IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In Re: PACIFIC ENERGY RESOURCES

LTD., et al.,

Chapter 11

Case No. 09-10785 (KJC) Debtor

Objection Deadline: June 28, 2010

FOURTEENTH APPLICATION OF SCHULLY, ROBERTS, SLATTERY & MARINO PLC FOR COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES AS SPECIAL OIL & GAS AND TRANSACTIONAL COUNSEL TO THE DEBTORS AND DEBTORS-IN-POSSESSION FOR THE PERIOD FROM APRIL 1, 2010 THROUGH APRIL 30, 2010 Name of Applicant: Authorized to Provide Professional Services to: Date of Retention: Period for which compensation and reimbursement is sought: Amount of Compensation sought as actual, reasonable and necessary: Amount of Expense Reimbursement sought as actual, reasonable and necessary: This is an: X interim _____ final application The total time expended for fee application preparation is approximately 3 hours and the corresponding compensation requested is approximately $900.00. Schully, Roberts, Slattery & Marino PLC (the "Firm", Special Oil & Gas and Transactional Counsel for the Debtors Pacific Energy Resources Ltd., ("Debtors and Debtors-in-Possession") March 8, 2009 April 1, 2010 through April 30, 2010

$8,625.00

$203.21

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

021.2885a.2795.april.attachments.do:xLOCal Form 101 (Fee Application Cover Sheet)

ATTACHMENT B TO FEE APPLICATION Name of the Applicant, Number of Years in that Position, Prior Relevant Experience. Year of Obtaining License to Practice, Area of Expertise Shareholder 1995, Member of Anthony C. Marino Louisiana Bar since 1985; oil & gas and transactional services Associate 2007, Member of Herman E. Gamer Louisiana Bar since 1976; oil & gas and transactional ___________ services Associate 2007, Member of Lynn G. Wolf Louisiana Bar since 1987; oil & gas and transactional services Associate 2002, Member of Kathleen L. Doody Louisiana Bar since 2002; oil & gas and transactional services Associate 2007, Member of Emile Dreuil, Ill Louisiana Bar since 2005; oil & gas litigation Associate 2009, Member of Edward L. Louisiana Bar since 2009; oil Boudreaux, III and gas and transactional services Paralegal Joan G. Seelman Paralegal Diane M. Castle Paralegal Chantelle C. Boudreaux Grand Total: $8,625.00 Blended Rate: $240.92 Name of Professional Person Hourly Billing Rate (including changes) $450.00 Total Billed Hours Total Compensation

$385.00

$300.00

21.70

$6,510.00

$250.00

$225.00

200.00

$275.00 $225.00 $150.00

14.10

$2,115.00

Local Form 102 (Fee Application/Attachment B)

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: ) Chapter 11 Case No. 09-10785(KJC) (Jointly Administered)

PACIFIC ENERGY RESOURCES LTD., et al., 2 ) ) Debtors. )

)

Objection Deadline: June 28, 2010

FOURTEENTH VERIFIED MONTHLY APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF SCHULLY, ROBERTS, SLATFERY & MARINO PLC AS SPECIAL OIL & GAS AND TRANSACTIONAL COUNSEL FOR THE DEBTOR AND DEBTOR IN POSSESSION FOR THE PERIOD FROM APRIL 1, 2010 TO APRIL 30. 2010

Pursuant to sections 330 and 331 of Title 11 of the United States Code (the "Bankruptcy Code"), Rule 2016 of the Federal Rules of Bankruptcy Procedure (collectively, the "Bankruptcy Rules"), and the Courts "Administrative Order Under 11 U.S.C. 105(a) and 331 Establishing Procedures for Interim Compensation and Expense Reimbursement of Professionals and Committee Members," entered on or about April 15, 2009 (the "Administrative Order"), Schully, Roberts, Slattery & Marino PLC (or the "Firm"), Special Oil & Gas and Transactional Counsel to the Debtors and Debtors in Possession ("Debtor"), hereby submits its Fourteenth Verified Monthly Application (the "Application") for Compensation and for Reimbursement of Expenses for the Period from April 1, 2010 through April 30, 2010 (the "Interim Fee Period") in the amount of amount of $8,625.00 and actual and necessary expenses in the amount of $203.21, for a total
2

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

021 .2884a.2795.april.fees.docx

allowance of payment of $ 6,900.00 (80% of the allowed fees) and reimbursement of $203.21 (100% of the allowed expenses) for a total payment of $7,103.21. In support of this Application, the Firm respectfully represents as follows: Retention of Schully, Roberts, Slattery & Marino PLC The retention of the Firm, as counsel to the Debtor, was approved effective as of April 8, 2009, by this Courts "Order Granting Debtors Application to Retain Schully, Roberts, Slattery & Marino PLC as Special Oil & Gas and Transactional Counsel Nunc Pro Tunc Pursuant to Section 327(e) of the Bankruptcy Code and Bankruptcy Rule 2014" entered on or about April 15, 2009 (the "Retention Order"). The Retention Order authorized the Firm to be compensated on an hourly basis and to be reimbursed for actual and necessary out-of-pocket expenses. Summary of Services Rendered 2. Attached hereto as Exhibit A is a detailed statement of fees incurred during the

Interim Fee Period showing the amount of $8,625.00 due for fees. 3. The services rendered by the Firm during the Interim Fee Period are grouped into

a single category related to the Finns role as Special Oil & Gas and Transactional Counsel for the Debtor. 4. During the Interim Period, the Firm, among other things: (1) communicated with

regulators in response to requests from the Debtor s relative to reporting requirements, royalty assessments, lease maintenance, instructions as to how to handle transitions to new owners, qualication of new lease holders, and pending litigation; (2) assisted Debtor in the preparation of motions and memoranda relating to oil and gas and transactional legal issues, prepared and reviewed lease and property assessments for entities who are taking over Debtors assets, in the

021.2884a2795.april.fees.docx

review of deeds and assignments to Debtor for assets acquired by Debtor, in the review of plans of transition operation of Debtors oil and gas business, and in the review of plans for continued abandonment of oil and gas assets and related property and the title issues thereto related; (3) assisted Debtor in responding to claims made by Debtors predecessors-in-title for moneys due under various oil & gas agreements; (4) responded to direct creditor inquiries regarding conduct of Debtors ongoing business, including properties previously held or serviced by Debtors; (5) worked extensively on various wind-down scenarios, and (6) expended time addressing issues for bankruptcy counsel defending adversary actions. 5. The Firm spent a total of 35.80 hours and incurred fees in the amount of $8,625.00 in

providing these oil and gas and transactional services to the Debtors. 6. A more detailed identification of the actual services provided is 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. Summary of Services by Project 7. The services rendered by SRSM during the Interim Period can be grouped into

the categories set forth below. SRSM 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

021.2884a.2795.apri1.fees.docx

each category.
A. Asset Disposition

S.

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

continued work regarding the prior disposition of assets, (2) the continued preservation of assets for the Debtors estate and remaining issues related to abandoned properties; (3) interfaced with regulatory entities and (4) corresponded extensively regarding record clean-up for asset disposition issues. The Firm (1) participated in conference calls with the Debtor and regulators to discuss finalization of asset sale; (2) interfaced with regulators and creditors counsel to access the scope of issues that transfer of abandoned operations present; (3) worked extensively with purchasers in attempts to guarantee the cooperation of Aera Energy LLC and Noble Energy, Inc. as well as other predecessors-in-interest that could impair the success of any transition of operations relative to former Debtors properties; and (7) dealt with contending interests under various creditor scenarios arising out of asset sale transactions. Fees: $4,260.00
B.

Hours: jj
Bankruptcy Litigation

9.

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

regarding the secured creditor matters; (2) attended to notice issues; (3) performed work regarding lessor and co-lessee claims, threatened litigation, and ongoing adversary actions; (4) performed work regarding Notices and Hearings; (5) performed legal research; (6) assisted bankruptcy counsel in oil and gas matters (7) attended to scheduling issues; (8) performed work regarding unpaid royalties and obligations to partners; (9) drafted memoranda relative to oil and gas litigation issues; (10) performed work regarding overriding royalty issues; (11) drafted additional memoranda regarding regulatory, bonding and property issues; (12) reviewed and analyzed

021 .2884a.2795.apriLfees.docx

documents dealing with property rights of the Debtor; (13) prepared bankruptcy counsel to address issues at hearings; (14) performed work regarding objections; and (15) corresponded and conferred regarding bankruptcy litigation matters. 10. During the Interim Period, the Firm, among other things: (1) maintained a

memorandum of Critical Dates; (2) maintained document control; and (3) reviewed correspondence and pleading and forwarded them to appropriate parties. Fees: $2,655.00
C. Professional Fees

Hours: J

11.

During the interim period, the Firm worked with the fee auditor to address billing

issues and made fee adjustments as required by the Court. Memoranda were prepared at the request of the auditor and the Firm participated in conference calls to address associated issues. Approximately 3.0 hours were expended in preparing the Interim Report for the fourteenth reporting period. Fees: $1,710.00 Hours: 5.7
DISBURSEMENTS

11.

The Firm has incurred out-of-pocket disbursements during the Interim Fee Period

in the amount of $203.21. Pursuant to Local Rule 2016-2, the Firm represents that its rate for duplication is $.10 per page.
Valuation of Services

12.

Attorneys and paraprofessionals of the Firm have expended a total of 3.00 hours

in connection with this matter during the Interim Fee Period. 13. The amount of time spent by each of these persons providing services to the

Debtors for the Fee Period is fully set forth in the detail attached hereto as Exhibit A. These

02 1.2884a.2795.april.fees.docx

are the Firms standard hourly rates of compensation for work of this character. The reasonable value of the services rendered by the Firm for the Interim Fee Period as Special Oil & Gas and Transactional Counsel for the Debtor is $8,625.00. 14. The Firm believes that the time entries included in Exhibit A attached hereto are

in compliance with the requirements of Local Rule 2016-2. 15. In accordance with the factors enumerated in 11 U.S.C. 330, the amount requested

is fair and reasonable given (a) the complexity of this 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 this title. 16. This Application covers the Interim Fee Period from April 1, 2010 through

April 30, 2010. WHEREFORE, the Firm respectfully requests that, for the April 1, 2010 through April 30, 2010 period, an interim allowance be made to the Firm for compensation in the total allowance of $6,900.00 (80% of the allowed fees) and reimbursement of $203.21 (100% of the allowed expenses).

021 .2884a.2795.april.fees.docx

EXHIBIT A

021 .2884a.2795.apriLfees.docx

COMPENSATION BY CATEGORY

EXPENSE SUMMARY Expense Category (Examples) Research services Cornier Service Service Provider (if applicable) Edgar Online Federal Express PRIOR APPLICATIONS FILED )ate Filed Period Covered 03/09/09 03/31/09 04/01/09 04/30/09 5/01/07 05/31/09 6/01/09 06/30/09 7/01/09 07/31/09 8/01/09 08/31/09 9/01/09 09/30/09 10/01/09 10/31/09 11/01/09-11/31/09 12/01/09 12/31/09 1/01/10 01/31/10 2/01/10-02/28/10
-

Total Expenses 154.87 48.34

Requested Fees $88,261.73 $103,653.50 $95,177.00 $108,679.50 $219,508.50 $149,092.50 $101,985.00 $80,202.50 $130,043.75

Requested Expenses $1,201.20 $797.22 $1,107.23 $396.69 $661.23 $247.50 $30.89 $863.91 $1,253.29

Approved Fees

Approved Expenses

021 .2884a.2795.april.fees.docx

VERIFICATION

STATE OF LOUISIANA
PARISH OF ORLEANS Anthony C. Marina, after being duly sworn according to law, deposes and says: I am a shareholder of the applicant law firm Schully, Roberts, Slattery & Marino ("the -Firm). a) I am thoroughlyfamiliar with the work perfonried on behalf of the

Debtors by the lawyers and paraprofessionals of SRSM. b) I have reviewed the foregoing Application and the facts set forth therein

are true and correct to the best of my knowledge, information and belief. Moreover I have reviewed Del. Bankr. LB. 2016-2 and the Administrative Order entered on or about April 15, 2009, and submit that the Application substantially complies with such Rule and Order.

SWORN AND SUBSCRIBEVbeIore me , 2010. This 1$-i day of,\r /

LynnG. U umber 182 Louisiana ar My Comm ires at Death

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

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

Objections Deadline: June 28, 2010 at 4:00 p.m.

) )
)

NOTICE OF FILING OF FEE APPLICATION TO: (i) the Debtors; (ii) counsel to the Debtors; (iii) the United States Trustee, and (iv) counsel to the Official Committee of Unsecured Creditors (the "Notice Parties") Schully, Roberts, Slattery & Marino PLC ("SRSM"), special oil and gas and transactional counsel to the debtors and debtors in possession in the above-captioned case (the "Debtors"), has filed its Monthly Application for Compensation and Reimbursement of Expenses of Schully, Roberts, Slattery & Marino PLC as Special Oil and Gas and Transactional Counsel to Debtor and Debtors in Possession, for the Period from April 1, 2010 through April 30, 2010, seeking compensation for services in the amount of $8,625.00 and reimbursement of costs incurred in the amount of $203.21 (the "Application") PLEASE TAKE FURTHER NOTICE that objections, if any, to the Application must be made in accordance with the Administrative Order Under 11 U.S.C.
S

105(a) and 331

Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Professionals and Committee Members [Docket No. 147] (the "Administrative Order") and must be filed with the Clerk of the United States Bankruptcy Court for the District of Delaware, 824 Market Street, Wilmington, Delaware 19801, and received by no later than 4:00 p.m. (Eastern
The Debtors in these cases, along with the last four digits of each of the Debtors federal tax identification number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska Holdings, LLC (tax I.D. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (7021); Cameros Energy, Inc. (9487); and Gotland Oil, Inc. (5463). The mailing address for all of the Debtors is Ill W.

Time) on June 28, 2010 (the "Objection Deadline")

Objections or other responses to the Application, if any, must also be served so that they are received not later than June 28, 2010 at 4:00 p.m. prevailing Eastern time, by: (a)

the Debtors, (1) Pacific Energy Resources, 111 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802, Attn: Gerry Tywoniuk, Senior VP & CFO and(2) Zolfo Cooper, 1166 Sixth Avenue, 24th Floor, New York, NY 10036, Attn: Scott W. Winn, Senior Managing Director; (b) counsel to the Debtors, (1) Pachulski Stang Ziehl & Jones LLP, 919 North Market Street, 17th Floor, Wilmington, DE 19899-8705, Attn: James E. ONeill, Esq.; Fax: 302-652-4400, e-mail: ioneill(pszjlaw.com and (2) Pachulski Stang Ziehl & Jones LLP, 10100 Santa Monica Blvd., 1 I 1 Floor, Los Angeles, CA 90067-4100; Attn: Ira D. Kharasch, Esq; Fax: 310-201-0760, e-mail: ikharash@pszjlaw.com (c) the Office of the United States Trustee, J. Caleb Boggs Federal Building, 844 N. King Street, Suite 2207, Lock Box 35, Wilmington, Delaware 19801, Attn: Joseph McMahon, Esq. and (d) counsel for the Official Committee of Unsecured Creditors (the "Committee"), (1) Steptoe & Johnson LLP, 2121 Avenue of the Stars, 28th Floor, Los Angeles, CA 90067; Attn: Katherine C. Piper, Esq., Fax: (310) 734-3173, e-mail: kpiper@steptoe.com and (2) Pepper Hamilton LLP, Hercules Plaza, Ste 5100, 1313 N. Market Street, Wilmington, DE 19801; Attn: James C. Carignan, Esq., Fax: (302) 421-8390, e-mail: jcarignan(pepperlaw.com (the "Notice Parties") PLEASE TAKE FURTHER NOTICE that if any responses or objections to the Application are timely filed, served and received, a hearing on the Application will be held at the convenience of the Bankruptcy Court. Only those objections made in writing and timely filed and received in accordance with the Administrative Order and the procedures described herein

Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

will be considered by the Bankruptcy Court at such hearing. PLEASE TAKE FURTHER NOTICE that, pursuant to the Administrative Order, if no objection to the Application is timely filed, served and received by the Objection Deadline, the Applicant may be paid an amount equal to the lesser of (1) 80 percent of the fees and 100 percent of expenses requested in the Application or (ii) 80 percent of the fees and 100 percent of the expenses not subject to an objection without the need for further order of the Bankruptcy Court. Dated: June 7, 2010 PACHULSKI STANG ZIEHL & JONES LLP

Is! Scotta E. McFarland 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 B. ONeill (DE Bar No. 4042) Kathleen P. Makowski (DE Bar No. 3648) 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705 Telephone: 302/652-4100 Facsimile: 310/652-4400 Email: ikharasch@pszjlaw.com smcfarland@pszjlaw.com rsaunders@pszjlaw.com ioneill@pszilaw.com kmakowski@pszjlaw.com Counsel for Debtors and Debtors in Possession.
68773-002\DOCSDE: 160723.1

EXHIBIT A

42125 -00 1 \DOCS - DE: 6375.1

/~?

114
Page: 1 05/21/2010 OUR FILE NO: 6476-2795M 22 STATEMENT NO:

Pacific Energy Resources, Ltd. 111 W. Ocean Blvd, Suite 1240 Long Beach CA 90802 ATIN: Mr. Darren Katic

Forbearance Agreements (DRAFT STATEMENT)

HOURS 04101/2010 LOW (BL)Review email from Ms. McFarland regarding questions from litigation, Mr. Hunter; short explanation drafted regard Spurr Platform; follow-up with Mr. Hunter to see if there are further requirements; (AD)Draft Point Thomson letters notice per Mr. Tywoniuk and finish up other letters as required by client; determine necessary updates and draft same; (CP)Work on SRSM fee application and follow-up with Ms. McFarland; (BL)Receive additional emails from litigation counsel regarding adversary actions in bankruptcy court and preparation of reply brief regarding Spurr Platform; furnish more detailed explanations and clarifications and supply documents;
-

0.90

270.00

4754

LGW

0.90 0.60

270.00 180.00

4755 4756

LOW LOW

0.90

270.00

4757

04/02/2010 LOW

(AD)Continued work to finish up CIE letter issues; double check notice issues; follow-up with emails to BLM and DNR;

0.90

270.00

4758

04/05/2010 CCB CCB LGW

(BL) Retrieve newly filed pleadings from Pacer and evaluate new issues; (BL) Continue Review of new pleadings, evaluate, and create memo for Ms. Wolf; (AD)Receive instruction from Mr. Tywoniuk regarding Pioneer letters notice of assignment to CIE; research, draft and follow-up;
-

0.90 0.50

135.00 75.00

4744 4745

0.90

270.00

4759

04/06/2010 CCB COB CCB

(BL) Retrieve newly filed pleadings from Pacer and evaluate new issues; (BL) Continue review of new pleadings, evaluate, and create a memo for Ms. Wolf; (BL) Continue review of adversary actions and discuss with Ms. Wolf;

0.90 0.90 0.90

135.00 135.00 135.00

4746 4747 4748

Pacific Energy Resources, Ltd. OUR FILE NO: STATEMENT NO: Forbearance Agreements

Page: 2 05/21/2010 6476-2795M 22

CCB 04/07/2010 CCB CCB LGW

(BL) Continue review and analysis;

HOURS 0.50

75.00

4749

(BL) Retrieve newly filed pleadings from Pacer and evaluate new issues; (BL) Continue review of new pleadings, evaluate and prepare memo for Ms. Wolf; (AD)Emails and telephone call from Alaska DNR, Ms. Woolf, to discuss open issues CIE; continued discussion of whether BLM records reflect initial transfer into PEAO;
-

0.90 0.50

135.00 75.00

4750 4751

0.90

270.00

4760

04/08/2010 CCB CCB

(BL) Retrieve newly filed pleadings from Pacer and evaluate new issues; (BL) Continue review of new pleadings, evaluate and create memo for Ms. Wolf;

0.90 0.90

135,00 135.00

4752 4753

04/09/2010 LGW 04/18/2010 LGW

(CP)Prepare and file February fee application;

1.20

360.00

4768

(AD)Receive email from Mr.Tywoniuk regarding notice letter for Beta contracts and respond; preliminary research to accomplish same;

0.70

210.00

4769

04/19/2010 LGW

(AD)Draft preliminary notice letter for contracts for Mr. Tywoniuks review; review Bankruptcy Court Order and include pertinent information;

1.20

360.00

4770

04/2012010 LGW

LGW

(AD)Review redline of preliminary notice letter for contracts from Mr. Tywoniuk; telephone call to Mr. Tywoniuk to discuss whether there needs to be an additional assignment; additional review Bankruptcy Court Order to determine proper procedure; (CP) Preparation of Fourth Interim Fee application per Ms. McFarland ad required by court;

0.90 3.00

270.00 900.00

4771 4772

04/21/2010 CCB CCB

(BL) Retrieve newly filed pleadings from Pacer and evaluate new issues; (BL) Continue review of new pleadings, evaluate and create

0.90

135.00

4761

Pacific Energy Resources, Ltd.

Page: 3 05/21/2010 OUR FILE NO: 6476-2795M 22 STATEMENT NO:

Forbearance Agreements

CCB LGW LGW LGW

memo for Ms. Wolf; (BL) Continue review of adversary actions and discuss with Ms. Wolf; (AD)Continued work on contracts notice: review of Court Order and related filings to determine notice parties; (AD)Continued research and drafting on notice letter for contracts; discuss which notice parties should receive letter; (CP) Receive auditors initial report regard 3rd interim filing; draft preliminary response letter to Mr. Smith;

HOURS 0.90 0.90 0.90 0.30 0.90

135.00 135.00 270.00 90.00 270.00

4762 4763 4773 4774 4775

04/22/2010 CCB LOW 04/23/2010 CCB CCB CCB

(BL) Retrieve newly filed pleadings from Pacer and evaluate new issues; (AD) Prepare and file 4th interim fee filing;

0.90 3.00

135.00 900.00

4764 4776

(BL) Continue review of new pleadings, evaluate and create a memo for Ms. Wolf; (BL) Retrieve newly filed pleadings from Pacer and evaluate new issues; (BL) Continue review of ne pleadings, evaluate and create memo for Ms. Wolf

0.90 0.90 0.90

135.00 135.00 135.00

4765 4766 4767

04/26/2010 LOW

LOW

LGW

(AD)Continued work on Alaska questions from Debtor and DNR; file research and follow-up with explanatory email regarding lost acreage and prior successors in title; (AD) Receive last of recorded documents from Alaska and review; create recordation schedule for Alaska DNR per request of Ms. Woolf and send to regulator, (AD)Receive comments regarding recordation schedule and make suggested changes. Resubmit to DNR;

0.90

270.00

4777

0.90 0.90

270.00 270.00

4778 4779

04/29/2010 LGW

(AD)Additional work on Alaska questions from Debtor and DNR regarding right-of-way at King Salmon Platform and administrative claim lodged by State of Alaska against Debtor; file research and follow up with explanatory email regarding prior successors in title; PERL received r-o-w as part of entity sale of Forest Alaska Operating to Pacific; TOTAL FEES:

0.90 35.80

270.00 8625.00

4780

Pacific Energy Resources, Ltd. OUR FILE NO: STATEMENT NO: Forbearance Agreements

Page: 4 05/21/2010 6476-2795M 22

TIMEKEEPER Lynn G. Wolf Chantelle C. Boudeaux

RECAPITULATION HOURS HOURLY RATE 21.70 $300.00 150.00 14.10

TOTAL $6,510.00 2,115.00

Research Services [LGW-Edgar; 25593] Federal Express [25617] TOTAL EXPENSES: THRU 04/30/2010 Filing/Recording Fees [Refund of Overpayment, State of Alaska Ck. No. 28809629] TOTAL CREDITS FOR EXPENSES PREVIOUS BALANCE TOTAL CURRENT WORK:

154.87 48.34 203.21

56 57

-38.58 -38.58 $369,822.08 8789.63

55

04/20/2010 04/20/2010 04/20/2010 04/28/2010 04/28/2010 04/28/2010 05/17/2010 05/17/2010

Payment Received on Statement No. 13, Check No. 10458 Payment Received on Statement No. 10, Check No. 10458 Payment Received on Statement No. 12, Check No. 10458 Payment Received on Statement No. 18, Check No. 10466 Payment Received on Statement No. 18, Check No. 10466 Payment Received on Statement No. 18, Check No. 10466 Payment Received on Statement No. 19, Check No. 10478 Payment Received on Statement No. 19, Check No. 10478 TOTAL PAYMENTS BALANCE DUE:

-29,818.50 -2,204.92 -1528.63 -4.10 -417.99 -22,055.91 -2,223.93 -8,496.00 -66,749.98 $331,861.73

48 52 53 49 50 51 54 55

PLEASE INDICATE FILE NUMBER, STATEMENT NUMBER AND STATEMENT DATE ON ALL REMITTANCES

QT AmDv ASAUTkTrI JP. ODVTQ

VYP.N RPflRT

NAMP:

W
TOTAL

FILE NO,:7& Date /5//o LODGING MEALS AIR TRANSPORTATION TAXI AND LIMOUSINE AUTO RENTAL ENTERTAINMENT TIPS PARKING AND TOLLS MILEAGE PHOTOCOPIES LD TELEPHONE FILING/RECORDING FEES OTHER:A q-

FILE NO.:13Li7 FILE NO.: - Date: 3/,/f Date: 3-f10

i-i

FILE NOq.2.e Date: .2,Iu/,o

1 2 3 4 5 6 7 8 9 10 11 12

@Q

JJ

fl
14

B
16

OTHER4e/k. OTHER:__________ TOTAL

/544

07
TOTAL EXPENSES LESS CASH ADVANCE DUE TO PREPARER DUE TO FIRM SIGNATURE: .:DATE: 1

IF FIRM EXPENSE STATE PURPOSE HERE:

9 7 5T

INSTRUCTIONS: 1. Attach receipts for all expenditures

2. Detail entertainment expenditures, on back as to Where? Who? When? Business Purpose? Amount?

SIGNATURE: APPk04G PARTNER OR ADMINISTRATOR

admexpensedoc

CHECK
DATE DESCRIPTION INVOICE I AMOUNT DEDUCTION NET AMOUNT -

Federal Express (14/22/10 Express Delivery 29110 Express Delivery

706552138 707326299

121.96 222.00

121.96 222.00

04/30/10

TOTALS Gross:

343.96 Ded:

0.00 Net:

343.96

Federal Express P. 0. Box 660481 Dallas TX. 752660481

Acct 142224917

AUTHORIZW SKMTURE

0025171

1:0

2L0000L:

LLO1253qL"
25617

SLATTERY, MARINO & ROBERTS - A PROFESSIONAL LAW CORPORATION - OPERATING ACCOUNT

PRCWCT LS.M2S

USE WiTh 91500 EVEI.E

Slattery, Marino & Roberts Check Request

Date: Payable to: Amount: Description/Purpose: File Number: Requesting Attorney Time/Date Needed: Approved by: Comments: April 27, 2010 Federal Express 121.96 Express Delivery 1300.3 AEH Regular Billing

000-checkrequesLdocx

voice Number \) Invoice Date \ 7-065-52138 I Apr 22, 2010 I

Account Number 1422-2491-7

FedEx Tax ID: 71-0427007

Billing Address:

SLATTERY, MARTINO & ROBERTS 142224917 142224917U 1100 POYDRAS ST STE 1800 NEW ORLEANS LA 70163-1800

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Invoice Summary Apr 22, 2010

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Transportation Charges Base Discount Bonus Discounts Special Handling Charges Total Charges

USD

121.60 -6.53 -6.09 12.98 $121.96

TOTAL THIS INVOICE

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$121.96

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[4" L S
7-065-52138 FedEx Express Shipment Detail By Payor Type (Original) 1422-2491-7

Fuel Surcharge FedEx has applied a fuel surch Distance Based Pricing, Zone Automation Tracking ID Service Type Package Type Zone Packages Rated Weight Delivered Svc Area Signed by INET 793448604490 FedEx Priority Overnight FedEx Pak 08

to Sender Denutra Fisher Slattery, Marino & Roberts 1100 Poydras Street NEW ORLEANS LA 10163 US Transportation Charge Automation Bonus Discount Discount Fuel Surcharge Total Charge Recipient Ms. Susan M. Young California State Lands Comniss 100 HOWE AVE STE 100 SACRAMENTO CA 95825 US 50.20 -2.51 -2.51 3.16 $48.34

2.0 lbs. 0.9 kgs Apr 15,201008:45 Al M.GIVENS

FedEx Use

000000000/0001618/_

USI)

Fuel Surcharge Fedtx has applied a fuel surch Distance Based Pricing, Zone 3 Automation Tracking ID Service Type Package Type Zone Packages Rated Weight Delivered Svc Area Signed by FedEx Use INET 798510411119 FedEx Priority Overnight FedEx Pak 03

Sander Denetra Fisher Slattery, Marino & Roberts 1100 Poydras Street NEW ORLEANS LA 70163 US Transportation Charge Discount Automation Bonus Discount Fuel Surcharge Total Charge

Recipient Jodie Brown Saratoga Resources, Inc. 7500 SAN FELIPE ST STE 675 HOUSTON TX 77083 US 21.15 -1.36 -136 1.71 $26.14

1.0 Ibs, 0.5 kgs Apr 15, 201010:27 Al J.BROWN 00000000010001508/_

OJSD

Fuel Surcharge - FurIEs has applied a fuel surcharge o17,110% to this shipment Distance Based Pricing, Zone 3 Package Delivered to Recipient Address - Release Authorized Automation Tracking ID Service Type Package Type Zone Packages Rated Weight Delivered Svc Area Signed by FedEx Use INET / 798574523498 FedEx Priority Overnight FedEx Pak 03 1 2.0 lbs. 0.9 kgs Apr 16, 201006:50 A2 see above 000000000/0001508/02 811L David S. Landry Slattery Marino Roberts APLC 1100 Poydras St, Suite 1800 NEW ORLEANS LA 70163 US Recipient Richard A. Psneguy, Jr. 2 S HIGHLAND CT SPRING TX 77381 US

&

Transportation Charge Automation Bonus Discount Residential Delivery Fuel Surcharge Discount Total Charge

29.55 -1.48 2.50 2.04 USD $31.13

ME
Feel Surcharge FuriEs has applied a fuel surcharge of 7.00% to this shipment Distance Based Pricing, Zone 2 Package Delivered to Recipient Address Release Authorized

Automation Tracking ID Service Type Package Type Zone Packages Continued

INET 793456360508 FedEx Standard Overnight FedEx Envelope 02 1

David S. Landry Slattery Marino Roberts APLC 1100 Poydras Street NEW ORLEANS LA 70163 US

&

Recioiept Shelly Sanchez 13105 HAROLD RD GONZALES LA 70737 US

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In Fe: )
)

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

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

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

Kathleen Forte Finlayson, being duly sworn according to law, deposes and says that she is employed by the law firm of Pachulski Stang Ziehl & Jones LLP, attorneys for the Debtors in the above-captioned action, and that on the 7th day of June 2010 she caused a copy of

the following document(s) to be served upon the parties on the attached service lists in the manner indicated: Notice and Monthly Fee Application of Schully, Roberts, Slattery & Marino PLC as Special Oil and Gas and Transactional Counsel for the Debtors for the Period April 1-30, 2010
L \_

Katlen Forte Finlayson j Sworn to scribed before me this 1iii of June 2010

Notary Public Commission Exp.:

DOCS DE: 14743 1.1

DEBRA L. YOUNG NOTARY PUBlic STATE OF DELAWARE rnr3al cxpoc JJy 1, 2011

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

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

Hand Delivery (Counsel to Official Committee of Unsecured Creditors) David B. Stratton, Esquire James C. Carignan, Esquire Pepper Hamilton LLP Hercules Plaza, Suite 1500 1313 Market Street Wilmington, DE 19899 First Class Mail (Debtors) Mr. Gerry Tywoniuk Senior Vice President & CFO Pacific Energy Resources 111 We. Ocean Boulevard, Ste 1240 Long Beach, CA 90802 First Class Mail (Debtors) Mr. Scott W. Winn Senior Managing Director Zolfo Cooper 1166 Sixth Avenue, 24th Floor New York, NY 10026 First Class Mail (Counsel to Official Committee of Unsecured Creditors) Francis J. Lawall, Esquire Pepper Hamilton LLP 3000 Two Logan Square Eighteenth & Arch Streets Philadelphia, PA 19103 First Class Mail (counsel to Official Committee of Unsecured Creditors) Filiberto Agusti, Esquire Steven Reed, Esquire Joshua Taylor, Esquire Steptoe & Johnson LLP 1330 Connecticut Avenue NW Washington, DC 20036

(Counsel for Debtors) Laura Davis Jones, Esquire James E. ONeill, Esquire Kathleen P. Makowski, Esquire Pachulski Stang Ziehl & Jones LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705 Interoffice Pouch to Los Angeles (Counsel for Debtors) Robert M. Saunders, Esquire Ira D. Kharasch, Esquire Scotta E. McFarland, Esquire Pachulski Stang Ziehi & Jones LLP 10100 Santa Monica Blvd., 11thi Floor Los Angeles, CA 90067 Hand Delivery (United States Trustee) Joseph McMahon, Esquire Office of the United States Trustee J. Caleb Boggs Federal Building 844 North King Street, Suite 2207 Lockbox 35 Wilmington, DE 19801 Hand Delivery (Copy Service) Parcels, Inc. Vito I. DiMaio 230 N. Market Street Wilmington, DE 19801

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

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