UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------- x : In re : : LEHR CONSTRUCTION CORP., : : Debtor.

: : ---------------------------------------------------------------- x

Chapter 11 Case No. 11-10723 (SHL)

ORDER PURSUANT TO SECTIONS 105(a), 327, 328, AND 330 OF THE BANKRUPTCY CODE AUTHORIZING THE DEBTOR TO EMPLOY PROFESSIONALS UTILIZED IN THE ORDINARY COURSE OF BUSINESS NUNC PRO TUNC TO THE PETITION DATE Upon the motion, dated March 2, 2011 (the Motion), 1 of Lehr Construction Corp., as debtor and debtor in possession (the Debtor), 2 for an order, pursuant to sections 105(a), 327, 328, and 330 of the Bankruptcy Code authorizing the debtor to employ professionals utilized in the ordinary course of business, all as more fully set forth in the Motion; and the Court having jurisdiction to consider the Motion and the relief requested therein pursuant to 28 U.S.C. 157 and 1334 and the Standing Order of Referral of Cases to Bankruptcy Judges of the District Court for the Southern District of New York, dated July 19, 1984 (Ward, Acting C.J.); and consideration of the Motion and the relief requested therein being a core proceeding pursuant to 28 U.S.C. 157(b); and venue being proper before this Court pursuant to 28 U.S.C. 1408 and 1409; and notice of the Motion appearing adequate and appropriate under the circumstances, and it appearing that no other or further notice need be provided; and it appearing that the relief requested in the Motion being in the best interests of the Debtor, its creditors, and

Capitalized terms used but not defined herein shall have the respective meanings ascribed to them in the Motion.

The last four digits of the Debtors federal tax identification number are 3507. The Debtors mailing address is 902 Broadway, New York, NY 10010.

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all parties in interest; and it appearing that the legal and factual bases set forth in the Motion establish just cause for the relief granted herein; and upon all of the proceedings had before the Court and after due deliberation and sufficient cause appearing therefor, IT IS HEREBY ORDERED that the Motion is granted, to the extent provided herein; and it is further ORDERED that, pursuant to sections 105(a), 327, 328, and 330 of the Bankruptcy Code, to the extent deemed necessary or appropriate by the Debtor, the Debtor is authorized to employ the Ordinary Course Professionals listed on Exhibit A hereto in the ordinary course of its businesses, effective as of the Petition Date; and it is further ORDERED that within 30 days after the later of: (i) the date of entry of this Order, or (ii) the date on which the Ordinary Course Professional commences services for the Debtor, each Ordinary Course Professional shall serve upon the Debtors attorneys (a) an affidavit, substantially in the form annexed hereto as Exhibit B, certifying that such professional does not represent or hold any interest adverse to the Debtor or its estate for the matter on which the professional is to be employed (the Ordinary Course Professional Affidavit), and (b) a completed retention questionnaire, substantially in the form annexed hereto as Exhibit C (the Retention Questionnaire). The Debtors attorneys shall promptly file the Ordinary Course Professional Affidavit and the Retention Questionnaire with the Court and serve it upon (i) the U.S. Trustee, 33 Whitehall Street, 21st Floor, New York, NY 10004 (Attn: Susan Golden, Esq.) and (ii) counsel to the official committee of unsecured creditors (the Committee), Klestadt & Winters, LLP, 570 Seventh Avenue, 17th Floor, New York, NY 10018 (Attn: Sean C. Southard, Esq.). The U.S. Trustee and counsel to the Committee shall have fifteen (15) days following the date of service to notify the Debtor, in writing, of any objection to the retention based on the

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contents of the Ordinary Course Professional Affidavit and the Retention Questionnaire; and it is further ORDERED that the Debtor shall not pay an Ordinary Course Professional any amounts for invoiced fees and expenses until its Ordinary Course Professional Affidavit and its Retention Questionnaire have been filed with the Court; and it is further ORDERED that, subject to the conditions of the previous paragraph, the Debtor is authorized to pay, in the customary manner, 100 percent of the fees and disbursements sought by each Ordinary Course Professional retained pursuant to this Order upon receipt of reasonably detailed invoices indicating the nature of the services rendered and calculated in accordance with the professionals standard billing practices, a copy of which the Debtor shall serve on counsel to the Committee via e-mail, up to the lesser of (a) $25,000 per month per Ordinary Course Professional (the Monthly Cap) or (b) $150,000, in the aggregate throughout the duration of this case (the Case Duration Cap), for each Ordinary Course Professional; provided, however, that if any amount owed for an Ordinary Course Professionals fees and disbursements exceeds the Monthly Cap or the Case Duration Cap, then (i) such Ordinary Course Professional shall file an application with the Court seeking to be retained under section 327 of the Bankruptcy Code, nunc pro tunc to the date that its fees and disbursements exceeded the Monthly Cap or the Case Duration Cap, as applicable, and (ii) the payments to such Ordinary Course Professional for such excess amounts shall be subject to the prior approval of the Court in accordance with sections 330 and 331 of the Bankruptcy Code, the Bankruptcy Rules, the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the Southern District of New York, orders of the Court, and the Fee Guidelines promulgated by the U.S. Trustee; and it is further

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ORDERED that the Debtors right to dispute any invoices shall not be affected or prejudiced in any manner by the relief granted in this Order; and it is further ORDERED that the Debtor is authorized to supplement the list of Ordinary Course Professionals from time to time as necessary, by filing with the Court a notice (the Supplemental Notice of Ordinary Course Professionals) listing the additional Ordinary Course Professional(s) (the Additional Ordinary Course Professionals) that the Debtor intends to employ, or removing Additional Ordinary Course Professionals or those originally listed on Exhibit A hereto who are no longer providing services, and by serving it on: (i) the U.S. Trustee, (ii) counsel to the Committee, and (iii) all other parties that have filed a notice of appearance in this chapter 11 case or that are listed on a master service list pursuant to an order of this Court. Each Supplemental Notice of Ordinary Course Professionals shall attach the Ordinary Course Professional Affidavit and the Retention Questionnaire of each Additional Ordinary Course Professional identified on such Supplemental Notice of Ordinary Course Professional. If no objection to the retention of an Additional Ordinary Course Professional is filed with the Court and served upon the Debtor within fifteen (15) days after the service of the respective Supplemental Notice of Ordinary Course Professionals (with the Ordinary Course Professional Affidavit and the Retention Questionnaire attached thereto), the retention of the Additional Ordinary Course Professional(s) is deemed approved by this Order, pursuant to sections 105(a), 327, 328, and 330 of the Bankruptcy Code, without the need for a hearing or further order; and it is further ORDERED that the Debtor shall not pay an Additional Ordinary Course Professional retained pursuant to a Supplemental Notice of Ordinary Course Professionals, any

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amounts for invoiced fees and expenses until the Ordinary Course Professional Affidavit and Retention Questionnaire have been filed with this Court; and it is further ORDERED that Ordinary Course Professionals retained pursuant to a Supplemental Notice of Ordinary Course Professionals shall be paid in accordance with the procedures set forth herein for the payment of other Ordinary Course Professionals; and it is further ORDERED that this Order shall not apply to any professional retained by the Debtor pursuant to a separate order of the Court; and it is further ORDERED that this Court shall retain jurisdiction to hear and determine all matters arising from or related to the implementation, interpretation and/or enforcement of this Order. Dated: March 28, 2011 New York, New York

/s/ Sean H. Lane HONORABLE SEAN H. LANE UNITED STATES BANKRUPTCY JUDGE

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EXHIBIT A LIST OF CURRENT ORDINARY COURSE PROFESSIONALS

The Debtor will file a Supplemental Notice of Ordinary Course Professionals.

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EXHIBIT B ORDINARY COURSE PROFESSIONAL AFFIDAVIT

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------- x : In re : : LEHR CONSTRUCTION CORP., : : Debtor. : : ---------------------------------------------------------------- x

Chapter 11 Case No. 11-10723 (SHL)

AFFIDAVIT AND DISCLOSURE STATEMENT OF ________________, ON BEHALF OF _________________________________ STATE OF COUNTY OF ) ____________________, being duly sworn, upon his oath, deposes and says: 1. I am a [INSERT TITLE] of _________________, located at ) ) ss:

_______________________________________________________ (the Firm). 2. Lehr Construction Corp., as debtor and debtor in possession (the

Debtor), 1 has requested that the Firm provide ______________ services to the Debtor, and the Firm has consented to provide such services. 3. The Firm may have performed services in the past and may perform

services in the future, in matters unrelated to this chapter 11 case, for persons that are parties in interest in the Debtors chapter 11 case. As part of its customary practice, the Firm is retained in cases, proceedings, and transactions involving many different parties, some of whom may represent or be claimants or employees of the Debtor, or other parties in interest in this chapter 11 case. The Firm does not perform services for any such person in connection with this chapter

The last four digits of the Debtors federal tax identification number are 3507. The Debtors mailing

address is 902 Broadway, New York, NY 10010.

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11 case. In addition, the Firm does not have any relationship with any such person, their attorneys, or accountants that would be adverse to the Debtor or its estate. 4. Neither I, nor any principal of, or professional employed by the Firm has

agreed to share or will share any portion of the compensation to be received from the Debtor with any other person other than the principals and regular employees of the Firm. 5. Neither I, nor any principal of, or professional employed by the Firm,

insofar as I have been able to ascertain, holds or represents any interest adverse to the Debtor or its estate. 6. [IF NECESSARY INCLUDE BOTH CURRENT AND PRIOR

REPRESENTATIONS] [The Firm [has represented in the past] [and/or] [currently represents] the following insider[s] of the Debtor as such term is defined in section 101 of chapter 11 of title 11 of the United States Code: ______________________.] 7. 8. The Debtor owes the Firm $___________ for prepetition services. [IF NECESSARY] [The Firm is conducting further inquiries regarding its

retention by any creditors of the Debtor, and upon conclusion of that inquiry, or at any time during the period of its employment, if the Firm should discover any facts bearing on the matters described herein, the Firm will supplement the information contained in this Affidavit. ] 2 Subscribed and sworn to before me this ___ day of ___________, 2011

Notary Public

[If necessary.]

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EXHIBIT C ORDINARY COURSE PROFESSIONALS RETENTION QUESTIONNAIRE

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Lehr Construction Corp. Chapter 11 Case No. 11-10723 (SHL) RETENTION QUESTIONNAIRE TO BE COMPLETED BY PROFESSIONALS EMPLOYED BY LEHR CONSTRUCTION CORP., AS DEBTOR AND DEBTOR IN POSSESSION (THE DEBTOR). 1 DO NOT FILE THIS QUESTIONNAIRE WITH THE COURT. RETURN IT FOR FILING BY THE DEBTOR, TO:

Cooley LLP 1114 Avenue of the Americas New York, New York 10036 Attn: Lesley A. Kroupa, Esq. lkroupa@cooley.com

All questions must be answered. Please use none, not applicable, or N/A, as appropriate. If more space is needed, please complete on a separate page and attach. 1. Name and address of firm:

2. 3.

Date of retention: Type of services provided (accounting, legal, etc.):

The last four digits of the Debtors federal tax identification number are 3507.

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4.

Brief description of services to be provided:

5.

Arrangements for compensation (hourly, contingent, etc.) (a) Average hourly rate (if applicable):

(b) Estimated average monthly compensation based on prepetition retention (if firm was employed prepetition):

6.

Prepetition claims against the Debtor held by the firm: Amount of claim: Date claim arose:

Source of claim:

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7.

Prepetition claims against the Debtor held individually by any member, associate, or professional employee of the firm: Name: Status Amount of claim: Date claim arose: Source of claim: $

8.

Stock of the Debtor currently held by the firm: Kind of shares: No. of shares:

9.

Stock of the Debtor currently held individually by any member, associate, or professional employee of the firm: Name: Status: Kind of shares: No. of shares:

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10.

Disclose the nature and provide a brief description of any interest adverse to the Debtor or to its estate with respect to the matters on which the above-named firm is to be employed.

Name: Title: Date:

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