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) (Jointly Administered) Objection Deadline: 07/26/10 at 4:00 p.m. Hearing Deadline: Only if Objections are Filed

Debtors.

NOTICE OF MONTHLY FEE AND EXPENSE INVOICE

To: The Notice Parties Listed on Exhibit A hereto

Name of Applicant:

Warren H. Smith & Associates, P.C.

Authorized to Provide Professional Services to: Date of Retention: Period for which compensation and/or reimbursement is sought:

The United States Bankruptcy Court July 9, 2008

June 1, 2010 - June 30, 2010

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Summary of Monthly Fee and Expense Invoice Statements for Compensation Period:

Requested Date Filed

8/7/09 9/16/09 10/6/09 11/6/09 12/8/09 01/11/10 02/05/10 03/08/10 04/06/10 05/07/10 06/04/10 07/06/10

Paid Fees Paid

$660.40 $22,546.00 $7,468.00 $3,609.20 $11,004.00 $7,766.88 $16,046.80 $19,621.80 $14,009.00 $9,752.80 $0.00 $0.00

Period Covered
July 1, 2009July 31, 2009 August 1, 2009August 31, 2009 September 1, 2009September 30, 2009 October 1, 2009October 31, 2009 November 1, 2009November 30, 2009 December 1, 2009December 31, 2009 January 1, 2010January 31, 2010 February 1, 2010February 28, 2010 March 1, 2010March 31, 2010 April 1, 2010April 30, 2010 May 1, 2010May 31, 2010 June 1, 2010June 30, 2010

Fees
$825.50 $28,182.50 $9,335.00 $4,511.50 $13,755.00 $9,708.50 $20,058.50 $24,527.25 $17,511.25 $12,191.00 $6,206.50 $14,034.25

Expenses
$0.00 $42.93 $74.31 $132.52 $233.77 $178.19 $101.85 $177.44 $419.10 $106.00 $28.44 $190.48

Expenses Paid
$0.00 $42.93 $74.31 $132.52 $237.77 $178.19 $101.85 $0.00 $419.00 $106.00 $0.00 $0.00

PLEASE TAKE NOTICE that Warren H. Smith and Associates, P. C. (the "Applicant") has today filed this Notice of Amended Monthly Fee and Expense Invoice for June 1, 2010 through June 30, 2010 (this "Monthly Fee Statement") pursuant to the Order Appointing Fee Auditor and Establishing Related Procedures Concerning the Allowance and Payment of Compensation and Reimbursement of Expenses of Applicants and Consideration of Fee Applications (the "Fee Auditor Order). PLEASE TAKE FURTHER NOTICE that responses or objections to this Monthly Fee Statement, if any, must be filed on or before July 26, 2010 at 4:00 p.m. (prevailing Eastern Time) (the "Objection Deadline") with the United States Bankruptcy Court for the District of Delaware, 5th Floor, 824 Market Street, Wilmington, Delaware 19801.

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PLEASE TAKE FURTHER NOTICE that upon the expiration of the Objection Deadline, the Applicant shall certify in writing to the Debtors and Counsel to the Debtors that no objection, or an objection, has been filed with the Court relative to his Notice, whichever is applicable, after which the Debtors shall pay to the Professional an amount equal to the lesser of (i) 80 per cent of the fees and 100 percent of the expenses requested in this Monthly Fee Statement or (ii) 80 percent of the fees and 100 percent of the expenses not subject to an objection. All fees and expenses in this Monthly Fee Statement will be included in the next interim application for compensation and reimbursement of expenses to be filed and served by the Applicant at a later date, and will be subject to objection at such time. Dated: July 6, 2010

Respectfully submitted,

WARREN H. SMITH & ASSOCIATES, P. C.

By: Warren H. Smith State Bar No. 18757050 325 N. Saint Paul Suite 1250 Dallas, Texas 75201 (214) 698-3868 (214) 722-0081 (FAX) FEE AUDITOR

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CERTIFICATE OF SERVICE I, Warren H. Smith, certify that I am not less than 18 years if age, and that service of a copy of the attached Notice of Monthly Fee and Expense Invoice (for Warren H. Smith & Associates, P. C. for June, 2010) was made July 6, 2010, upon the Notice Parties identified as "Exhibit A" in the Order Appointing Fee Auditor and Establishing Related Procedures Concerning the Allowance and Payment of Compensation and Reimbursement of expenses of Professionals and Members of Official Committees and Consideration of Fee Applications (as modified) via email, or by hand delivery to those Parties located in Wilmington, Delaware. Under penalty of perjury, I declare that the foregoing is true and correct.

Warren H. Smith

4 Pac Energy June Invoice.doc

Exhibit A
United States Trustee Office of the United States Trustee 844 N. King Street, Room 2207 Lock Box 35 Wilmington, DE 19801 Counsel to the Debtors Laura Davis Jones, Esq. James E. ONeill, Esq. Kathleen P. Makowski, Esq. Pachulski Stang Ziehl & LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington DE 19899 Counsel to the Debtors Ian S. Fredericks, Esq. Skadden Arps, Slate, Meagher & Flom LLP One Rodney Square P.O. Box 636 Wilmington, DE 19899 Special Counsel to the Debtors Penelope Parmes, Esq. Rutan & Tucker, LLP 611 Anton Boulevard 14th Floor Costa Mesa, CA 92626 Canadian Counsel to the Debtors Jensen Lunny MacInnes Law Corporation H.C. Ritchie Clark, Q.C. P.O. Box 12077 Suite 2550 555 West Hastings Street Vancouver, BC V6B 4N5 Engineering Consultant to the Debtors Mark A. Clemans Millstream Energy, LLC 4918 Menlo Park Drive Sugarland, TX 77479 Special Oil and Gas Transactional Counsel to the Debtors Anthony C. Marino, Esq. Schully, Roberts, Slattery & Marino PLC Energy Centre 1100 Poydras Street, Suite 1800, New Orleans, LA 70163 Financial Advisor to the Debtors Curtis A. McClam Deloitte Financial Advisory Services LLP 350 South Grand Ave, Ste. 200 Los Angeles, CA 90071 Financial Advisor to the Debtors John Rutherford Lazard Freres & Co. LLC 30 Rockefeller Plaza, 61st Floor New York, NY 10020 Co-Counsel to the Official Committee of Unsecured Creditors David B. Stratton, Esq. James C. Carignan, Esq. Pepper Hamilton LLP Hercules Plaza, Suite 1500 1313 Market Street Wilmington, DE 19899 Co-Counsel to the Official Committee of Unsecured Creditors Filiberto Agusti, Esq. Steven Reed, Esq. Joshua Taylor, Esq. Steptoe & Johnson LLP 1330 Connecticut Avenue NW Washington, DC 20036 Debtors Pacific Energy 111 W. Ocean Blvd., Suite 1240 Long Beach, CA 90802

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Warren H. Smith & Associates, P.C.

325 North St. Paul Street Suite 1250 Dallas, TX 75201 Tax Id# 01-0584406

Invoice submitted to: Pacific Energy

July 06, 2010

Invoice #10031

Professional Services Hours 6/1/2010 MWS draft FR regarding the fee application of SRSM for third interim period (0.8); draft FR regarding third and final fee application of Lazard (0.9). 6/2/2010 MWS draft final report regarding third and final fee application of Lazard (1.8); draft final report regarding fee application of SRSM for third interim period (1.5); telephone conference with Alexa L. Parnell regarding Lazard fr (0.2); begin review of fee application of Pachulski for 4th interim (0.6) ALP Drafted final revisions to final report regarding 3rd interim and Final Period (3-12.09) (1.4); telephone conference with Mark Steirer regarding same (.2). Draft monthly application for compensation of WHSA for May 2010 (.9); send same to J. Wehrmann for review (.1); revise per J. Wehrmann's comments (.1). Update database with Lazard's 3Q FR 1.70 Amount 459.00

4.10

1,107.00

1.60

276.00

MW

1.10

154.00

AL

0.10

4.50

6/3/2010 MWS receive, review, and respond to email from Warren H. Smith regarding airfare issue in fr regarding third and final fee application of Lazard (0.1); further investigation of updated airfares (1.0); review fr (0.2); review Schully Roberts fee application for 4th (0.5); review Schully Roberts fee and expense detail (1.6); review Pachulski fee and expense detail (1.0) AL Electronic filing with the court of Schully's 3Q FR (.4), Lazard's 3Q FR (.3)

4.40

1,188.00

0.70

31.50

214 698-3868

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Page

Hours 6/3/2010 WHS detailed review of, and revisions to, FR Lazard 3rd Final 3-12.09 0.30

Amount 88.50

AL

Update database with Schully's 3Q FR (.1); Omnibus 3Q FR (.1)

0.20

9.00

ALP

Drafted final revisions to Schully's final report regarding 3rd interim period (9-11.09) (1.3). Drafted final revisions to omnibus final report for those applications with no objections regarding 3rd interim period (9-11.09) (.6).

1.30

224.25

ALP

0.60

103.50

WHS detailed review of FR re Application With No Objections 3Q 9-11.09.

0.20

59.00

WHS detailed review of FR Schully 3rd int 9-11.09

0.20

59.00

JAW Proofread W. H. Smith's May 2010 fee notice and detail (0.2); e-mail to M. White regarding any revisions to same (0.1) 6/4/2010 AL Electronic filing with the court of WHSA's May Fee Application

0.30

45.75

0.40

18.00

6/7/2010 AL

Review and compare proposed fee order against filed FR's of WHSA

0.80

36.00

6/8/2010 MWS detailed review of fee application of Steptoe & Johnson for 4th (1.7); draft ir re same (0.7); review Pachulski fee and expense detail for January and February 2010 (1.7) ALP Drafted and responded to several e-mails with Scotta McFarland (Pachulski) regarding objection to expense issue in final report concerning 3rd interim period (9-11.09) (.3); telephone conference with Warren regarding same (.1)

4.10

1,107.00

0.40

69.00

6/9/2010 MWS detailed review of Loeb app for 4th (1.1); review docket and compare to prior application (0.6); draft ir regarding fee application of Loeb & Loeb for 4th (0.8); forward same to Alexa L. Parnell (0.1); review Schully Roberts fees and expenses (1.2); draft Pachulski ir for 4th (1.0) AL Create chart with number of hours spent calculating our own fees in preparation for 5th interim fee application (1.0); confer with M. White re same (.2)

4.80

1,296.00

1.20

54.00

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Hours 6/9/2010 JAW Proofread W. H. Smith's Fifth Interim Fee Application (3-1-10 to 5-31-10) and detail (0.2); e-mail to M. White regarding any revisions to same (0.1) MW Draft 5th interim fee application of WHSA (3.1); detailed review of same (1.0); send same to J. Wehrmann for final review (.1); revise per J. Wehrmann's comments (.3); send same to W. Smith for final approval (.1); finalize for Court filing and send to A. Lopez (.1). 0.30

Amount 45.75

4.70

658.00

6/10/2010 MWS detailed review of fee application of Pepper Hamilton for 4th (0.9); draft ir re same (1.3); draft Pachulski ir for 4th (0.6); draft Schully Roberts ir for 4th (1.7) AL Receive, review and finalize IR for Loeb's 4Q

4.50

1,215.00

0.40

18.00

ALP

Drafted final revisions to initial report to Loeb & Loeb regarding 4th interim period (12.09-2.10) (1.2); drafted e-mail to Vadim Rubinstein (Loeb) regarding same (.1) Drafted status chart regarding 4th interim period (12.09-2.10) (.5); reviewed status of filed monthly and interim fee applications regarding same (.6) Update database with Pachulski's April fee application (hard copy)

1.30

224.25

ALP

1.10

189.75

6/11/2010 AL

0.20

9.00

MWS detailed review of Rutan Tucker fee application for 4th (0.5); review Zolfo Cooper fee and expense detail for 4th (1.3) 6/15/2010 MWS detailed review of expense detail for December and fee and expense detail for January and February 2010 AL Update database with Pachulski's January (.1), February (.1), March (.1) and April (.1) electronic detail

1.80

486.00

1.90

513.00

0.40

18.00

6/16/2010 MWS further review of Rutan fee and expense detail for January and February 2010 (0.8); work on fr re fee application of Rutan & Tucker for 4th (1.9); review Zolfo fee and expense detail for 4th (0.6). 6/17/2010 MWS review Zolfo fee and expense detail for 4th.

3.30

891.00

2.10

567.00

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Hours 6/18/2010 MWS Continue review of Zolfo fee and expense detail for 4th (0.9); draft ir re Zolfo compensation report for 4th (1.5); work on ir regarding fee application of Pachulski for 4th (0.6). MW research PACER for objections filed in preparation for hearing (.5). 3.00

Amount 810.00

0.50

70.00

6/21/2010 AL

Update database with Leob's response to fee auditor

0.10

4.50

ALP

Reviewed Loeb & Loeb's response to initial report regarding 4th interim period (12.09-2.10)

0.70

120.75

MWS receive and review Loeb & Loeb response regarding ir regarding 4th (0.3); draft ir regarding fee application of Pachulski for 4th (1.8); draft ir regarding fee application of Zolfo Cooper for 4th interim (1.7). 6/22/2010 ALP Reviewed proposed order regarding fee hearing on 6/23/10

3.80

1,026.00

0.50

86.25

MWS draft fr regarding fee application of Loeb & Loeb for 4th (0.9); draft ir regarding fee application of Pachulski for 4th (1.1). AL Prepare and create hearing binder for 6.24.10 hearing

2.00

540.00

1.90

85.50

AL

Update database with 6.24.10 hearing agenda

0.10

4.50

AL

Research PACER for 6.24.10 hearing agenda

0.30

13.50

6/23/2010 AL

Draft CNO for WHSA's May fee application

0.30

13.50

6/25/2010 AL

Update database with Steptoe's May fee application (electronic version)

0.10

4.50

AL

Electronic filing with the court of WHSA's May CNO

0.20

9.00

6/28/2010 AL

Update database with Schully Roberts' May fee application (hard copy)

0.20

9.00

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Hours 6/28/2010 AL update database with Steptoe's May fee application (hard copy) 0.20

Amount 9.00

6/29/2010 AL

Update database with Pepper Hamilton's May fee application (electronic copy)

0.10

4.50

For professional services rendered Additional Charges : 6/1/2010 Third party copies & document prep/setup.

64.50 $14,034.25

170.88

6/30/2010 Copying cost

19.50

Copying cost

0.10

Total additional charges

$190.48

Total amount of this bill

$14,224.73

Timekeeper Summary Name Alexa L. Parnell Anthony Lopez James A. Wehrmann Mark W Steirer Melanie White Warren H Smith

Hours 7.50 7.90 0.60 41.50 6.30 0.70

Rate 172.50 45.00 152.50 270.00 140.00 295.00

Amount $1,293.75 $355.50 $91.50 $11,205.00 $882.00 $206.50