RMS
RMS

Review of objections to sale motions


Drafting Alaska sales objections char

0.60
1.40

495.00

$297.00
$693.00
$22.50 $90.00

495.00 225.00
225.00

SAQ
SAQ

Conference with S. McFarland re service issues for notice of results of sale auction Review Pacer docket re objections to sale motion and

0.10
0.40

Invoice number 84890


motion to abandon

68773 00002

Page 21

07/22/09 07/23/09

SAQ

Prepare service list of objecting parties

0.40
1.90

225.00
750.00

$90.00

10K

Emails with Rutan, client, re need for revised PSA for NAE on back up bid, and summary of needed bankptcy related changes (.3); Emails with attomeys re logistics for
7/27 sale hearg (.2); Telephone conferences and e-mails

$1,425.00

with counsel for California Lands re its concerns on Beta sale re SPBP stock sale (.5); Telephone conference and e-mails with Lazrd re Cook Inlet and Escopeta intent to submit post-auction bids on AK Group i and how to handle, and consider, and Ocar's status of deal with Chevron re Group 2 (.4); Telephone conference with client re same on possible post-auction overbids and how to handle and respond, and potential administrative claim for breach (.2); Telephone conferences with attorneys re same re post-auction overbids, and how court might react (.3).
07/23/09

10K

Extensive telephone conferences with client, Jim Arlington, re AK op questions re sale confusion on Group 1 assets, rights of access to docks, Marathon's new position on lack of right of access to oil pipeline, and sale logistics (.8); Emails with attomeys re same on access and Facilities Agreement, and how to deal with reply briefto sale objection (.3); Emails with R. Saunders re result of call with Polytek in its PSA problems and technical issues on propert rights, and desire to continue hearing (.2); Telephone conference with Polytek counsel re same (.2); Review emails between Polytek and lenders re same (.1); Telephone conference with M. Litvak later re issues in draft reply brief to sale objections and status re new
overbids post-auction (.3).

1.90

750.00

$1,425.00

07/23/09

10K

Emails with Lazad re ERG unwilingness to bid on Beta, and background (.2); Review briefly numerous emails with client, attorneys re vetting numerous objections to AK sale motion (.3); Review and consider emails re CIPL's demand re information on auction and stock purchase allocation, and relevance re Chevron right of 1st refusal to purchase the stock (.3); Emails with attomeys re same and
need for research on enforceabilty of

2.00

750.00

$1,500.00

right of 1st refusal

(.3); Emails with Lazrd, client, re new PSA from Ocar on group 2, containing cure of Chevron, and how to handle with Chevron, and Chevron's feedback, and amount of cure (.4); Emails with M. Litvak re status ofNAE increased deposit (.1); Telephone conferences with counsel to NAE re status of its backup bid, need to revise same re
various open items, and whether fuer overbids possible

(.4).

07/23/09
07/23/09

JNP
SEM

Conference with i. Kharasch (several) and emails re status of sale and strategy issues.

1.00

675.00
525.00

$675.00
$52.50

Review efiing notice re objection to sale fied by Alaska and pdf same to Ira Kharasch, Rob Saunders and Max Litvak
Notice and preparation oflist of

0.10

07/23/09

SEM

Conference with Shawn Quinlivan regarding service of persons who fied objections to the sale

0.30

525.00

$157.50

07/23/09

SEM

Review agenda for July 27th hearing and email communications with Max Litvak re same

0.20

525.00

$105.00

f.

Invoice number 84890


07/23/09 07/23/09 07/23/09 07/23/09
SEM

68773

00002

Page 22
the Notice of
0.10 0.10 0.10

Email to Max Litvak regarding the service of

525.00 525.00 525.00 525.00

$52.50
$52.50 $52.50 $52.50 $52.50

Auction Results
SEM SEM
SEM SEM
Per request of

Max Litvak email Notice to debtors and

professionals

Responding to questions from Kathe Finlayson regarding agenda for July 27th hearing
Email exchange with Rob Saunders regarding the Amended cure list for Alaska

0.10
0.10

07/23/09

Verification re service of notice of results of auction and email to Ira Kharasch, Max Litvak and Rob Saunder re same
Research issue re enforceability ofright of

525.00

07/23/09 07/23/09 07/23/09 07/23/09 07/23/09

SEM

first refusal in

2.40
1.00 1.20 1.50 1.70

525.00 550.00 550.00 550.00


550.00

$1,260.00
$550.00 $660.00 $825.00

banktpcy
MBL

Review and comment on reply to sale objections.


Review revisions to Polytec PSA.

MBL MBL MBL

Review objections to sale and abandonment.


CaIls and emails re sale issues, revised PSAs.

$935.00

07/23/09 07/23/09

MBL
RMS

Additional revisions to reply papers.


Drafting and revision of

2.60
6.50

550.00

$1,430.00 $3,217.50

Reply to objections to Alaska sale


relevant materials (1.3)

495.00

motion (4.8), including review of

and email draft reply to client and other professionals for review and comments (0.2) and email to lenders' counsel for review and comment (0.2)
07/23/09
RMS

Conference caIl with buyer of Group 1 Alaska assets (0.5) and email to I Kharasch and M Litvak and voice mail to I Kharasch after (0.2)

0.70

495.00

$346.50

07/23/09 07/23/09

RMS

Email exchange with I Kharasch regarding Alaska sale motion hearing date and voice mail to P Ableson
Review oflatest draft of

0.20 0.50 0.20 0.10 0.40

495.00 495.00 495.00 495.00 495.00

$99.00

RMS
RMS RMS
RMS

Reply to Alaska sale objections

$247.50
$99.00 $49.50

07/23/09 07/23/09 07/23/09

Email exchange with K Makowski regarding service of


Alaska reply

Email exchange with I Kharasch regarding July 27, 2009 hearing

Review of objections filed by BLM and CIRI to Alaska sale motion and related email exchange with client and A

$198.00

Mario
07/23/09 07/23/09
RMS RMS

Email exchange with B Osborne regarding service lists Review of Donkel objection and emaIl exchange with M Cervi regarding amounts claimed to be owed
EmaIl exchanges with G Sleichter, P Abelson and G Amber regarding Donkel objection and request for new
defined tenn in PSA

0.10 0.40
0.30

495.00 495.00 495.00

$49.50

$198.00 $148.50

07/23/09

RMS

07/23/09
07/23/09 07/23/09 07/23/09

RMS RMS RMS


RMS

Email exchange with K Tomossonie regarding payments to

0.20 0.20 0.20 0.40

495.00
495.00 495.00

$99.00 $99.00 $99.00

ORR owners Email exchange with G Tywoniuk regarding notice of auction results (Alaska)
Email exchange with J Arlington regarding BLM calculations regarding Alaska oil and gas Email exchange with L Wolf matters

495.00

$198.00

Invoice number 84890


07/23/09
RMS
RMS

68773

00002

Page 23
0.20 0.20
1.80 1.70

Email exchange with M Cervi regarding CIPL

495.00
495.00 225.00

$99.00 $99.00

07/23/09
07/23/09

Email exchanges with J O'Neil and K Makowski regarding preparation for filing and serving Reply
Draft service documents for Reply to Objectors to Alaska Sale Motion, including hand, overnight and fax service
Emails with client, CFO, re his concerns and questions re confusion of interpretation ofPSA with Polytek on what cures are being picked up, and what constitutes executory contracts under same, and how to resolve, and consider solution (.4); Emails with client re open issues with Polytek on access and easements needed to run Operations, and how debtors have those legal rights (.2); Emails with Polytek re same and need for call on same to resolve and deal with 7/27 hearing, and coordination (.2); Telephone
conference and e-mails with Win re status of

KFF
IDK

$405.00

07/24/09

750.00

$1,275.00

problems in

sale of Group 1, Polytek propert rights concerns on access, easements (.3); Emails and telephone conferences with J. O'Neil re whether to call court on possible continuance and available dates (.2); Telephone conferences and e-mails with Polytek, and separately with Committee and lenders re how to get 7/27 hearing kicked
and available alternatives, and lenders' refusal (.4).

07/24/09

IDK

Review emails between Goldman, Polytek re open issues and whether a continuance is needed, and consider how to clarify to Goldman (.2); Telephone conference and e-mails with M. Litvak re same, and our draft input to Goldman Sachs re same, and need for Rutan sign off on open issue list (.2); emails 10, others re Cook Inlet late bid for Group 1, and how to respond (.2); Telephone conferences with Rosner today, counsel for Cook Inlet, in its intent to overbid after auction, and what we need from them to go forward (.4); Telephone conferences and e-mails with counsel to AK re updates on resolving its sale objection, and pot new bidder, and its concerns on AK's abilty to approve Polytek in timely manner (.4).

1.40

750.00

$1,050.00

07/24/09

IDK

Emails to lenders, others re issue on potential continuance of sale hearing and Cook Inlet's new overbid post-auction (.2); Telephone conference with CFO re same and hearing (. i); Telephone conferences with Lazrd re same and status on Group 2 and Ocar, and how to proceed (.3); Emails
with Lazrd, others, re Daren's offer on Group 2, and my

2.00

750.00

$1,500.00

feedback on need for expedited deposit, etc, and Katie response (.4); Telephone conferences with M. Litvak re issues on sale order and Katie offer and impact on abandonment, and consider, and how to inform lenders (.2); Emails lenders re same (.1); Further emails with way issues Rutan, M. Litvak re how to resolve the rights of for access to key operations for Group 1 (.3); Telephone conference with 1. O'Neil re court's availabilty for continued hearig, and what Cour wil do with new post-auction offers (.2); Emails with other constituencies re same and their availabilty (.2).
07/24/09
IDK

Emails with Lazrd, others re possible Polytek bid today on Group 2 and impact on solving access issues for Group i oppositions (.2).
Emails with Lazrd re bids coming in today for Beta, and

0.20

750.00

$150.00

07/24/09

IDK

1.40

750.00

$1,050.00

Invoice number 84890

68773

00002

Page 24

Lazard summaries ofPolytek (.3); Emails with attorneys re coordination of reply to Marathon op to abandon Spurr (.1); E-mails with lenders, M. Litvak re our proposed order on TBU abandonment, and lenders' disagreement on proposed resolution (.2); Emails with Lazrd, client re offer today from Escopeta for AK Group 1 and 2 assets, and open issues, including review of brief offer (.3); Email with lenders re same (.1); Telephone conferences with M. Litvak re issues on objections to sale order by lenders re turnover of sale proceeds, and how to resolve, and consider (.2); Emails with client, Zolfo re same, and inter-relation with DIP funding re wind up budget (.2).
07/24/09
IDK

E-mails and telephone conferences with lenders, Polytek, client re lenders' wilingness to continue 7/27 hearing to having in person meeting in 7/29, and their condition of NY with primary sale constituents on both AK and Beta sale issues, and Polytek's resistance to same, and possible wilingness next week to further continue to 8/4, and coordination of who attends in person meeting (.7); Telephone conference and e-mails with M. Litvak, J. O'Neil re same and Court's feedback re same, and need for imediate notice (.3); Emails with AK and Committee counsel re same (.2); Emails with Winn re same and Cook Inlet problem on getting us its PSA today (.1); Telephone conferences with client, Arlington, re same re Cook Inlet and timing, and access issue problem update (.3); Telephone conference and e-mails with M. Litvak, client re how to handle with Chevron, and its feedback re same and Katic offer and threat re discovery (.2); Emails with client, others re same and how new need to prioritize Dear Group
2 PSA today to Chevron (.2).

2.00

750.00

$1,500.00

07/24/09

IDK

Telephone conferences and e-mails with NAE, client re deposit issues and status re increasing same, and new Beta deposits today (.2); Emails with Lazard re update on sale
hearing and continuance, and its questions (.2); Telephone

2.20

750.00

$1,650.00

conference with Polytek counsel re its concerns on transfer of insurance contracts and need for buyer to get its own (.3); Emails with attorneys re issues re same on insurance (.2); Emails with Polytek re our conclusion re same (.1);
Emails with Katie, others re clarification of

its Group 2 bid

(.2); Telephone conference with Sabin re lenders' new proposition of a further continuance from 7/20 to 8/4 for
AK sale and abandonment ofTBU, and extension of and agenda for 3 day meeting in NY instead of week (.3); Emails to client, others re summar of DIP,

hearing this
same,

and how to coordinate this week's NY meeting (.2); Emails with Lazrd, client, lenders re lenders' various agenda and expectation list re in person NY meeting, and feedback re our proposed list of in person attendees (.4); Email with CFO re same (.1). 07/24/09 07/24/09
07/24/09 07/24/09

MBL MBL MBL MBL JED


RMS

Miscellaneous calls and emails re Alaska sale issues. Revise Trading Bay abandonment order; emails re same. Revise Alaska sale order.
Review revised reply, PSAs.

1.50

550.00 550.00

$825.00 $220.00
$440.00

0.40
0.80 0.70 0.60

550.00 550.00
535.00

$385.00
$321.00 $297.00

07/24/09 07/24/09

Review and finalize reply to sale objections Email exchange with P Abelson (0.1) and telephone

0.60

495.00

Invoice number 84890

68773

00002

Page 2S

conference with him (0.3) and conference caB with P Abelson and J O'Neil (0.2) regarding Reply (Alaska)
07/24/09 07/24/09 07/24/09 07/24/09 07/24/09
RMS RMS RMS RMS RMS

Email exchange with S Seamon regarding Reply (Alaska)


Email exchange with R Lynd regarding Beta offers

0.10
0.20 0.20 0.20
0.20

495.00 495.00 495.00

$49.50 $99.00 $99.00 $99.00 $99.00

Email exchange with I Kharasch, M Litvak and J O'Neil regarding potential new bidder for Alaska group 1 assets
Telephone conference with M Litvak regarding tasks related to Alaska sale and closing Telephone conference with G Tywoniuk and M Cervi regarding Alaska payments (0. i) and related email exchange with G Tywoniuk (0. i) Preparation for drafting proffers for Alaska and Beta sale motion hearings Email exchange with R Lynd regarding bid summaries
Review of

495.00 495.00

07/24/09 07/24/09 07/24/09 07/24/09 07/24/09 07/24/09

RMS RMS

0.50 0.20 0.80

495.00

$247.50
$99.00

495.00 495.00
495.00 495.00 495.00

RMS RMS

Beta bids

$396.00 $148.50

Review of Alaska Group 2 bid

0.30

RMS
RMS

Review and revision of Reply to objections to Alaska sale motion


Review of materials relevant to preparation for hearings on Alaska and Beta sales motions

1.0
1.20 1.00

$841.0
$594.00
$225.00

07/24/09

MM

07/24/09 07/24/09 07/25/09

SAQ

Email exchange with 1. O'Neil re reply to fie bore noon and service re same (.2); confer with K. Makowski re finalization of reply and service re same (.2); finalize fie and service of reply to objections reo Alaskan asset sale (.6) Phone call from Dr. Ed Rasched re stock ownership and pending sale of assets
Prepare supplemental COs re reply to Alaskan Asset Sale objections
EmaIls with client re coordination of meetings in NY this week on sales and abandonment (.2); Telephone conferences with M. Litvak re Chevron's position that we cannot sell Group 2 without operating agreement even if we reject same, and how to respond, and our prior memo re same, and consider (.4); Review emails from client, M. Litvak, lenders re same (.2); Emails with Committee, AK counsel, re latest on AK sale and TBU abandonment continuance to 8/4 (.2); emails with M. Litvak on 6/26 re coordination of continuing next hearing and logistics for NY meetings (.2); emails with client, others re final version of list of issues to lenders re credit bid, and problems with Polytek's PSA and its new title conditions
(.3). CaBs and emails re pending sale issues.

225.00

0.30 0.10
1.50

225.00 225.00 750.00

$67.50 $22.50

MM

IDK

$1,125.00

07/25/09 07/26/09

MBL

1.20

550.00

$660.00 $198.00

RMS

Email exchange with M Litak regarding proffers for Alaska and Beta sale hearings and review of relevant materials

0.40

495.00

07/27/09

IDK

Telephone conference with L. Jones re Cour's possible position on post-auction overbids and related potential administrtive breach issue (.3); E-mails with Gregg A. re same on tenns re PSA (.2); E-mails with client, others re position of Cal State Lands Commission on possible objection to Beta re its consent rights on SBPC stock sale

1.60

750.00

$1,200.00

Invoice number 84890

68773

00002

Page 26

and potential resolution (.4); Telephone conferences with M. Litvak re agenda re task issues this week re objections and auctions (.3); E-mails with Lazrd, M. Litvak re Beta auction logistics and change of location (.2); E-mails with
Lazad, attorneys re status of next continuance and AK

sale hearing (.2).

07/27/09

IDK

E-mails with Goldman counsel re coordination of

meetings

0.50

750.00

$375.00

tomorrow in NY re sale (.2); E-mails with client re same (.1); Review Lazard Beta AK bid summary with new Beta
bids (.2).

07/27/09
07/27/09
07/27/09

SEM
SEM

Forwarding objections to the Beta sale motion for distribution to Rob Saunders, Max Litvak and Ira Kharasch

0.10 0.10
0.50 0.50 0.30

525.00

$52.50 $52.50

Working with myra kulick to prepare the certificate of service for the notice of auction results
Draft task list.

525.00 550.00 550.00

MBL
MBL

$275.00 $275.00

07/27/09 07/27/09

Review revisions to PSAs.

RMS
RMS

07/27/09

Telephone conference with G Amber regarding Escopeta (0.2) and email to I Kharasch and M Litvak after call (0.1) Review of email from K Makowski regarding call from Blue Shield and return call by me to Rob Rosenio of Blue Shield leaving voice mail
Review of J Aron's response to objections to Alaska sale Debtors' Reply) motion (and in support of
Review of ACE's objection to Beta sale motion (0.5) , review of Amended Exhibit 1 to Beta Amended Cure and J Arlington Notice (0.2) drafted email to L Wolf regarding ACE's objection to Beta sale motion (0.2); drafting Beta sale motion objections chart (including for ACE objection) (0.3)

495.00
495.00

$148.50
$99.00

0.20

07/27/09 07/27/09

RMS RMS

0.30
1.20

495.00 495.00

$148.50 $594.00

07/27/09

RMS

Telephone conference with P Abelson regarding cure notice (0.3); conference call with P Abelson and A Marino regarding Escopeta (0.3); drafting detailed emails to other Debtors' professionals regarding telephone conference and conference call (0.3); and subsequent email exchange with S McFarland (0.1)
Review of

1.00

495.00

$495.00

07/27/09 07/27/09
07/27/09

RMS RMS RMS RMS

Beta objections and drafting Beta objections

1.00

495.00
495.00

$495.00
$ I 98.00

chart
Review of

bid chart and related email exchange with R

0.40

Lynd

Email exchange with M Litvak regarding Committee's time to file Beta objection and extension of

0.20
0.80

495.00 495.00

$99.00
$396.00

07/27/09

Email exchanges with GAmber, L Wolf and M Litvak regarding successful bidder's PSA (Alaska) and review of
relevant matenals

07/27/09

RMS

Preparation for sale hearings, including review and analysis of relevant materials and case law
Review and consider client's list of open issues on Polytek Group 1 PSA, especially bankptcy issues, including additional comments of others and compare to PSA terms (.4); Attend conference call with Polytek and client and others re same and Group 1 operations issues (1.); Attend all day/evening meeting in NY at Bingham with lenders to resolve all open AK sale issues, Group i and 2, including

0.80
12.70

495.00
750.00

$396.00
$9,525.00

07/28/09

IDK

Invoice number 84890

68773

00002

Page 27

meeting with Polytek re same, as well as Beta sale issues and objections to sale (11.0).

07/28/09
07/28/09

IDK IDK

Review briefly numerous e-mails with Chevron re Group 2 potential sale re Ocar and related lender issues.

0.30 0.90

750.00 750.00

$225.00 $675.00

E-mails with counsel to Cal Lands Commission re its potential objection and extent (.2); E-mails and telephone conferences with attorneys re possible need for motion to allow further cure notices, and whether we have further
executory contracts or non-executory contracts (.5);

E-mails and telephone conferences with NAE re its backup bid issues (.2).
07/28/09 07/28/09

JK
SEM

Emails from, to Robert M. Saunders regarding, and review of Noble and Aera objections to Beta Sale Motion.
Review and sign COS for Auction results notice
Call with lenders, buyers re sale issues.

0.60
0.10

650.00 525.00

$390.00
$52.50

07/28/09
07/28/09 07/28/09 07/28/09

MBL MBL MBL RMS

2.00
1.80

550.00 550.00 550.00 495.00

$1,100.00
$990.00 $550.00 $940.50

Miscellaneous calls and emails re pending open issues. Review revised PSAs. Preparation for conference cal1 with Alaska successful bidder's counsel (0.1); telephone conference with 1 Kharasch in preparation for conference call (0.2); conference call with Ammadon's counsel (successful bidder for Group 1 Alaska Assets) client and other professionals (1.2); telephone conference with 1 Kharasch after conference call with Ammadon (0.2); review of Alaska Sale Procedures (0.2)

1.00
1.90

07/28/09

RMS

07/28/09 07/28/09 07/28/09

RMS RMS

Drafting Reply to objections to Beta sale motion (0.5); email exchange with M Litvak regarding Reply (0.1) and telephone conference with 1 Kharasch regarding Reply (0.1) Revision of chart of Beta sale motion objections and email to client and other professionals
Review of

0.70

495.00

$346.50

0.70 0.60

495.00 495.00 495.00

$346.50
$297.00

Noble objection to Beta sale motion and


Beta objections char

drafting relevant portion of

RMS

Review of Aera's objection to Beta sale motion and


drafting entr in Beta objections chart and drafting detailed

2.90

$1,435.50

email to G Amber regarding Aera's arguments

07/28/09
07/29/09

RMS
IDK

motion and review of

Legal research for Reply to Aera's objection to Beta sale research and factual materials

1.80

495.00 750.00

$891.00

E-mails and telephone conferences with client, Zolfo and telephone conference with Silverpoint re our decision on ERG joint bid with SP (.6); Telephone conference with client, CFO, CEO re insider bid re Group 2 and Ocar and joint bid re col1usion issues and Chevron (.5); Telephone conferences with Chris D, SP counsel, re latest on sending out letter re its position on new credit bid (.3); Telephone conference with M. Litvak re general status and Beta auction coordination (.2); Telephone conferences and e-mails with Sabin re problem of potential Beta bidder being kept out of auction (.2); Telephone conference and e-mails with Winn re same and coordinate today's lender
meetings (.2).

2.00

$1,500.00

07/29/09

IDK

Attend extensive meetings at Bingham NY offce with lenders, client, including calls with same and Polytek re Polytek AK bid issues and due diligence problems and

5.00

750.00

$3,750.00

Invoice number 84890

68773

00002

Page 28

governent consent problems, as well as lenders intense


disputes with each other and Goldman's threat to convert

case as result of SP letterre auction, Beta PSA issues and upcoming auction (4.5); Telephone conferences with SP Counsel re dispute between lenders, whether SP letter should be disclosed to bidders, and different outcomes of
Beta auctions (.5).

07/29/09

IDK

Meet with CFO in evening re numerous open issues and threat of chapter 7 by Goldman to Silverpoint and how it may play out (.5); E-mails with Lazard and Albrecht re SP joint venture letter and auction (.2).

0.70

750.00

$525.00

07/29/09

IDK

E-mails with R. Saunders and M. Litvak re coordination of drafting responses to Beta motion and coordinate Polytek negotiations (.3); E-mails with attomeys re my feedback on Polytek and who pays cures for oil lease obligations and other issues (.4); E-mails with R. Saunders re Beta reply and latest on lender issues (.2); E-mails with R. Saunders and State of Alaska on insider Group 2 bid and whether State would support (.3); E-mails with M. Litvak re issues to resolve with CIRl, BLM and Salmatoff (.2).

1.40

750.00

$1,050.00

07/29/09

IDK

E-mails with Winn re strategy on informing bidders of


lenders' threat of chapter 7 and strength of argument (.3);

0.50

750.00

$375.00

E-mails with Sabin re classification ofSPRG alleged collusion (.2).

07/29/09

SEM

of

Email communications with Rob Saunders regrading offers pro off or the hearing on Tuesday

0.10
1.00

525.00
550.00
550.00

$52.50
$550.00
$440.00

07/29/09 07/29/09 07/29/09


07/29/09 07/29/09

MBL
MBL MBL

Call with team re PSAs.


Call with lenders re PSAs.

0.80

MBL
RMS
RMS RMS

Numerous emails re sale issues. Call with team re Beta objections. Email exchange with 1 Kharasch, M Litvak and S McFarland regarding tasks and staffing
Final DIP Financing Order (related to Reply to Beta sale motion objections)
Review of

1.0
0.80 0.30
0.60

550.00

$825.00 $440.00 $148.50 $297.00

550.00 495.00 495.00

07/29/09 07/29/09

Drafting Reply to Beta sale motion objections, including review of objections, docket items and other relevant materials as well as legal research and review of case law
Email exchange with 1 Kharasch regarding cure provision of Alaska successful bidder's PSA and review of same

9.60

495.00

$4,752.00

07/29/09 07/29/09 07/29/09 07/29/09 07/29/09 07/30/09

RMS

0.30
1.00 1.00

495.00 495.00
495.00 495.00

$148.50
$495.00 $495.00 $148.50

RMS RMS RMS

Conference call with client and other professionals regarding objections to Beta sale motion
Review of

bidders' PSAs and other materials related to

sales

Review of CIRI objection to Alaska sale and email exchange with G Tywoniuk and M Litvak

0.30
0.30

KFF
IDK

Prepare two certificates of service regarding Alaska and Beta sales for e-fiing
Review the extensive bid of

225.00
750.00

$67.50
$1,500.00

ERG for Beta received early

2.00

today, and list out open bankptcy issues (.6); Emails with client, Lazd re summar of such bid (.2); Emails with client, Lazard re what needs to be done to qualifY ERG bid

Group one, and lack of deposit (.2); Review further correspondence from Goldman, SP re lenders' dispute as

Invoice number 84890

68773 00002

Page 29

to allegation of damages to auction caused by SP, and SP's defense (.3); Telephone conferences with SP counsel re Goldman threat to convert (.4); Offce same and status of conferences and emails with client, CFO, re issues on NAE back up bid and prep for hearing re same (.3).
07/30/09
IDK
Emails and offce conferences with client re how to

1.0

750.00

$975.00

respond to ERG PSA received today by bullet point list, and timing re deposit given auction tomorrow (.3); EmaIls
and offce conferences with client re tentative deal with

Chevron/Ocar on Group 2 (.2); Telephone conferences with Glusky of Goldman re sale/auction issues for Beta tomorrow (.3); Emails with client, Lazard re client's initial issue list for ERG, and how to proceed with Polytec on Beta, and timing of sending out PSAs for auction (.3); Emails with Committee counsel re status of auction tomorrow and Committee's position (.2).
07/30/09
IDK

Telephone conferences with M. Litvak re various sale issues and logistics for Beta auction tomorrow (.4); Emails and telephone conferences with SP counsel re same for auction and what documents to be distributed, including forwarding the latest versions of ERG, Polytec bids with redlines to original company PSA (.4); Emails with Rutan re same re need for correct docs (.2); Telephone conferences with Josh T of Committee re auction tomorrow and status (.2); Emails and telephone conferences with counsel for Cal State Lands re its Beta objection and how to resolve re post-closing consent (.3); Emails with Rutan re same to confirm (.1); Telephone conferences and e-maIls with M. Litvak re issues on Marathon draft abandonment order (.2).

1.80

750.00

$1,350.00

07/30/09

IDK

Emails with counsel to AK re its concerns on Katie bid for just working interest in Group 2 (.2); Emails with client and Katie re same (.1); Emails and telephone conference
with lenders' counsel re status of qualifYing ERG today

1.30

750.00

$975.00

(.2); Emails with SP counsel re further auction issues for tomorrow (.2); Emails and telephone conferences with Sabin re sale/auction issues for tomorrow, and Goldman
theory re right of chapter 7 trstee to sell without lender

consent (.3); Emails and telephone conference with Lazard baseline bidder for re its draft of memo to bidders of tomorrow, and review of same (.2); EmaIls with M. Litvak re status ofNAE back up (.1).
07/30/09
IDK

Prep for leading the Beta auction tomorrow, including


review of terms of Sale Procedures, motion, summary of material

1.0

750.00

$975.00

its timing on baseline bid of ERG and strcture of replacing bonds (.8); Offce conferences with CFO re issues for same, and amounts of bonding (.2); Emails and

telephone conference with Amber re same and strctue of

ERG bonding replacement and timing (.3).


07/30/09 07/30/09
SEM
MBL MBL MBL

Responding to Ira Kharasch's request for the Beta Sale Motion and Exhibits

0.10
3.70
1.00

525.00 550.00
550.00

$52.50

Revise reply in support of Beta sale.

$2,035.00

07/30/09 07/30/09 07/30/09

Call and follow up re New Alaska.


Calls and emails re miscelIaneous sale issues. Revisions to Oear PSA.

$550.00
$1,485.00

2.70

550.00 550.00

MBL

0.80

$440.00

Invoice number 84890


07/30/09 07/30/09

68773 00002

Page 30
0.30

MBL
RMS

Follow up re Spurr abandonment.

550.00 495.00

$165.00

Drafting and revising Reply to objections to Beta sale


motion (3.8), including review of

6.40

$3,168.00

Committee objection

fied today (1.0) and review of related materials and research (1.0); email exchange and telephone conference with M Litvak (0.5); email to client and professionals

regarding draft Reply (0.1)

07/30/09

RMS

Review of

Schedule 14.12 of Material Contracts for Group 1 Alaska Successful Bidder's PSA (0.6) and related emails

2.00

495.00

$990.00

from L Wolf

and attachments (0.3) and related email

exchange with I Kharasch (0.2) and voice mail to (0.1) and email to (0.1) L Wolf regarding same; telephone conference with L Wolf (0.2); review ofrelevant materials and email exchange with GAmber (0.5)
07/30/09
RMS

Email exchange with J Kuritz regarding balances in Production Payment Reserve Accounts (0.2) and email to M Litvak (0.1)
US DOJ regarding US objection to Alaska assets sale motion (0.3) and related emails exchange with G Tywoniuk (0.1), M Cervi (O.l)and M Litvak (0.3) and drafting related insert for sale order (0.4) Telephone conference with M Cervi regarding Production Payment Reserve Accounts
Email exchange with K Shahan of

0.30

495.00

$148.50

07/30/09

RMS

1.0

495.00

$594.00

07/30/09
07/30/09 07/30/09
07/3 1/09

RMS RMS

0.20
0.40

495.00 495.00 225.00


750.00

$99.00
$198.00
$90.00

Preparation for sale hearings


Respond to request from Ira Karasch for copy of

KFF

Beta Sale

0.40
7.90

Motion, Exhibits and Order


IDK

Emails with Winn re today's auction logistics and timing meeting and coordinating (.2); Emails with CFO re prioritizing sale and auction issues today, and consider open issues (.2); Prepare for Beta auction and further review of the revised PSAs of bidders as well as the lists of open questions for each (.7); Attend Beta auction in NY at Skadden offces, including extensive separate and collective meetings with client and Lazad, lender groups, Committee, ERG bidder group, Polytec bidder group, and attempt to modify material terms of their PSAs in order to ti to finally qualify the bids, how to solve Polytec Group 1 sale issues, as well as communications with team back in LA as to progress, delays and need to continue Beta, and issues on deposits (6.8).
of

$5,925.00

07/31/09

IDK

Telephone conference and email with Win, M. Litvak re result oftoday's Beta auction, and impending failure of
Group 1 Polytec deal, and how Polytec might restrcture,

0.70

750.00

$525.00

and the 8/4 hearing prep (.4); Emails with client and Katic re Katie bid and Alaska concerns (. i); Emails with lenders,
others re next steps on Ocar and Group 1 back up bid (.2).
07/3 1/09 07/3 1/09

MBL
MBL
RMS

Calls and emails re sale issues, auction results. Calls and emails re Group i and Group 2 assets; review
revised PSA.

1.00

550.00 550.00

$550.00

2.00

$1,100.00
$1,039.50

07/31/09

Reply to objections to Beta sale motion fin preparation for fiing, including email exchanges with client and other professionals and Lenders' counsel
Final review and revision of

2.10

495.00

Invoice number 84890


07/31/09
RMS

68773 00002

Page 31
0.90

US DOl regarding Email exchange wtih K Shahan of MMS calculations for BLM lease (CIRI lease) (0.3); review of attachment to K Shahan email (0.1), email exchange with M Cervi (0.1); revising sale order paragraph for reserve of amount to be agreed upon (0.3); and emails to G Tywoniuk, G Amber, A Mario and L Wolf(O.1)
Review of documents related to sales
Email exchange with M Litvak regarding San Pedro Bay Pipeline Company case dismissal motion (continuation) Email exchange with I Kharash regarding events at Beta auction

495.00

$445.50

07/31/09 07/31/09 07/31/09


07/31/09

RMS

0.50 0.10 0.10 0.90

495.00 495.00 495.00 225.00

$247.50
$49.50 $49.50

RMS RMS

KFF

E-fie Reply to Objections to Beta Sale, including drafting affidavit of service and special service lists

$202.50

Task Code Total

449.20

$252,466.00

Bankruptcy Litigation (L430j


06/19/09

JK
MBL
IDK

Telephone conference with Max B. Litvak (SF) regarding various complaints, background (.5); review Union complaint, email regarding same (A); review Max B. Litvak (SF) WestIaw result (.2).
Prepare for hearing; confer with client.
Attend omnibus hearng telephonically (1.0); Emails and
telephone conferences with M. Litvak re result of hearing

1.0

650.00

$715.00

07/01/09

1.70 1.50

550.00

$935.00

07/01/09

750.00

$1,125.00

and need for summar to client, and various revisions


needed to sale motions as result of noticing (.3); Email to client re result of

hearig, and status of

hearing (.2).

07/01/09 07/01/09
07/01/09
07/0 1/09

JKH
KFF KFF

Emails to, from James E. O'Neil (DE) regarding pro hac application.
Review docket and download documents for August

0.10
OAO

650.00

$65.00 $90.00

225.00

hearig
Serve signed orders from July 1 hearing, including drafting affidavit of service for e-fiing with Court Handle omnibus hearing. Prepare for and attend omnibus hearing with Maxim B. Litvak
0.80

225.00
550.00

$180.00
$715.00

MBL KPM

1.0
2.00
0.30 0.10 0.20

07/01/09

395.00

$790.00
$67.50 $49.50
$130.00

07/02/09 07/05/09 07/06/09

KFF
RMS

Draft pro hac vice for James Hunter


Forward Aera complaint to J Hunter
Emai1 from, telephone conference with Max B. Litvak (SF)

225.00 495.00
650.00

JK
SEM SEM SEM SEM

regarding sining fud contribution issue (.1); review, sign and email pro hac application.

07/06/09

07/06/09 07/06/09 07/06/09

Research issues raised by the complaint fied by varous ORR holders in the Alaska Bankptcy Court Email to Max Litvak regarding the research issues on the adversary pending in the Alaska Bankptcy Court
Checking on whether the Alaska complaint has been served

2.30
0.10
0.10 0.30

525.00 525.00 525.00 525.00

$1,207.50
$52.50

$52.50
$157.50

Email to Mark Cervi and Kevin Tomossonie with copies of the Alaska Complaint regarding service of same and the

Invoice number 84890


answer date

68773

00002

Page 32

07/06/09

SEM SEM

Email to Siverpoint counsel re Alaska Complaint


Email to Jim Hunter regarding the Alaska Complaint and the response to it

0.10
0.10

525.00

$52.50

07/06/09
07/06/09 07/06/09 07/06/09 07/06/09

525.00 525.00 550.00

$52.50 $52.50
$275.00

SEM

Email exchange with Rob Saunders re service of Alaska complaint


Review Aera complaint; emails re same.

0.10 0.50 0.20


0.10

MBL
RMS RMS

Review of email exchange between G Tywoniuk and others regarding Aera complaint
Email exchange with S McFarland regarding inquir about

495.00 495.00

$99.00
$49.50

whether Aera and Medema complaints were served on Debtors


07/06/09 07/07/09
RMS
RMS

Emailed Medema complaint to J Hunter


regarding potential dismissal of appeals in AK court (0.2); email to J Hunter regarding AI appeal dismissals (0. i)
Email exchange with L Wolf

0.10 0.30

495.00 495.00

$49.50
$148.50

07/07/09

JKH

Offce conferences with Scotta E. McFarland regarding Alaska complaint and research, review same (.9); review emails, documents regarding Alaska appeal dismissal and teleconference with Robert M. Saunders, Alaska counsel and Arlington regarding same (1.2).
Review critical dates memo and highligh areas where there are issues

2.10

650.00

$1,365.00

07/07/09 07/07/09 07/07/09 07/07/09

SEM
SEM SEM

0.20

525.00

$105.00

Conferences with Jim Hunter regarding Alaska complaint

Additional research regarding issues raised by the Alaska complaint

0.50 2.10
1.20

525.00
525.00

$262.50
$1,102.50

RMS

07/07/09 07/07/09

RMS RMS

07/07/09

RMS RMS

07/07/09
07/08/09 07/08/09

10K

Conference call with J Arlington, A Hogie and others at his firm, T Maro, L Wolf and J Hunter regarding Escopeta unit and dismissal of appeals and CIRI Drafted detailed email to I Kharasch and J O'Neil regarding settlement motion regarding Escopeta Drafted detailed email to S Quinlivan and M Kulick regarding shell for settlement motion for Escopeta (0.2); additional email exchange with S Quinlivan and M Kulick regarding settlement motino for Escopeta (0.2) Hartig (Alaska counsel) Email exchange with C Rogers of regarding Escopeta Farmout Review of emails with information regarding Escopeta received from J Arlington Review e-mails re potential counter-claims vs Union and
result of audit (.2).

495.00

$594.00

0040
0040

495.00 495.00

$198.00 $198.00

0.10
0.20

495.00 495.00
750.00

$49.50

$99.00
$150.00
$2,015.00

0.20

JK
SEM

Work on answer to Noble complaint, review transfer documents (2.9); emails, telephone conference with Max B. Litvak regarding potential Union counterclaim (.2).
Email communications with Ira Kharasch regarding complaint fied in Alaska Bankptcy Court
Call with K. Grant re Union lawsuit.

3.10

650.00

07/08/09

0.10 0.40 0.40

525.00
550.00

$52.50

07/08/09
07/08/09 07/08/09

MBL
RMS

$220.00 $198.00 $297.00

Review of emaiis and attachments regarding Escopeta

495.00
495.00

Farout
RMS
Review of emails related to Escopeta Farout and drafted

0.60

detailed emails to 1 Kharsch and M Litvak

Invoice number 84890


07/08/09
07/08/09
RMS
KPM

68773

00002

Page 33
0.30 0.20

Telephone conference with J Hunter regarding response to


Noble complaint

495.00 395.00

$148.50
$79.00

Review, research and respond to email correspondence from S. Quilivan regarding service of motion to dismiss San Pedro case
Complete first draft of answer to Noble complaint and email to, from Max B. Litvak (SF), Amber regarding same.
Review and comment on Noble answer; caB and emails re same. E-mails with S. McFarland, lenders, 1. Hunter re how to

07/09/09

JK
MBL
IDK

1.40

650.00 550.00 750.00

$910.00

07/09/09
07/ 0/09

0.70
0.20

$385.00
$150.00

handle adversar in AK bankptcy court and need for


immediate letter.

07/10/09

JK
MBL
RMS

Emails from, to Robert M. Saunders, Marino, Max B. Litvak (SF) and Scotta E. McFarland regarding Aera segregated funds, Alaska appeal dismissal, Medema Trust complaint.

0.40

650.00

$260.00

07/10/09 07/10/09
07/ 0/09

Review Union fiings. Email to J Hunter regarding Aera/SWEPI/oble (0.1) and email exchange with M Litvak (0.2)
Draft email correspondence to Rob Saunders regarding approval to fie motion to dismiss San Pedro case
Review and execute motion to dismiss San Pedro case; Coordinate fiing and service of same Draft email correspondence to Ira Karasch and others
regarding Union Oil's motion to shorten notice of hearing

0.40 0.30

550.00

$220.00

495.00
395.00
395.00 395.00

$148.50
$39.50 $79.00 $39.50

KPM
KPM KPM

0.10
0.20
0.10

07/10/09

07/10/09

on motion to compel

07/10/09

KPM

Draft em

ail correspondence to Kathe Finlayson regarding fiing and service motion to dismiss San Pedro case

0.10

395.00
650.00

$39.50

07/ II09
07/11/09

JK
KFF

Work on Marathon motion to dismiss. Draft agenda and service for expedited hearing July 15

3.20
1.00

$2,080.00

225.00
650.00

$225.00

07/12/09

JK
MBL IDK

Marathon motion to dismiss (5.1); Complete first draft of revise Noble answer per Max B. Litvak (SF) comment and emails to, from Max B. Litvak (SF) regarding same (.7).

5.80

$3,770.00

07/12/09

Emails with J. Hunter re Noble complaint; review answer.

0.20 0.60

550.00 750.00

$110.00 $450.00

07/13/09

Emails with attorneys, K. Finlayson, re agenda for emergency hearing on 7/15 re Chevron, including review of same (.2); Emails and offce conference with J. Hunter
re his draft of motion to dismiss Marathon adversar

action, including brief review of same, my comments, and


whether to request oral argument (.4).

07/3/09

JK
KFF KFF
SEM

Revise, proofread and emails, telephone conferences with Max B. Litvak (SF), Scotta E. McFarland, and Kathleen P. Makowski regarding, Marathon motion to dismiss.

1.90

650.00

$1,235.00

07/13/09
07/13/09

Finalize, e-fie and serve agenda notice for expedited


hearing July 15

0.90

225.00

$202.50

Noble Energy for e-filing Prepare Answer to Complaint of and service, including drafting special service list
Email exchange with Ira Kharasch regarding last week's

0.80
0.30

225.00
525.00

$180.00
$157.50

07/13/09

critical dates memo (. i );Reveiw issues with critical dates memo (.1 );Email communications with Kathe Finlayson regarding procedures for dissemination of critical dates(.I)
07/13/09
SEM

Conference with Jim Hunter regarding obtaining hearings

0.10

525.00

$52.50

Invoice number 84890

68773

00002

Page 34

for motions in adversar proceedings and review email


from Kitt Makowski re same

07/13/09 07/13/09 07/13/09 07/13/09

SEM

Review and comment on critical dates memo Review and revise motion to dismiss Marathon complaint.
Email exchange with and voice mail to S Quinlivan regarding shell motions he is drafting (Escopeta)

0.20
1.00

525.00 550.00

$105.00 $550.00

MBL

RMS

0.10

495.00 395.00
395.00

$49.50
$79.00

KPM
KPM

Review and execute Answer to Noble Energy complaint


Review and respond to email correspondence from James
E. O'Neill, Scott E. McFarland and Kathe Finlayson

0.20 0.30

07/3/09

$118.50

regarding agenda for 7/15/09 hearig

07/13/09

KPM KPM KPM

Review and respond to email correspondence from Maxim B. Litvak regarding 7/15/09 hearing Review and execute agenda for 7/15/09 hearing
ail correspondence from Kathe Finlayson and James E. O'Neil regarding fiing and service of Answer to Noble complaint
Review and respond to em

0.20 0.10 0.10

395.00 395.00 395.00

$79.00 $39.50

07/13/09
07/13/09

$39.50

07/13/09
07/13/09

KPM

Telephone can with J. Hunter regarding scheduling hearing on motion to dismiss Marathon complaint
Review Local Rule 7007-3 regarding scheduling hearings in adversary proceedings Draft email correspondence to J. Hunter regarding scheduling hearing on motion to dismiss Marathon . complaint Review and respond to email correspondence from Maxim B. Litvak regarding motion to dismiss Marathon complaint

0.10 0.10 0.10

395.00 395.00

$39.50

KPM KPM

$39.50
$39.50

07/3/09

395.00

07/13/09 07/13/09 07/14/09

KPM KPM
IDK

0.20 0.30
0040

395.00
395.00 750.00

$79.00
$118.50

Review, execute and coordinate fiing and service of motion to dismiss Marathon complaint
Review briefly the various motions in Marathon adversar

$300.00

to withdraw reference, determine core, and our motion to


dismiss (A).

07/14/09

JK

Review draft letter regarding Alaska adversar, emails

1040

650.00

$910.00

from, to Scotta E. McFarland regarding same (.2): telephone conference, email form Monaco regarding Marathon Rule 26(f) conference and email, telephone conference with Max B. Litvak (SF) regarding same (.3); review Forest, Union pleadings in Marathon (.9).
07/14/09 07/14/09
KFF KFF
SEM

Union Oil to Compel for e-fiing and service, including affidavit of service
Prepare Objection to Motion of

0.80 0.80 0.10 0.30

225.00
225.00 525.00 550.00 550.00

$180.00
$180.00
$52.50

Draft, e-fie and serve amended agenda for July 15 hearing, including updating hearing notebooks
Responding to request of Max Litvak for copies of all fiings over the last several days in the Marathon adversary
Call with J. Carignan; em

07/4/09 07/4/09 07/4/09 07/4/09 07/4/09 07/4/09

MBL MBL

ails with lenders re Union can.

$165.00 $385.00
$49.50 $49.50 $39.50

Calls with K. Grant re Union complaint; research re same.

0.70
0.10 0.10

RMS
RMS

Forwarded fiings in Aera v. Pacific Energy to J Hunter


Forwarded filings in Marathon v. Pacific Energy to J Hunter Review and respond to email correspondence from Maxim
B. Litvak regarding appearance at hearing on Union's

495.00 495.00
395.00

KPM

0.10

motion to compel
07/14/09
KPM

Draft email correspondence to Kathe Finlayson regarding

0.10

395.00

$39.50

Invoice number 84890

68773

00002

Page 35

response to Union's motion to compel

07/14/09

KPM
KPM

Review critical dates memo Telephone call with Chambers regarding telephonic appearance for Maxim B. Litvak
Draft email correspondence to Maxim B. Litvak and Bruce Grohsgal regarding telephonic appearance for 7/15/09

0.20 0.10

395.00

$79.00 $39.50
$39.50

07/14/09 07/14/09

395.00 395.00

KPM

0.10

hearg
07/14/09
KPM

Review and respond to email correspondence from Maxim B. Litvak regarding fiing and service of response to Union Oil's motion to compel
Review and execute response to Union Oil's motion to compel

0.20

395.00

$79.00

07/14/09 07/14/09

KPM

0.10
0.10

395.00
395.00

$39.50

KPM

Draft email correspondence to Kathe Finlayson regarding response to Union Oil's motion to compel
fiing and service of

$39.50

07/15/09

IDK

Telephone conference and e-mails with M. Litvak,


Marathon re status of

0.20

750.00

$150.00

abandonment and adversary, and

Marathon's settlement proposal (.2).


07/15/09 07/15/09 07/15/09 07/15/09

JK
KFF
MBL MBL
IDK

Draft and initial revise of answer to Union complaint and emails to, from Max B. Litvak (SF) regarding same.
Order transcript for hearing at I :30 on July 15

2.90
0.10

650.00

$1,885.00
$22.50

225.00 550.00
550.00 750.00

Review and comment on Union answer.


Call with lenders Committee re Union lawsuit; follow up with J. Hunter.

0.50
0.50 0.40

$275.00 $275.00 $300.00

07/15/09

Emails with client, Committee counsel re Committee's


inabilty to find theory to attack lenders' security interests

or find frudulent conveyance, and passing of deadline for

07/16/09 07/16/09 07/16/09 07/16/09 07/17/09

IDK

JK
MBL MBL

fiing action re same (.4). Emai1 M. Litvak re result of status call with all paries to Marathon litigation (.1) Emails from, to Max B. Litvak (SF) regarding revisions to draft Union answer and revise answer per same. Attend Marathon adversary call; update team. Emails re Union complaint, review draft answers.
Review Silver Point draft answer to Union complaint and further revise, proofread and finalize answer for service and fiing (.8); emails from, to Max B. Litvak (SF) regarding Marathon Rule 26(f) teleconference (.1).
Revise agenda notice and documents for July 27 hearg

0.10 0.60

750.00
650.00 550.00 550.00

$75.00
$390.00 $440.00
$385.00 $585.00

0.80 0.70 0.90

JK

650.00

0717/09
07/17/09 07/18/09 07/19/09
07/20/09 07/20/09 07/20/09

KFF
SEM

0.60

225.00
525.00

$135.00

Email communications with Kathe Finlayson regarding


today's fiings

0.10
0.80
1.00

$52.50
$180.00 $225.00 $390.00 $585.00 $180.00

KFF

KFF

Revise agenda for July 27 Draft certification of counsel regarding order for Union
Oil's Motion to Compel regarding Bidding Information

225.00

225.00
650.00 225.00

JK
KFF
KFF

Emails regarding, draft insert for schedule 14.5 regarding


Medema adversar.

0.60 2.60
0.80

Draft agenda notice for August 4 hearing, including preparing documents for hearing binders

Revise, e-file and submit to chambers certification of counsel regarding Union Oil Motion to Compel

225.00

Invoice number 84890


07/20/09
KFF

68773

00002

Page 36
225.00
$247.50

Prepare Answer re: Union Oil v. Pacific Energy Alaska Operating adversary (A-09-51066) for e-fiing and service, including affdavit of service and special service list

1. 10

07/20/09 07/20/09
07/21/09

KFF

KPM
JKH

Draft service documents for July 27 hearing Review email correspondence from 1. Hunter regarding fiing and service of Answer to Union Oil Complaint
Emails from, to Scotta E. McFarland, Max B. Litvak (SF), Engelhardt regarding Alaska motion to intervene (Marathon) (.4); research intervention bases (A): emails from, to Paddock regarding Noble 26(f) conference (.1).
Revise agenda for July 27 hearing

0.70 0.10 0.90

225.00
395.00

$157.50
$39.50

650.00

$585.00

07/21/09 07/21/09

KFF
KPM

0040

225.00
395.00

$90.00 $39.50

Draft email correspondence to Scotta E. McFarland, Ira D. Kharasch and others regarding State of Alaska motion to intervene in Marathon Oil adversary
Revise agenda for July 27 hearing

0.10

07/22/09 07/22/09 07/22/09 07/22/09

KFF

0.80 0.60
1.40

225.00 225.00 225.00


525.00

$180.00 $135.00
$315.00

KFF KFF
SEM

Revise agenda for August 4 hearng


Create service lists for July 27 and August 4 hearigs
Revise Agenda for July 27th hearng(.5);prepare blackline

0.60

$315.00

of same and draft email to Kathe Finlayson re changes made(.1)


07/23/09
JKH

Emails regarding, review proposed Marathon stipulation (.2); offce conference and email Ira D. Kharasch regarding Medema Trust complaint, local counsel issue (.2). Finalize agenda notice and service list for July 27 and prepare for e-filing and service, including reviewing hearing binders Review Marathon Oil stipulation Review matters scheduled for 7/27/09 and finalize agenda Review agenda for 7/27/09 hearing

0.40

650.00

$260.00

07/23/09

KFF

1.50

225.00

$337.50

07/23/09 07/23/09

JEO

0.40 0.80 0.10

535.00
535.00

$214.00 $428.00
$39.50 $39.50

JEO
KPM KPM

07/23/09 07/23/09
07/24/09

395.00 395.00
650.00 535.00

Draft email correspondence to James E. O'Neil regarding


status of

0.10
0040

hearing on 7/27/09

JK
JEO
MM

Emails regarding scheduling Union meet and confer and preparation for same. Work on agenda for new hearing
Revise 7/29 hearing agenda per 1. O'neill's request (.1);

$260.00 $267.50
$90.00

07/24/09 07/24/09

0.50

0.40

225.00

confer with J. O'Neil re hearing date and time change (.1); prepare AOS re amended agenda (.1): fie same (.1)
07/27/09

JK

Emails from, to Crichlon regarding Union priority lien conference caIl (.2); telephone conference with Chambers
regarding conference caIl, strategy (.2); em

0.50

650.00

$325.00

ails, telephone

conference with Max B. Litvak regarding Noble Rule 26(f)


conference status (.1).

07/27/09

KFF

Draft amended agenda cancellng July 29 hearing and moving all matters to August 4, including preparing for e-fiing and service and revising matters for August 4
Review and comment on critical dates memo
Review objection fied to Debtor's Motion and forward to attorneys for review.

1.50

225.00

$337.50

07/27/09
07/27/09

SEM

0.20
0.30

525.00

$105.00
$67.50

FSH

225.00
650.00

07/28/09

JK

Preparation and participate in Union complaint, conference call and emails to, from Max B. Litvak regarding same (.5); emails from, to Paddock regarding Noble complaint

2.90

$1,885.00

Invoice number 84890

68773

00002

Page 37

Rule 26 conference (.2); review Marathon intervention papers (.1); research and draft email to Siemers regarding Medema Trust complaint (2.1).
07/28/09 07/28/09 07/29/09 07/29/09

KFF KFF KFF


SEM

Revise critical dates memo Revise August 4 agenda and service Revise agenda for August 4
Review agenda for the Aug. 4th hearing no objection for August 4 hearing regarding Rutan & Tucker's motion to apply retainer
Draft certification of Draft certification of no objection for August 4 hearing regarding motion to dismiss San Pedro Bay

0.40 0.80 0.60 0.10


0.50

225.00
225.00 225.00
525.00

$90.00
$180.00

$135.00
$52.50

07/30/09
07/30/09 07/30/09 07/30/09

KFF
KFF

225.00 225.00

$112.50 $112.50 $180.00


$79.00

0.50

KFF
KPM
IDK

Revise agenda for August 4, including downloading documents for hearing binders
Review critical dates memo Emails with Marathon re potential settlement discussions
on adversary (.2).

0.80 0.20
0.20
1.60 1.40

225.00
395.00 750.00 650.00

07/1/09
07/31/09 07/31/09 07/31/09

$150.00

JK
KFF

Work on answer to Aera complaint. Revise, finalize, e-file and serve agenda for August 4 hearing

$1,040.00
$315.00

225.00
225.00

KFF

Draft, e-fie and serve amended agenda for August 4 hearing, including downloading additional documents for hearing binders
Work on amended agenda and hearing preparation Review email correspondence from Kathe Finlayson, James E. O'Neill and Scotta E. McFarland regarding status of filing and service of agenda
Review and comment on agenda; calIs re same.

2.40

$540.00

07/31/09

JEO
KPM

0.90
0.30

535.00

$481.50
$118.50

07/31/09

395.00

07/31/09
07/31/09

MBL
SEM

0.50 0.10

550.00
525.00

$275.00
$52.50

Email exchange with Jamie O'Neil regarding omnibus


hearing dates

Task Code Total

95.90

$46,224.50

Case Administration IBllO

07/01/09

ILL
BMK

Coordinate and distribute pending pleadings to clients and legal team. Prepared daily memo narrative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and legal team. Review updated docket, orders and recently filed pleadings and draft critical dates Coordinate and distribute pending pleadings to clients and legal team.

0.10
0.10 0.10
1.50

125.00 125.00 125.00

$12.50 $12.50 $12.50

07/02/09 07/02/09
07/03/09 07/06/09 07/07/09 07/07/09 07/07/09

ILL

KFF
ILL

225.00
125.00

$337.50
$12.50

0.10
0.80 0.20

MBL
RMS
CJB

Emails and calIs with various paries re miscellaneous case issues.


Review of critical dates memorandum draft
Maintain document control.

550.00

$440.00
$99.00

495.00

3.00

1I5.00

$345.00

Invoice number 84890


07/07/09 07/08/09 07/10/09
ILL
ILL

68773 00002

Page 38
0.10 0.10 0.10 0.10
1.70 125.00 125.00

Coordinate and distribute pending pleadings to clients and legal team.


Coordinate and distribute pending pleadings to clients and legal team.
Review documents and organize to file.

$12.50 $12.50 $20.50 $12.50

CAK
ILL

205.00
125.00

07/10/09 07/11/09
07/13/09

Coordinate and distribute pending pleadings to clients and legal team.

KFF
IDK

Review updated docket and incoming documents and draft critical dates
Emails with attorneys, K. Finlayson re problem in disseminating weekly critical dates to client, and how to
resolve (.3).

225.00
750.00

$382.50
$225.00

0.30

07/13/09

RMS
KSN

Email exchange with K Finlayson regarding critical dates memorandum


Prepare hearing binder for 7/15/09 hearing.

0.10
1.00

495.00
115.00 125.00
125.00

$49.50

07/13/09 07/13/09
07/13/09

$115.00
$12.50

BMK

Prepared daily memo narative and coordinated client distribution.


Coordinate and distrbute pending pleadings to clients and legal team.

0.10 0.10

ILL
SEM

$12.50
$52.50 $99.00 $49.50 $12.50 $12.50

07/4/09 07/4/09
07/14/09

Email to Kitt Makowski regarding the distribution of filings in related adversaries


Email exchange with M DesJardien regarding calendaring
Email exchange with K Makowski regarding Court CaIJ procedure

0.10
0.20 0.10 0.10 0.10

525.00

RMS
RMS

495.00 495.00
125.00 125.00

07/14/09
07/14/09

BMK
ILL

Prepared daily memo narrative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and legal team.

07/5/09
07/15/09 07/15/09 07/15/09 07/15/09 07/16/09 07/16/09
07 II 6/09

KFF
SEM
SAQ

Review dockets for four adversar cases and update critical dates
Email communications with kathe finlayson regarding
distrbution of pleadings fied in adversaries

0.80
0.10 0.20 0.50 0.10 0.10

225.00
525.00 225.00
125.00
125.00

$180.00
$52.50 $45.00 $62.50
$12.50

Return phone call to shareholder Tracy Wilkinson re status of case and sale documents Prepared daily memo narrative and coordinated client distrbution. Coordinate and distribute pending pleadings to clients and
legal team.

BMK
ILL

CAK

ARP

BMK
ILL

Review document and organize to fie. Prepare hearing notebook for hearing on 7/28/2009. Prepared daily memo narative and coordinated client distribution.
Coordinate and distribute pending pleadings to clients and legal team.

205.00
115.00
125.00

$20.50
$287.50

2.50.
0.10
0.10

$12.50 $12.50
$230.00

07/16/09
07/17/09 07/17/09
07II 7/09
07 II 8/09

125.00 115.00
125.00

ARP
BMK

Prepare hearng notebook for hearing on 7/28/2009. Prepared daily memo narative and coordinated client distrbution.
Coordinate and distribute pending pleadings to clients and legal team.
Review updated docket and draft critical dates

2.00
0.10

$12.50 $12.50

ILL

0.10
2.10

125.00

KFF

225.00

$472.50

Invoice number 84890


07/20/09 07/20/09 07/20/09 07/20/09
RMS
CJB

68773

00002

Page 39
0.10 2.10

Email exchange with S McFarland regarding calendar items


Maintain document control.

495.00
115.00 115.00

$49.50
$241.50
$172.50
$12.50 $52.50

ARP
BMK
SEM

Prepare hearing notebook for hearig on 7/28/2009. Prepared daily memo narrative and coordinated client distrbution.
dealing with Lloyd's of London's service address issue

1.0
0.10

125.00

07/21/09
07/21/09 07/21/09

0.10
5.30

525.00
115.00 125.00 115.00 125.00

CJB

Maintain document control.

$609.50
$12.50

ILL

Coordinate and distribute pending pleadings to clients and legal team.


Prepare hearing notebook for hearing on 7/28/2009.

0.10
3.50

07/22/09 07/22/09 07/23/09 07/23/09 07/23/09


07/23/09 07/24/09 07/24/09 07/24/09 07/24/09 07/24/09 07/27/09

ARP
BMK

$402.50

Prepared daily memo narrative and coordinated client distribution.


Prepare hearing notebook for hearing on 7/28/2009.

0.10 3.00

$12.50
$345.00 $287.50
$12.50

ARP

115.00 115.00 125.00 125.00

ARP
BMK
ILL

Prepare hearing notebook for hearing on 8/4/2009. Prepared daily memo narrative and coordinated client distribution. Coordinate and distribute pending pleadings to clients and legal team.

2.50
0.10

0.10
0.10

$12.50
$20.50

CAK

ARP

BMK
MM
ILL

Review document and organize to fie. Prepare hearing notebook for hearing on 8/4/2009. Prepared daily memo narrative and coordinated client distribution. Review daily correspondence and pleadings and forward to
the appropriate parties

205.00
115.00 125.00

2.50
0.10

$287.50
$12.50 $22.50

0.10
0.10

225.00
125.00

Coordinate and distribute pending pleadings to clients and legal team. Review updated docket and incoming pleadings and draft critical dates memo
Coordinate and distribute pending pleadings to clients and legal team. Prepare hearing notebook for hearing on 8/4/2009.
Prepared daily memo narative and coordinated client

$12.50
$180.00
$12.50

KFF
ILL

0.80

225.00
125.00

07/27/09
07/28/09 07/29/09 07/29/09 07/30/09 07/30/09 07/31/09 07/31/09

0.10 3.00
0.10 0.10

ARP
BMK
ILL

115.00
125.00
125.00

$345.00

$12.50
$12.50

distrbution.
Coordinate and distribute pending pleadings to clients and legal team.
Maintain document control.

ARP
ILL

2.00 0.10 2.50


0.10

115.00 125.00
115.00 125.00

$230.00
$12.50

Coordinate and distribute pending pleadings to clients and legal team.

ARP
ILL

Prepare hearing notebook for hearg on 8/4/2009. Coordinate and distribute pending pleadings to clients and
legal team.

$287.50
$12.50

Task Code Total

49.30

$7,449.00

Claims Admin/Objections(B310)

Invoice number 84890


07/01/09
IDK

68773 00002

Page 40
0.20

Emails with M. Litvak re Committee's request for our analysis of Chevron's lien rights and confidentiality
concerns, and consider (.2).

750.00

$150.00
-

07/01/09

SEM

Review e-fiing notice ofthe CIRI Motion to Compel Payment of Admin Claim and forward same to Ira
Kharasch, et al

0.10

525.00

$52.50

07/06/09
07/06/09

SEM

Telephone conference with shareholder regarding fiing a


claim

0.10
0.10

525.00

$52.50
$49.50

RMS
RMS

Review of email from S McFarland regarding CIRI motion to compel payment

495.00 495.00

07/07/09

Email exchange with R Lynd (0.1) regarding Unocal and emails exchange with M Litvak (0.1) and email to B Osborne regarding Unocal proofs of claim (0.1)
Drafted email to M Cervi regarding CIRI's motion to

0.30

$148.50

07/07/09 07/07/09

RMS
SEM SEM SEM

0.20 0.10

495.00
525.00

$99.00 $52.50

compel payment of administrative expenses

Telephone conference with Mark Cervi regarding the


calculation of a 503(b )(9) claim

07/07/09 07/07/09
07/08/09 07/08/09 07/08/09

Research regarding how to calculate the value of a 503(b)(9) claim


Email exchange with Pam Singer and Jeff the calculation of

0.80 0.10 0.20 0.20 0.80

525.00 525.00

$420.00
$52.50 $99.00 $99.00

Nolan regarding

the 503(b)(9) claim

RMS RMS
RMS

Email exchange with B Osborne (0.1) regarding IRS proof of claim against SPBPCo and review of claim (0.1)
Reveiw of emails and attachments regarding CIRI Email exchanges with M Cervi (0.2) and K Tomossonie (0.4) regarding COO motion to compel payment of
administrative expenses and review of

495.00 495.00

495.00

$396.00

materials they sent

me (0.2)

07/08/09 07/08/09 07/08/09

SEM SEM
RMS

research and analysis of items included in 503(b )(9) claims

0.60 0.40 0.20

525.00 525.00

$315.00

for Mark Cervi(.4);Email to Mark Cervi re same(.2)

Dealing with inquir from ORR holder re information for


fiing claim

$210.00
$99.00

Reviewed voice mail from attorney for AK royalty holder and telephone conference with her, and related email exchange with M Litvak
Email communications with Brian Osborne and Katie Nownes regarding claims against SPBPCo
Responding to inquiry fro Jeffrey Sabin regarding liabilites of San Pedro Bay Pipeline Company
Review email from notice par re receipt of multiple

495.00

07/09/09 07/09/09 07/09/09

SEM
SEM SEM

0.10 0.10 0.10

525.00 525.00 525.00

$52.50

$52.50 $52.50

notices and email to Omni regarding dealing with that issue


07/09/09
RMS RMS

Review of email from ORR owner's attorney and email to L Wolf


Email exchanges with L Wolf, J Arlington, M Cervi and K Tomossonie regarding CIRI motion to compel payment of
administrtive expenses

0.10 0.30

495.00

$49.50

07/10/09

495.00

$148.50

07/10/09 07/10/09

RMS
SEM

Review of COO motion for payment of administrative expenses and voice mail to K Tomossonie

0.30 0.20

495.00 525.00

$148.50 $105.00

Review email from Rob Saunders regarding the dismissal of the SPBPCo case and questions related to claims against

Invoice number 84890


it

68773

00002

Page 41
:

07/10/09 07/10/09 07/14/09

SEM
RMS RMS

Email communications with Jeff inquir into status of

Dulberg re committee Motion to Compet

0.10 0.20

525.00

$52.50

V oice mail exchange and telephone conference with C

495.00
495.00

$99.00

Parker regarding Rosecranz

Telephone conference (0.3) and email exchange (0.1) with K Tomossonie regarding CIRI's motion for payment of administrative expenses and email exchange with S McFarland (0.1) and review of relevant materials (0.4) and telephone conference with S McFarland about her contacting CIRI's attorney regarding withdrawal of motion for payment of administrative expenses (0.2) Telephone conference with Robert Mallard regarding CIRI's Motion to Compel

1.0

$544.50

07/14/09

SEM SEM SEM

0.20 0.10 0.10 0.20 0.10 0.20

525.00 525.00 525.00

$105.00
$52.50 $52.50

07/4/09
07/14/09 07/14/09
07/14/09 07/15/09

Responding the inquiry of Rob Saunders regarding the Motion to Compel Payment fied by CIRl Email communications with Rob Saunders regarding the CIRl Motion to Compel payment of postpetition royalties Eureka statement received from B Lyng and email to M Litvak and J Hunter
Briefreview of

RMS RMS
SEM

495.00 495.00
525.00

$99.00
$49.50

Review of draft letter and email exchange with B Lyng regarding royalty cover letter Telephone conference with Robert Mallard re response deadline to CIRl Motion to Compel(.l );Email to Kathe Finlayson re delayed response date for same(.l)

$105.00

07/17/09
07/ 7/09

IDK

Emails with attomeys re administrative claim motion fied today by CIPL and how to respond, coordination (.2).
Review motion fied by CIPL re payment of admin claim and forward same to Ira Kharasch, Max Litvak and Rob Saunders
Email exchange with E Eliasen regarding Kreielsheimer Remainder Foundation and related inquir to client via email
Emails with attorneys, client re numerous questions, issues on administration motion filed by CIPL and basis for
objections (.4).

0.20 0.10

750.00 525.00

$150.00
$52.50

SEM

07/20/09

RMS

0.20

495.00

$99.00

07/21/09

IDK

0.40

750.00

$300.00

07/21/09

SEM

Email communications with Max Litvak and Rob Saunders regarding the CIRl Admin Claim
Email communications with Ira Kharasch and Jim
Carignan regarding extension of

0.10 0.10

525.00
525.00

$52.50 $52.50

07/21/09

SEM

time to fie an objection to

CIRl admin claims


07/22/09
RMS
SEM

Review of CIPL motion for payment of administrative expenses voice message communications with Robert Mallard re status of CIRl admin claim

0.20

495.00
525.00

$99.00 $52.50

07/22/09 07/23/09 07/23/09 07/24/09 07/24/09

0.10
0.40 0.10 0.80 0.50

RMS

Review of CIPL motion to compel payment of


administrtive expenses and email exchange with M Cervi

495.00 225.00 495.00 495.00

$198.00
$22.50

SAQ
RMS RMS

Review proof of claim of Vetco Gray

Drafting objection to CIPL motion for payment of administrative expenses


Additional drafting objection to CIPL motion to compel payment of administrative expenses

$396.00

$247.50

Invoice number 84890


07/24/09
RMS RMS

68773

00002

Page 42
0.20
0.20

Telephone conference with S McFarland regarding CIPL motion to compel payment of administrative expenses
Email exchange with S McFarland and em ail to I Kharasch regarding CIRl's motion for payment of administrative expenses Email exchange with L Wolf

495.00
495.00

$99.00 $99.00

07/24/09

07/24/09 07/24/09

RMS RMS

regarding CIPL's motion for

0.40 0.10

495.00
495.00

$198.00

payment of administrative expenses Email exchange with M Litvak regarding objections to CIPL and CIRI motions to compel payment of administrative expenses
$49.50

07/24/09

IDK

Emails with attomeys re how to respond to CIPL administrative claim motion, and need for more information on relationship to Chevron operations, and my feedback on argument (.3); Telephone conference and e-mails with M. Litvak re same and coordination of oppositions to same and CIRI administration motion (.2); E-mails and telephone conferences with Christy re
Rosecrans allegations vs Company re trst fud claims

0.80

750.00

$600.00

(.3).

07/24/09

SEM

Email exchange with Rob Saunders regarding the status of the objection to the motion to compel payment fied by
CIRI

0.10

525.00

$52.50

07/24/09 07/26/09

SEM

Email exchange with Max Litvak regarding the objections to the Motions to Compel fied by CIRI and CIPC
Email exchange with S McFarland regarding CIPL's

0.10

525.00

$52.50
$198.00

RMS

0.40

495.00

motion to compel payment of administrative expenses and review of relevant materials

07/26/09
07/27/09

SEM

Preparation of the objections to CIPC Motion to Compel Payment of Admin Expenses

3.00 0.10

525.00

$1,575.00
$52.50

SEM

Email communications with Rob Saunders regarding the arguments to make in the objection to the CIPC motion to compel payment of admin expense
Emails to Lynn Wolf and to Mark Cervi and company regarding how Debtors are biled by CIPL for transport of oil from Chevron operated properties

525.00

07/27/09

SEM

0.10

525.00

$52.50

07/27/09 07/27/09 07/27/09 07/27/09

SEM SEM SEM

Telephone conference with Max Litvak regarding the CIPL response Draft email to Robert Mallard, attorney for CIRI, regarding
the motion to compel payment of admin claim
Email exchange with Mark Cervi re payment of tariff for

0.10 0.10 0.10 0.10

525.00
525.00

$52.50 $52.50

525.00 525.00

$52.50 $52.50

the use of pipeline for oil from operated properties


SEM

Telephone conference with Robert MalIard regarding an extension oftime to fie objection to COO Motion to Compel and email to Kathe Finlayson re extension oftime
to note on agenda for the hearng

07/27/09

SEM

Email exchange with Max Litvak and Mark Cervi regarding payment of admin expenses for the transport of oil from operated properties

0.10

525.00

$52.50

. i ,

07/27/09
07/27/09

SEM
SEM

Drafting response to the Motion to Compel Payment of Admin claim fied by CIPL
Responding to Max Litvak's request for copies of

2.30 0.20

525.00 525.00

$1,207.50

the CIPL

$105.00

and CIRI motions to compel

Invoice number 84890


07/27/09
SEM

68773

00002

Page 43
0.10

Responding to Max Litvak re owner of 50% of CIPLCo.


Revise objection to CIPL administrative claim.
Revise, e-fie and serve Objection to Cook Inlet Pipe Line's

525.00 550.00

$52.50

07/27/09
07/28/09

MBL

2.00 0.90
0.40

$1,100.00
$202.50 $214.00 $225.00
$52.50

KFF

225.00 535.00
750.00 525.00
550.00

Motion to Compel
07/28/09 07/28/09
07/28/09 07/28/09 07/29/09

JEO 10K
SEM

Review and finalize objection to Cook Inlet motion to compel

Telephone conferences and e-mails with Cristy last night re Rosencranz claim issues and what steps to take (.3). Email to Mark Certi and Kevin Tomossonie regarding payments made to CIRI re postpetition amounts owed Further revisions to objection to CIPL administrative claim.
Email and to Robert Mallard regarding regarding the Motion to Compel Payment of Admin Claims and the CIRI objection to the sale

0.30
0.10 0.50 0.10

MBL
SEM

$275.00
$52.50

525.00

07/29/09

SEM

Email communications with Max Litvak regarding response to CIRI Motion to Compel payment ofadmin claim Email communications with Max Litvak regarding the CIRI motion to compel payment of admin claim and the objection to the Alaska sale Drafting the objection to the CIRl Motion to Compel Payment of Admin Expenses
Email to Mark Cervi requesting information on how much
has been paid to CIRl postpetition attbutable to each

0.10

525.00

$52.50

07/29/09

SEM

0.10

525.00

$52.50

07/29/09
07/29/09

SEM SEM

0.60 0.10

525.00 525.00

$315.00
$52.50

category of admin expenses requested


07/29/09 07/31/09
SEM
SEM

Email communications with Robert Mallard and Max Litvak re continuance of COO Motion to Compel Review emails from Robert Mallard and Max Litvak regarding status of CIRl Motion and email to robert maIlard re same

0.10

525.00

$52.50 $52.50

0.10

525.00

Task Code Total

25.10

$13,140.50

Compensation Prof. IB1601

07/09/09
07/09/09

CAK

KFF

07/10/09
07!l 0/09

CAK
KFF

Review and update 1st Quarerly Fee Application Draft certification of no objection for PSZ&J's May fees Coordinate fiing and service of 1st Quarerly Fee Application.
Prepare PSZ&J's quarterly fee application (March - May 2009) for e-fiing and service, including drafting Notice
and affdavit of service
Draft certification of

0.70
0.50 0.10

205.00

$143.50
$112.50
$20.50

225.00 205.00 225.00

1.0
0.50 0.50
1.80

$292.50

07/14/09 07/22/09 07/28/09 07/29/09


07/31/09

KFF

no objection for PSZ&J's quarerly

225.00 225.00
475.00 205.00 205.00

$112.50 $112.50 $855.00 $123.00


$41.00

fees (March 9 - May 31, 2009)


KFF WLR
no objection for PSZ&J's May fees Draft June 2009 fee application
E-file certification of

CAK CAK

Review and update June Fee Application. Coordinate posting, fiing and service of June Fee

0.60 0.20

Invoice Dumber 84890


Application.
07/31/09
KFF

68773

00002

Page 44

Prepare June fee application for PSZ&Jor e-fiing and service, including drafting Notice and Affdavit of Service

1.0
7.30

225.00

$247.50

Task Code Total

$2,060.50

Comp.ofProf.lOthers
07/01/09
07/01/09 07/01/09 07/01/09
IDK
KFF

Emails with J. O'Neil re CNOs for Lazard, Millstriem


(.1).
E-fie certification of

0.10

750.00

$75.00

no objection for Lazard's

0.50
0.50 0.10

225.00 225.00
525.00

$112.50 $112.50

March-Apnl fees
KFF
SEM
E-fie certification of

no objection for Milstream's March

fees

Follow-up with Kathe Finlayson regarding the fiing and


service of

$52.50

the Devlin fee app and fowarding the e-fiing

notices of same to Ritchie Clark


07/01/09 07/02/09
SEM

Responding to James O'Neill's inquir regarding any objections to Lazd, Milstream fee apps and filing CNOs
Prepare revised March fee application for Schully for e-fiing and service, including drafting Notice and
Affdavit of Service

0.10 0.90

525.00

$52.50

KFF

225.00

$202.50

07/02/09

SEM

Review Schully fee app for March and email communications with Lynn Wolfre March, April and May fee apps

0.10

525.00

$52.50

07/02/09 07/02/09
07/06/09 07/06/09 07/06/09

SEM

SEM

fiing revised March fee app ofSchully Email exchange with Kathe Finlayson and Lynn Wolf
Revise Notice of

0.20 0.10 0.50 0.50

525.00 525.00

$105.00

$52.50

regarding the revised March fee app for Schully

KFF KFF
SEM
SEM SEM

Draft certification of

no objectioan for Milstream's Apnl


no objectioan for Rutan's Apnl fees

225.00 225.00
525.00 525.00 525.00

$112.50
$112.50

fees
Draft certification of

Review and respond to Jesse DelConte regarding OCP fees and procedure

0.10
0.10 0.10

$52.50
$52.50 $52.50

07/06/09
07/06/09 07/07/09 07/07/09

Att. to issues with amended March fee app Email exchange with Matt Grimshaw and Kathe Finlayson
re the fiing and service of Rutan's April fee app

KFF

Prepare amended March fee app for Rutan for e-fiing and service, including affdavit of service
Prepare amended April fee app for Rutan for e-filing and service, including affdavit of service
Email exchange with Kathe Finlayson and Matt Grimshaw regarding objections to the March fee app and the objection deadline Email exchange with Ira Kharasch regarding the motion for authority to say prepetition fees for Rutan

0.80
0.80

225.00 225.00 525.00

$180.00 $180.00
$52.50

KFF
SEM

07/07/09

0.10

07/07/09
07/07/09 07/07/09

SEM
SEM SEM SEM

0.10 0.10 0.30

525.00 525.00

$52.50 $52.50

Follow-up on status offee auditor order Drafting email to Debtors' professionals regarding the the first interim fee application fiing of
Email exchange with Katherine Piper regarding the

525.00
525.00

$157.50
$52.50

07/07/09

0.10

Invoice number 84890

68773

00002

Page 45

objection deadlines on the Rutan amended fee applications

07/08/09
07/08/09 07/08/09

KFF

Draft Certification of Counsel regarding proposed fee


auditor order

0.80 0.30 0.10 0.10 0.10 0.10

225.00 225.00
525.00
525.00

$180.00
$67.50 $52.50 $52.50 $52.50 $52.50 $52.50

KFF
SEM SEM SEM SEM SEM

Revise certification of no objection for Rutan's amended March fees

Email exchange with james o'neil regarding payment of fee auditor fees
Attention to getting information out to professionals regarding interim fee apps
att to the CNO for Rutan's march fee app

07/08/09 07/08/09 07/08/09 07/08/09

525.00 525.00 525.00

Obtaining sample interim fee app to send to professionals Responding to Jesse DelConte and Paul Szatkowski regarding OPC fiing fee app for amounts over the $20,000 limit

0.10

07/08/09 07/08/09

SEM
SEM SEM SEM SEM SEM

Email to Tim Sulser re fiing a fee app for amounts over the $20,000 OCP monthly limit
Addressing issues with Fee Auditor order and revising same re issues raised

0.10 0.30 0.10

525.00 525.00 525.00


525.00

$52.50

$157.50
$52.50

07/08/09 07/08/09 07/08/09


07/08/09

Sending Teim Sulser and Paul Szatkowski samples of biling forms and fee applications

Distribution of the latest draft ofthe fee auditor order and email communications with Max Litvak regarding same
Email exchange with Ritchie Clark regarding the interim fee app

0.10
0.10 0.80

$52.50 $52.50

525.00 525.00

Analysis of information needed for motion for authority for SchuIly and Rutan to apply prepetition retainer to prepetition fees(A);Draft email to Lynn Wolfre information needed(.3);Draft email to Gregg Amber and Penelope Parmes re same (.1) Telephone conference with Mark Cervi and Kevin Tomossonie regarding billng for travel time
Work on fee auditor service

$420.00

07/08/09 07/08/09 07/08/09


07/08/09

SEM

0.10
0.80 0.10 0.10

525.00
535.00

$52.50

JEO
KPM KPM

$428.00
$39.50
$39.50

Review and respond to email correspondence from Scotta E. McFarland regarding quarerly fee application hearing Draft email correspondence t9 J. Tufts (MNP) and Dave Johnson (AMS) regarding hearing on quarterly fee applications
E-fie certification of

395.00 395.00

07/09/09

KFF

no objection for Rutan's amended

0.50
0.60 0.50 0.50

225.00 225.00
225.00

$112.50 $135.00 $112.50


$112.50 $112.50
$52.50 $52.50 $52.50

March fees

07/09/09
07/09/09

KFF
KFF KFF KFF
SEM SEM SEM

Prepare certification of counsel re proposed fee auditor order for e-filing no objection for rutan's Amended Draft certification of
April fees
Draft certification of Draft certification of

07/09/09
07/09109

no objection for Jensen's April fees

225.00 225.00
525.00 525.00 525.00

no objection for Lazrd's May fees

0.50 0.10
0.10

07/09/09 07/09/09 07/09/09

Att to getting the SchuIly May fee app fied and served by

DE offce Email to professionals regarding the quarterly fee app that is due Responding to Ritchie Clark's request for a sample

0.10

Invoice number 84890


quarerly fee app

68773 00002

Page 46

07/09/09
07110/09

KPM
KFF

Review and execute certification of counsel regarding order on fee auditor

0.10
0.90

395.00

$39.50

Prepare revised April fee application for Schully for e-filing and service, including Notice and Affidavit of Service

225.00

$202.50

07110/09 07110/09 07110/09

KFF KFF KFF

Prepare revised May fee application for Schully for e-fiing and service, including Notice and Affdavit of Service
Prepare Rutan's May fee application for e-fiing and service, including drafting Notice and affdavit of service
Prepare Lazard's quarerly fee application (March - May 2009) for e-fiing and service, including drafting Notice
and affdavit of service
Email communications with Lynn Wolf

0.90

225.00
225.00

$202.50
$247.50 $247.50

i.O i.O
0.10
0.10 0.10

225.00

07110/09
07 II 0/09

SEM SEM SEM

regarding Schully

525.00
525.00

$52.50
$52.50

fee apps
Email communications with Kathe Finlayson and Kitt

Makowski regarind hearing date for interim fee apps


07/1 0/09

Email exchange with Gregg Amber regarding the motion for authority for Rutan to apply prepetition retainer to
prepetition fees
Att to the fiing and service of

525.00

$52.50

07110/09

SEM SEM

the Ruta May Fee App

0.10

525.00

$52.50

07/1/09
07/12/09
07113/09

Email exchange with Dave Johnson regarding filing fee applications

0.10
1.00

525.00

$52.50

KFF
SEM SEM

07/13/09

Draft exhibit chart for first quarerly fee hearing Telephone conference with Mark Cervi regarding fee apps Telephone conference with Kim Johnson regarding filing of fee apps (.5);Review employment app and order re joint interest biling auditor (.2);email communications with JIB auditor regarding provisions of employment and fee app
filing(.1 )

225.00
525.00 525.00

$225.00
$52.50

0.10 0.80

$420.00

07113/09

SEM

Email to professionals transmitting fee auditor order and explaining the pur