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)

Debtors. )

) (Jointly Administered)

Objection Deadline: August 11,2009 at 4:00 p.m.

Hearing Date: To be scheduled

FIRST APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF SCHULLY, ROBERTS, SLATTERY & MARINO, PLC., AS SPECIAL OIL & GAS AND TRANSACTIONAL COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR THE PERIOD FROM MARCH 9. 2009 THROUGH MAY 31. 2009

Name of Applicant:

Schully, Roberts, Slattery & Marino, PLC

Authorized to Provide Professional

Services to:

Debtors and debtors in possession

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

Date of Retention:

15, 2009

Period for which Compensation and

Reimbursement is Sought:

March 9, 2009 through May 31,20092

$287,092.23
$ 3,105.65

Amount of Compensation Sought as Actual,

Reasonable and Necessary:

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

This is a:

_ monthly

-L 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 l.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
2 This Application may include time expended before the time period indicated above that has not been included in
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) if it is not included herein.

021 0738a-perl1st quarterly.

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PRIOR APPLICATIONS FILED

Date Filed
07/03/09 07/10/09 07/10/09

Period Covered
...

......

Requested Fees
$88,261.73 $103,653.50 $95,177.00

Requested.... .

Approved
Fees
.

Expenses.
$1,201.20 787.22 1,107.23

Approved Expenses

03/09/09 - 03/31/09 04/01/09 - 04/30/09 05/01/09 - 05/31/09

SRSM PROFESSIONALS

Name of Professional Individual

Position of the

Hourly

Applicant, Number of Years in the Position,

Biling Rate

Total Hours

Total Compensation

Biled

Prior Relevant Experience, Year of Obtaining License to Practice

Anthony C. Marino
Shareholder 1996; Joined
Firm 1996; Member of LA

$450.00 $385.00 $300.00 $250.00 $225.00 $210.00 $220.00 $220.00 $200.00 $200.00

238.9

$106,245.00

Bar since 1985

Herman E. Gamer Jr.

Lynn G. Wolf
Kathleen L. Doody Emile Dreuil, III
Jefferson B.

Associate 2006; Member of LA Bar since 1976 Associate 2006; Member of LA Bar since 1987 Associate 2004; Member of LA Bar since 2003
Associate 2006, Member

544.9
20.5

$163,450.00
$4,612.50 $5,490.00
$105.00

24.4
.50
18

Goldman
Joan S. Seelman

of LA Bar since 2005 Associate 2006; Member of LA Bar since 2006

Paralegal

$3,960.00

Diane Castle
Susan A. Hymel

Paralegal

177.40 44.50
1.3

Legal Assistant

$16,660.00 $8.900.00 $260.00

Grand Total: $287,092.23 Total Hours: 834.30

Blended Rate: $344.11

021 0738a-perl 1 st quarterly (3).doc

COMPENSATION BY CATEGORY
Pro.iectCateiwrieS Asser Disposition
.

.........

.'

Total Hours

... ...

Total Fees
$55,385.00. $80,742.50 $49,009.00 $77,335.00 $2,325.00

Banptcy Litigation
Business Operations

Claims Admin/Objections Compensation of Professionals/Fees Applications

154.7 290.8 140.1 241.1 7.6

EXPENSE SUMMARY

Expense Category
Delivery/Courier Service

Total Ex enses
WESTLA W, PACER

Legal Research Reproduction Expense

$373.62 $997.77 $1,691.76

3 SRSM may use one or more service providers. The service providers identified herein below are the primary

service providers for the categories described.

021 0738a-perl 1st quarterly.

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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., i) Case No. 09-10785(KJC)

Debtors. ) Objection Deadline: August 11,2009 at 4:00 p.m.

) (Jointly Administered)
Hearing Date: To be scheduled

FIRST APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF SCHULLY, ROBERTS~ SLATTERY & MARINO, PLC., AS SPECIAL OIL & GAS AND TRANSACTIONAL COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR THE PERIOD FROM MARCH 9. 2009 THROUGH MAY 31. 2009
Pursuant to sections 330 and 331 of Title 11 of the United States Code (the

"Banruptcy Code"), Rule 2016 of the Federal Rules of Bankptcy Procedure (collectively, the

"Bankptcy Rules"), and the Court's "Administrative Order Under 11 U.S.C 105(A) and 331
Establishing Procedures for Interim Compensation and Expense Reimbursement of Professionals
and Committee Members," signed on April 8, 2009 (Docket No. 147) (the "Administrative

Order"), Schully, Roberts, Slattery & Marino, PLC ("SRSM" or the "Firm"), special oil & gas
and transactional counsel to the debtors and debtors in possession ("Debtor"), hereby submits its
First Quarerly Application for Compensation and for Reimbursement of Expenses for the Period
from March 9, 2009 through May 31, 2009 (the "Application").

By this Application SRSM seeks a quarterly allowance of compensation in the

amount of

$287,092.23 and actual and necessary expenses in the amount of$3,105.65 for a total

allowance of $290,197.88 for the period March 9, 2009 through May 31, 2009 (the "Interim
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 l.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 0738a-perl 1 st quarterly.

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Period"). In support ofthis Application, SRSM respectfully represents as follows:

Backe: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 continue to operate and manage their businesses as debtors in possession pursuant
to sections 1107(a) and 1108 of

the Bankptcy Code. A trustee or examiner has bee.n 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 April 8, 2009, the Cour signed 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
Debtor is 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 and continuing 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 of SRSM, as special oil & gas and transactional counsel to the

Debtor, was approved effective as of

the Petition Date by this Court's "Order Pursuant to Section

327(a) of the Bankptcy Code, Rule 2014 of the Federal Rules of Bankruptcy Procedure and

Local Rule 2014-1 Authorizing the Employment and Retention of Schully, Roberts, Slattery &

021 0738a-perl 1st quarterly.

doc

Marino, PLC as Counsel for the Debtors and Debtors in Possession Nunc Pro Tunc to the

Petition Date," entered on April 16, 2009 (Docket No. 202) (the "Retention Order"). The
Retention Order authorized SRSM to be compensated on an hourly basis and to be reimbursed
for actual and necessary out-of-pocket expenses.

Monthlv Fee Applications Covered Herein

5. The Monthly Fee Applications for the periods March 9, 2009 through May 31,

2009 of SRSM have been fied and served pursuant to the Administrative Order.

6. On July 3, 2009, SRSM filed its First Revised Monthly Application of Schully,

Roberts, Slattery & Marino, PLC for Compensation and for Reimbursement of Expenses as
Counsel to the Debtors and Debtors in Possession for the Period from March 9, 2009 through
March 31, 2009 (Docket No. 554) ("First Monthly Fee Application") requesting $88,261.73 in
fees and $1,201.20 in expenses. Pursuant to the Administrative Order, SRSM has not been paid

any of the $88,261.73 in fees nor $1,201.20 of the expenses requested in the First Monthly Fee
Application

7. On July 10, 2009 SRSM fied its Second Monthly Application of Schully,
Roberts, Slattery & Marino, PLC for Compensation and for Reimbursement of Expenses as
Counsel to the Debtors and Debtors in Possession for the Period from April 1, 2009 through
April 30, 2009 (Docket No. 569) ("Second Monthly Fee Application") requesting $103,653.50 in
fees and $787.22 in expenses. Pursuant to the Administrative Order, SRSM has not been paid
any of the $103,653.50 in fees nor $787.22 of

the expenses requested in the Second Monthly Fee

Application.

8. On July 10,2009 SRSM fied its Third Monthly Application of Schully, Roberts,

021 0738a-perl 1 st quarterly.

doc

Slattery & Marino, PLC for Compensation and for Reimbursement of Expenses as Counsel to
the Debtors and Debtors in Possession for the Period from May 1, 2009 through May 31, 2009

(Docket No. 570) ("Third Monthly Fee Application") requesting $95,177.00 in fees and
$1,107.23 in expenses. Pursuant to the Administrative Order, SRSM has not been paid any of
the $95,177.00 in fees nor $1,107.23 of the expenses requested in the_ Third Monthly Fee

Application.

9. The Monthly Fee Applications covered by this Application contain detailed daily

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

Requested Relief
10. By this Application, SRSM requests that the Court approve payment of one-

hundred percent (100%) of

the fees and expenses incurred by SRSM during the Interim Period of

March 9, 2009 through May 31, 2009.

11. At all relevant times, SRSM has been a disinterested person as that term is
defined in 101(14) of

the Bankptcy 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 SRSM were performed for or

on behalf of the Debtors and not on behalf of any committee, creditor or other person.
13. SRSM 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 SRSM and any other person other than the partners of SRSM for the
sharing of compensation to be received for services rendered in this case. SRSM has received

021 0738a-perl 1 st quarerly.

doc

payments from the Debtors during the year prior to the Petition Date in the amount of $-0-,

including the Debtors' aggregate filing fees for these cases, in connection with its prepetition

representation of the Debtors. SRSM 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
SRSM was credited to the Debtors and utilized as SRSM'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 SRSM requests interim

allowance of compensation and reimbursement of expenses were rendered and incurred in

connection with this case in the discharge of SRSM's professional responsibilities as attorneys
for the Debtors in their chapter 11 case. SRSM's services have been necessary and beneficial to
the Debtors and their estate, creditors and other parties in interest.
15. In accordance with the factors enumerated in section 330 ofthe Banptcy Code,

it is respectfully submitted that the amount requested by SRSM 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, SRSM 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.

16. WHEREFORE, SRSM respectfully requests that the Court enter an order, in the

form attached hereto, providing that an interim allowance be made to SRSM for the period from
March 9,2009 through May 31, 2009 in the sum of

$287,092.23, as compensation for necessary

021 0738a-perl 1 st quarterly.

doc

professional services rendered, and the sum of $3,095.65, for reimbursement of actual necessar
costs and expenses, for a tota of

$290,187.88; that the Debtors be authorized and directed to pay

to SRSM the outstnding amount of such sums; and for such other and furter relief as may be
jus and proper.

Dated: July -i2009

Counsel for the Debtors and Debtors in Possession

i. Ii I-

i"
i

021 073Sa-perllst quarerly.doc

!-

VERICATION

STATE OF LOUISIANA

PARH OF ORLEAS:

Anthony C. Maro, afr being duly sworn according to law, deposes and says:
a) I am a shaeholder of the applicant law fi Schuly, Roberts, Slattery &

Mao (the "Fir").

b) I am thorugy famar with the work peormed on beha of the Debtors by
the lawyers and paraprofessionals of the Fir.

c) I have reviewed the foregoing Application and the facts set fort therein are

tre and correct to the best of my knowledge, inonntion and belief. Moreover, I have reviewed

Del. Ban. LR 2016-2 and the Admve Orer ente on or about April-~2009, and submit
that the Application substtially complies with such Rule and Order.

:-7r~/~.
ANTHONY C. MANO
SWORN AND SUBSCRlBED before me
This T2Y\V day of

July, 09.

My Commssion Expires at death.

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. ) Objection Deadline: August 11, 2009 at 4:00 p.m.

) (Jointly Administered)
Hearing Date: To be scheduled

ORDER GRANTING FIRST QUARTERLY APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF SCHULLY, ROBERTS, SLATTERY & MARINO, PLC, AS COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR THE PERIOD FROM MARCH 9. 2009 THROUGH MAY 31. 2009
Schully, Roberts, Slattery & Marino, PLC ("SRSM"), as counsel for the Debtor in the

above-captioned case, filed a First Quarterly application for allowance of compensation and

reimbursement of expenses for March 9, 2009 through May 31, 2009 (the "First Quarterly
Application"). The Court has reviewed the First Quarterly Application and finds that: (a) the
Cour has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334; (b) notice of the

First Quarterly Application, and any hearing on the First Quarerly Application, was adequate
under the circumstances; and (c) all persons with standing have been afforded the opportunity to
be heard on the First Quarterly Application. Accordingly, it is hereby

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

the Debtors' federal tax identification number,

are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska Holdings,

LLC (tax I.D. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (7021); San Pedro Bay Pipeline Company (1234); Cameros Energy, Inc. (9487); and Gotland Oil, Inc. (5463). The mailng
address for all of

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

021 0738a-perl 1 st quarterly.

doc

ORDERED that the First Quarerly Application is GRANTED, on an interim basis.

Debtors in the above cases shall pay to SRSM the sum of $287,092.23as compensation and
$3,095.65 as reimbursement of expenses, for a total of $290,187.88 for services rendered and
disbursements incured by SRSM for the period March 9, 2009 through May 31, 2009.

Dated:

United States Bankptcy Judge

IN THE UNITED STATES BANKRUPTCY COURT

In re: )

FOR THE DISTRICT OF DELAWARE

Chapter 11

)
Case No. 09- 10785(KJC)
)

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

Debtors. )

(Jointly Administered)
Hearing Date: To be scheduled by the Court Objection Deadline: August 11,2009, at 4:00 p.m.

NOTICE OF FILING OF FIRST QUARTERLY APPLICATION FOR COMPENSATION AND FOR REIMBURSEMENT OF EXPENSES OF SCHULLY, ROBERTS, SLATTERY & MARINO, PLC AS SPECIAL OIL & GAS AND TRANSACTIONAL COUNSEL TO THE DEBTORS FOR THE PERIOD MARCH 9. 2009 THROUGH MAY 31. 2009

TO: (i) United States Trustee, (ii) the Debtors; (iii) counsel to the Debtors, (iv) counsel to the Official Committee of Unsecured Creditors; and (v) other service paries set forth in the Interim Compensation Procedures Order entered in this case.
Schully, Roberts, Slattery & Marino, PLC ("Schully"), as special oil & gas and

transactional counsel to Pacific Energy Resources Ltd.., et al. (the "Debtors") has fied the
attached First Quarterly Application for Compensation and Reimbursement of Expenses of

Schully, Roberts, Slattery & Marino, PLC, as Special Oil & Gas and Transactional Counsel to
the Debtors and Debtors in Possession,

for the Periodfrom March 9,2009 through May 31,

2009 (the "Application") with the United States Bankptcy Cour for the District of

Delaware,

824 Market Street, Wilmington, Delaware 19801 (the "Banptcy Cour"). Pursuant to the

Application, Schully seeks compensation for services rendered to the Debtors in the amount of
1 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 mailng
address for all of

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

$287,092.23 and reimbursement of costs incurred upon the Debtors' behalf

in the amount of

$3,105.65 (the "Application").

Objections or responses to the Application, if any, must be made in writing, filed
with the United States Bankptcy Court for the District of

Delaware, Marine Midland Plaza,

824 Market Street, 3rd Floor, Wilmington, Delaware 19801 no later than August 11,2009, 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 August 11,2009,4:00 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.,
11 th Floor, Los Angeles, CA 90067-4100; Attn: Ira D. Kharasch, Esq; Fax: 310-201-0760,
e-mail: ikharash~pszilaw.com (c) the Offce of

the United States Trustee, 1. Caleb Boggs

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

Unsecured Creditors

(the "Committee"), (1) Steptoe & Johnson LLP, 2121 Avenue of

the Stars, 28th Floor, Los

Angeles, CA 90067; Attn: Katherine C. Piper, Esq., Fax: (310) 734-3173, e-mail:
kpiper~steptoe.com and (2) Pepper Hamilton LLP, Hercules Plaza, Ste 5100, 1313 N. Market

Street, Wilmington, DE 19801; Attn: James C. Carignan, Esq., Fax: (302) 421-8390, e-mail:
icarignan~pepperlaw.com (the "Notice Parties")

A HEARING ON THE APPLICATION shall occur at the convenience ofthe

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

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: July .t:~009 P ACHULSKI STANG ZIEHL & JONES LLP

avis Jones (DE Bar No. 2436) . Kharasch (CA Bar No.1 09084)
S a E. McFarland (DE Bar No. 4184, CA Bar No. 165391)

Ro ert M. Saunders (CA Bar No. 226172) James E. O'Neil (DE Bar No. 4042) Kathleen P. Makowski (DE Bar No. 3648) 919 North Market Street, 1 ih Floor P.O. Box 8705 Wilmington, DE 19899-8705
Telephone: 302/652-4100

Facsimile: 310/652-4400
Email: liones~pszilaw.com

ikharasch~pszilaw.com smcfarland~pszilaw.com rsaunders~pszilaw.com ioneil~pszilaw.com kmakowski~pszilaw.com

Counsel for Debtors and Debtors in Possession.

68773-002\DOCS _DE: i 5 i 062. i

IN THE UNITED STATES BANKRUPTCY COURT

In re: )
STATE OF DELAWARE )
) ss:

FOR THE DISTRICT OF DELA WARE

Chapter 11

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

Debtors. ))

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

AFFIDAVIT OF SERVICE

COUNTY OF NEW CASTLE )

Kathleen Forte Finlayson, being duly sworn according to law, deposes and says
that she is employed by the law firm of

Pachulski Stang Ziehl & Jones LLP, attorneys for the

Debtors in the above-captioned action, and that on the 22nd day of July, 2009 she caused a copy
of

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

manner indicated:

Quarterly Fee Application of Schully, Roberts, Slattery & Marino, PLC as Special Oil & Gas and Transactional Counsel for the Debtors for the Period March 9 May 31,2009 (fee app service list)

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

the Debtors' federal tax

identification number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska Holdings, LLC (tax I.D. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (7021); San Pedro Bay Pipeline Company (1234); Cameros
Energy, Inc. (9487); and Gotland Oil, Inc. (5463). The mailng address for all of

the Debtors is ILL W.

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

Notice of Quarterly Fee Application (2002 service list and fee app service list)

DEBR L. YOU NOTAR PUIC

DOCS_DE:lS10S7.1

STATE OF DELAWAR
Mr COIIIi .ic ~ 18. 2011

Pacifc Energy Resources Ltd.

Hand Delivery
(Counsel to Official Committee of

Fee App Service List

Case No. 09-10785
Document No. 147432

Unsecured

03 - Hand Delivery 06 - First Class Mail

Creditors) David B. Stratton, Esquire James C. Carignan, Esquire Pepper Hamilton LLP
Hercules Plaza, Suite 1500

01 - Interoffice Pouch

1313 Market Street Wilmington, DE 19899

(Counsel for Debtors) Laura Davis Jones, Esquire James E. O'Neil, Esquire Kathleen P. Makowski, Esquire Pachulski Stang Ziehl & Jones LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705

First Class Mail (Debtors)

Mr. Gerry Tywoniuk Senior Vice President & CFO Pacific Energy Resources
111 We. Ocean Boulevard, Ste 1240

Long Beach, CA 90802

Interoffice Pouch to Los Angeles (Counsel for Debtors) Robert M. Saunders, Esquire Ira D. Kharasch, Esquire Scotta E. McFarland, Esquire Pachulski Stang Ziehl & Jones LLP
10100 Santa Monica Blvd., 11 th Floor

First Class Mail (Debtors)

Mr. Scott W. Winn Senior Managing Director Zolfo Cooper
1166 Sixth Avenue, 24th Floor

New York, NY 10026

(via First Class Mail) (The Fee Auditor) Warren H. Smith Waren H. Smith & Associates, P.C. Republic Center
325 N. St. Paul, Ste 1250

Los Angeles, CA 90067

Hand Delivery (United States Trustee) Joseph McMahon, Esquire the United States Trustee Office of J. Caleb Boggs Federal Building 844 North King Street, Suite 2207
Lockbox 35

Dallas, Texas 75201 feeaudit~whsmithlaw.com

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) 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

First Class Mail

(counsel to Official Committee of

Unsecured Creditors)

Robbin Itkin, Esquire Katherine Piper, Esquire Kelly Frazier, Esquire Steptoe & Johnson LLP the Stars, 28th Floor 2121 Avenue of Los Angeles, CA 90067
68773-00 I \DOCS_DE: 147432.1

Pacifc Energy Resources Ltd.

2002 Service List Case No. 09-10785

Document No. 145745

12 - Hand Delivery
41 - First Class Mail 02 - FOREIGN First Class Mail

Hand Delivery (United States Attorney) Ellen W. Slights, Esq. United States Attorney's Office District of Delaware
1007 N. Orange Street, Suite 700

Wilmington, DE 19801
Hand Delivery (Counsel for Silver Point Finance) Ian S. Fredericks, Esquire Skadden Arps, Slate, Meagher & Flom LLP One Rodney Square P.O. Box 636 Wilmington, DE 19899 Hand Delivery (Counsel for 1. Aron & Company) Don A. Beskrone, Esquire Amanda M. Winfree, Esquire Ashby & Geddes, P.A.
500 Delaware Avenue, 8th Floor

Counsel for Debtors) Laura Davis Jones, Esquire James E. O'Neil, Esquire Kathleen P. Makowski, Esquire Pachulski Stang Ziehl & Jones LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705

Interoffice Pouch to Los Angeles

Counsel for Debtors) Robert M. Saunders, Esquire Ira D. Kharasch, Esquire Scotta E. McFarland, Esquire Pachulski Stang Ziehl & Jones LLP
10100 Santa Monica Blvd., 11 th Floor

Wilmington, DE 19899
Hand Delivery (Counsel for Union Oil Company of California, a California Corporation) Norman M. Monhait, Esquire Rosenthal, Monhait & Goddess, P A
Citizens Bank Center, Suite 1401

Los Angeles, CA 90067

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Lockbox 35

919 Market Street, P.O. Box 1070 Wilmington, DE 19899

Hand Delivery (Counsel for Westchester Fire Insurance Company and Noble Energy Inc.) Tobey M. Daluz, Esquire Joshua E. Zugerman, Esquire Ballard Spahr Andrews & Ingersoll, LLP 919 N. Market Street, iih Floor Wilmington, DE 19801

Wilmington, DE 19801
Hand Delivery (Copy Service)
Parcels, Inc.

Vito i. DiMaio 230 N. Market Street Wilmington, DE 19801

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Finder, Slanina Liebesman, LLC

First Class Mail

(United States Attorney General) Eric H. Holder, Jr. Offce of the Attorney General U.S. Deparment of Justice 950 Pennsylvania Avenue, N.W. Washington, DC 20530-0002

One Commerce Center 1201 N. Orange St., ih Floor Wilmington, DE 19801

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Unsecured
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Creditors) David B. Stratton, Esquire James C. Carignan, Esquire Pepper Hamilton LLP
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13 13 Market Street

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Secretary of Treasury P.O. Box 7040 Dover, DE 19903

Wilmington, DE 19899
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Secretary of Treasury 15th & Pennsylvania Avenue, N.W. Washington, DC 20220

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Attn: Insolvency

Eric Lopez Schnabel, Esquire Dorsey & Whitney (Delaware) LLP

1105 North Market Street, Suite 16th Floor

Wilmington, DE 19801
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District Director Internal Revenue Service 31 Hopkins Plaza, Room 1150 Baltimore, MD 21201

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Internal Revenue Service P.O. Box 21126 Philadelphia, P A 19114-0326

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Attn: Insolvency Internal Revenue Service
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Mark Schonfeld, Esq. Regional Director Securities & Exchange Commission New York Regional Office 3 World Financial Center, Suite 400 New York, NY 10281-1022

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SWEPI LP

P.O. Box 576 Houston, TX 77002-0576

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Noble Energy, Inc.

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Michael A. Berman, Esq. Securities & Exchange Commission Office of General Counsel-Banptcy 100 F Street, N.E. Washington, DC 20549

100 Glenborough, Suite 100 Houston, TX 77067

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(Counsel to Silver Point Finance) Seth Jacobs, Esquire

Ana Meresidis, Esquire

Skadden, Arps, Slate, Meagher & Flom, LLP 155 N. Wacker Drive, Suite 2700 Chicago, IL 60606-1720

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Matthew Berry, Esquire Office of General Counsel Federal Communications Commission
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Washington, DC 20554

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POLLARD WIRELINE P.O. Box 1360 Kenai, AK 99611

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Chevron Oil Company
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3800 Centerpoint Drive, Suite 100 Anchorage, AK 99503

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California Franchise Tax Board
Bankptcy, BE MSA 345

P.O. Box 2952 Sacramento, CA 95812-2952

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Aera Energy LLC 10000 Ming Avenue Bakersfield, CA 93311-1164

Linda Lautigar

Banptcy Coordinator
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(Counsel for Rosecrans Energy, Ltd. And Sherwn D. Yoelin) John J. Haris, Esquire Rachel M. Feiertag, Esquire Meyers, Nave, Riback, Silver & Wilson 333 South Grand Avenue, Suite 1670 Los Angeles, CA 90071

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Goldman Sachs E&P Capital
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DLA Piper LLP (US)

6225 Smith Avenue

1000 Louisiana, Suite 550 Houston, Texas 77002

Baltimore, MD 21209

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SPCP Group, L.L.C.
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Greenwich, CT 06830

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Seth E. Jacobson, Esquire L. Byron Vance III, Esquire
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Interior, including the Minerals
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E. Kathleen Shahan, Esquire U.S. Department of Justice 1100 L Street, NW Washington, D.C. 20005

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(Counsel for Westchester Fire Insurance Company) Robert McL. Boote, Esquire Ballard Spahr Andrews & Ingersoll, LLP
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Philadelphia, P A 19103

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Los Angeles, CA 90067

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(Counsel for Cook Inlet Region, Inc.)
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Dorsey & Whitney LLP

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1540 Broadway New York, NY 10036

Anchorage, AK 99501

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(Counsel for the State of Alaska) Lorenzo Marinuzzi, Esquire Morrison & Foerster LLP 1290 Avenue of the Americas New York, NY 10104
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the Solicitor, Rocky Mountain

Region
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Lakewood, CO 80215

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(Counsel for DCFS Trust subservicer for
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TSX Kerry D. Krochak, B.A., LL.B. Manager, Listed Issuer Services Toronto Stock Exchange 300 Fifth Avenue SA, 10th Floor Calgary, AB T2P 3C4

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(Transfer Agents)
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Vancouver, BC V6C 3B9

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(Claims representative for the County of Kern)

Attn: Bankptcy Division

c/o Linda Delgado P.O. Box 579 Bakersfield, CA 93302