IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELAWARE

InRe: Chapter 11
Case No. 09-10785 (KJC)
PACIFIC ENERGY RESOURCES LTD, et aI.,
(Jointly Administered)
Debtors. Objection Deadline: 7119110 at 4:00 pm
Hearing Date: To Be Scheduled only If Necessary
FIFTEENTH MONTHLY FEE APPLICATION FOR COMPENSATION AND
REIMBURSEMENT OF EXPENSES OF PEPPER HAMILTON LLP, AS DELAWARE
COUNSEL FOR THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS, FOR
THE PERIOD FROM MAY 1 THROUGH MAY 31, 2010
Name of Applicant: Pepper Hamilton LLP
Authorized to Provide
Professional Services to: The Official Committee Of Unsecured Creditors
Date of Retention: Apri129, 2009 nunc pro tunc March 19,2009 -------
Period for which compensation
andlor reimbursement is sought: May 1-31. 2010
1
Total amount of compensation
sought as actual, reasonable and necessary $3,669.50
Total amount of expense reimbursement
sought as actual, reasonable and necessary $238.78
This is a lmonthly interim _ final application.
The time expended for preparation of this Application is not reflected herein. (Total time and
expense of the preparation of this fee application will be reflected in subsequent fee
applications. )
I The Applicant reserves the right to include any time expended in the time period indicated above, and any
expenses, in future application(s) if it is not included herein.
#10922359 vi S
PRIOR FEE APPLICATIONS FILED
I
I
Date Filed I Period Covered
I
I
Requested Fees
Requested
Expenses
Approved I Approved
Fees Expenses
5/22/09 3/19109 3/31109 $15,942.50 $0.00 $15,942.50 $0.00
6/23/09 4/1/09 4130109 $35,383.50 $1,304.06 $35,383.50 $1,304.06
7/6/09 5/1109 5/31/09 $16,947.00 $657.68 $16,947.00 $657.68
8/11/09 6/1/09 6/30109 $17,725.50 $2,288.35 $17,725.50 $2,265.29
919109 7/1109 7/31/09 $16,609.50 $1,455.17 $16,609.50 $1,455.17
9125/09 8/1/09 8/31/09 $7,906.50 $334.07 $7,906.50 $334.07 I
10/13/09 9/1/09 9130109 $6,087.00 $357.48 $6,087.00 $283.48 I
11/16/09 10/1/09 10/31109 $6,018.00 $550.71 $6,018.00 $550.71
12/11/09 11/1109 11/30109 $9,230.00 $189.61 $9,230.00 $189.61
1/21110 12/1/09 12131/09 $12,091.00 $597.49
2122/10 1/1/10 1131/1 0 $4,225.00 $177.83
3126/10
. 211110
2128/10 $3,143.00 $696.16
4122110 3/1/10 3131110 $9,970.50 $196.84
5/24/10 4/1110 4/30/10 $7,594.50 841.60
-2
#10922359 vl5
PROFESSIONALS
Name of
Professional Individual
Position With the Applicant
and Number of Years
In That Position
Hourly
Billing Rate
(Including
Changes)
I
!
Total
Billed
Hours
I
Total
Compensation
James C. Carignan Associate (7 yrs) $395.00 4.10 $ 1,619.50
John H. Schanne, II Associate (2 yrs) $275.00 .20 $ 55.00
Christopher Lano Senior Paralegal $205.00 .50 $ 102.50
Judith P. Matour Senior Paralegal $225.00 7.00 $ 1,575.00
Cynthia M. Vernon
Angeline Shields
Paralegal
Bankruptcy Assistant
$150.00
$ 55.00
lAO
1.50
$ 210.00 !
!
$ 82.50 !
David Smith
~ -
. Document Clerk
I
$ 50.00 .50 $ 25.00
Grand Total: $3,669.50
Total Hours: 15.20
Blended Rate: $193.57
-3
#]0922359 viS
COMPENSATION BY CATEGORY
Project Categories
i
Total Hours Total Fees
B11 0 Case Administration 1.30 $ 69.00 i
B155 Court Hearings
B160 Fees
I
2.00
8.30
i
.20
$ 741.00
$ 1,850.50
$30.00
B 175 Fee Applications Others
B 190 Contested Matters/Motions
B310 Claims Administration General
!
1.70
i
1.40
.30
$ 307.50
$ 553.00 I
i
$
118.50 I
Total 15.20 $
3,669.50 I
-4
1110922359 vl5
EXPENSE SUMMARY
Expense Summary
Service Provider
(if applicable)
Total Expenses
Duplicating $ 53.80
Messenger Service $ 5.00
Messenger Service - Overnight Courier
i$
43.81
Postage $ 16.08
Reference Service $ 80.40
Filing Service $ 20.00
Telephone $ 19.69
Total $ 238.78
I
-5
#10922359 vl5
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
InRe: Chapter 11
Case No. 09-10785 (KJC)
PACIFIC ENERGY RESOURCES LTD, et al.,
(Jointly Administered)
Debtors. Objection Deadline: 7/19/10 at 4:00 pm
Hearing Date: To Be Scheduled only If Necessary
FIFTEENTH MONTHLY APPLICATION FOR COMPENSATION AND
REIMBURSEMENT OF EXPENSES OF PEPPER HAMILTON LLP,
DELAWARE COUNSEL FOR THE OFFICIAL COMMITTEE OF UNSECURED
CREDITORS
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 Court's "Administrative Order under U.S.C. Sections 105(A) and
331 Establishing Procedures for Interim Compensation and Expense Reimbursement of
Professionals and Committee Members," signed on or about April 8,2009 (the "Administrative
Order"), Pepper Hamilton LLP ("Pepper" or "Applicant"), Delaware counsel to the Official
Committee of Unsecured Creditors (the "Committee"), hereby submits its Fifteenth Monthly
Application for Compensation and Reimbursement of Expenses for the Period from May 1, 2010
through May 31, 2010 (the "Application").
By this Application, Pepper seeks a monthly interim allowance of compensation in
the amount of$3,669.50 and actual and necessary expenses in the amount of$238.78 for a total
allowance of$3,908.28 and payment of$2,935.60 (80% of the allowed fees) and reimbursement
of$238.78 (100% ofthe allowed expenses) for a total payment of$3,174.38 for the period May
#10922474 vl5
1, 2010 through May 31, 2010 (the "Interim Period"). In support of this Application, Pepper
respectfully represents as follows:
Background
1. On March 9, 2009 (the "Filing Date"), Pacific Energy Resources Ltd.,
Petrocal Acquisition Corp., Pacific Energy Alaska Holdings, LLC, Cameros Acquisition Corp.,
Pacific Energy Alaska Operating LLC, San Pedro Bay Pipeline Company, Cameros Energy, Inc.
and Gotland Oil, Inc. (collectively, the "Debtors") each filed a voluntary petition for relief
pursuant to Chapter 11 of the Bankruptcy Code. The Debtors have continued to manage their
businesses and properties as debtors-in-possession pursuant to Sections ll07(a) and 1108 of the
Bankruptcy Code.
2. On March 19, 2009 (the "Committee Formation Date"), the United States
Trustee appointed the Committee to represent the unsecured creditors of the Debtors pursuant to
11 U.S.c. I102(a)(l).
3. Pursuant to Section 1103 of the Code, the Committee selected Pepper
Hamilton LLP to serve as Delaware counsel for the Committee. On April 14, 2009, the
Committee filed an application with this Court for approval to employ Pepper Hamilton LLP.
4. On April 29, 2009, this Court entered an Order authorizing the Committee
to employ Pepper Hamilton LLP as Delaware counsel for the Committee, effective as of March
19,2009, a copy of which is attached hereto as Exhibit A.
5. On April 8, 2009, the Administrative Order Establishing Procedures for
Allowance and Payment of Interim Compensation and Reimbursement of Expenses to
Professionals was entered.
-2
#10922474 vIS
Summary of Services Rendered and Expenses Incurred
6. Applicant has rendered services from May 1, 2010 through May 31, 2010
in the amount of 15.20 hours.
7. Applicant maintains contemporaneous records of the time expended for the
professional services and expenses related thereto performed in connection with this Chapter 11
case and such records are maintained in the ordinary course of its business. These records
provide a detailed description of the services rendered and expenses incurred during the period
for which this Application is being made. A summary of Applicant's time records in the sum of
$3,669.50 is attached hereto as Exhibit B. This summary is broken down according to specific
task categories relating specifically to this Chapter 11 case. In some cases, Applicant found a
situation where the task of a professional may fit into two or more categories. In these cases,
Applicant has tried to categorize the time expended into the most appropriate category. If the
Court requires any further descriptions on these time entries, Applicant will provide additional
information.
8. Applicant believes that the post-petition services for the period May 1,
2010 through May 31, 2010 are reasonably worth the sum of $3,669.50 as set forth in the
summary identified as Exhibit B. Applicant notes that these costs are customary charges made to
other firm clients in the ordinary course of its billing practice. To assist the Court in its review of
the fees sought by Applicant, Applicant has separated its time entries in Exhibit B into the
following categories:
a. Case Administration (Total hours: 1.30, total fees $69.00) This category
includes time spent by Applicant attending to coordination and compliance activities in
-3
#10922474 vl5
connection with the performance ofits duties as Delaware counsel for the Official Committee of
Unsecured Creditors.
b. Court Hearings (Total hours: 2.00, total fees $741.00) This category includes
time spent by Applicant attending omnibus hearing andpreparingfor same, along with other
related tasks.
c. (Total hours: 8.30, total fees $1,850.50) This category includes time
spent by Applicant drafting andjiling certificates ofno objection re previous fee applications,
drafting, jiling and serving ofApril 2010 monthly fee application and related tasks.
d. Employment of Professionals (Total hours: .20, total fees $30.00) This
category includes time spent by Applicant preparing andjiling second supplemental declaration.
e. Fee Applications - Others (Total hours: 1.70, total fees $307.50) This
category includes time spent by Applicant drafting certificats ofno objection re previous
application ofco-counsel and ejiling ofco-counsel's monthly fee application.
f. Contested Matters/Motions (Total hours: 1.40, total fees $553.00) This
category includes time spent by Applicant communicating with counsel various outstanding
motions.
g. Claims Administration - General (Total hours: .30, total fees $118.50) This
category includes time spent by Applicant reviewing claim settlement.
9. The attorneys who primarily worked on this case occasionally found it
necessary to consult with other attorneys in the firm on various aspects of the case. A brief
biography of each of the primary attorneys, along with a description of their areas of expertise, is
set forth in the summary identified as Exhibit C.
-4
#10922474 vl5
10. As outlined above, the attorneys who worked on this case from May 1,
2010 through May 31, 2010 have various levels of expertise. From time to time these attorneys
consulted with each other and other attorneys on different aspects of the case. It is submitted that
this is a more efficient way to run a case than to expect a single attorney to be an expert in all
applicable areas oflaw. If a single attorney were to attempt to run a case such as this, the
attorney would have to learn through research what other attorneys know and can tell him based
on their years of knowledge and experience.
11. Applicant requires reimbursement of costs expended May 1, 2010 through
May 31,2010 in the sum of$238.78 as set forth in the summary identified as Exhibit D.
Applicant notes that these costs are customary charges made to other firm clients in the ordinary
course of its billing practice.
12. In accordance with the factors enumerated in section 330 of the
Bankruptcy Code, it is respectfully submitted that the amount requested is fair and reasonable
given (a) the complexity of the case, (b) the time expended, (c) the nature and the extent of the
rendered, (d) the value of such services, and (e) the costs of comparable services other
than in a case under the Bankruptcy Code. Moreover, Applicant has reviewed the requirements
of Del. Bankr. LR 2016 and the Administrative Order and believes that this Application complies
with such Rule and Order.
WHEREFORE, your Applicant respectfully requests, for the period May 1, 2010
through May 31, 2010, an interim allowance be made for compensation in the amount of
$3669.50 and actual and necessary expenses in the amount of$238.78 for a total allowance of
$3,908.28 and payment of$2,935.60 (80% of the allowed fees) and reimbursement of$238.78
-5
#109224i4 vl5
(100% of the allowed expenses) be authorized for a total payment of$3,174.38 for such other and
further relief as this Court may deem just and proper.
Dated: June 28, 2010
Respectfully submitted,
PEPPER HAMILTON LLP
lsi Francis 1. Lawall
Francis J. Lawall (PA No. 43932)
3000 Two Logan Square
Eighteenth and Arch Streets
Philadelphia, PA 19103-2799
Telephone : (215) 981-4000
Facsimile: (215) 981-4750
And
David B. Stratton, Esq. (DE No. 960)
James C. Carignan, Esq. (DE No. 4230)
Hercules Plaza, Suite 5100
1313 N. Market Street
P.O. Box 1709
Wilmington, Delaware 19899-1709
Tel: (302) 777-6500
Delaware Counsel for The Official
Committee of Unsecured Creditors
-6
1110922474 vIS
Exhibit A

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re: Chapter 11
Case No. 09-10785 (KJC)
PACIFIC ENERGY RESOURCES LTD., et al.
(Jointly Administered)
Debtors.
Related Doeket No. 190
ORDER AUTHORIZING EMPLOYMENT AND RETENTION OF PEPPER
HAMILTON LLP AS DEL A WARE COUNSEL TO THE OFFICIAL
COMMITTEE OF UNSECURED CREDITORS
NUNC PRO TUNC TO MARCH 19,2009

UPON THE APPLICAnON of the Offioial Committee of Unsecured
Creditors (the "Official Committee") of the above captioned debtors and debtors-in
possession (the "Debtors") pursuant to Fed. R. Bankr. P. 2014(a) for an Order under
sections 328(a) and 1t03(a) of Title t 1 of the United States Code (the "Bankruptcy
Code") authorizing the employment and retention of Pepper Hamilton LLP ("Pepper
Harnilton
tl
) as Delaware counsel to the Official Committee nunc mQ ~ to March 19,
2009 (the "Application"); and upon the affidavit of David B. Stratton, a member of
Pepper, in support of the Application; and this Court possessing jurisdiction to consider
the Application; and venue being proper; and upon. the Court finding that Pepper
represents no adverse interests in connection with this case and that it is a disinterested
person as that tenn is defined in Bankruptcy Code section 101(14), as modified by
Bankruptcy Code section l107(b): and upon further finding that the employment of
Pepper Hamilton effective as of March 19. 2009 is necessary and is in the best interests
of the Official Committee; and notice of the Application having been proper; and the

reliefrequested in the Application being warranted, IT IS HEREBY ORDERED mAT:
1110722130 vI

1. The Application is GRANTED.
2. In accordance with Bankruptcy Code sections 328(a) and 1 )03(a),
the Official Committee is hereby authorized to employ Pepper Hamilton effective as of
March 19,2009.
3. Pepper Hamilton shan be compensated in accordance with the
Application, the procedures set forth in Bankruptcy Code sections 330 and 331, such of
the Bankruptcy Rules as may be applicable from time to time, and such procedures as
may be fixed by the Court.
4. This Court shall retain jurisdiction over all matters pertaining to
this Order and the Application.

~ '
Dated: ~
Wilmington, DE l.)
#W71lR30vl
2
Exhibit B
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
June 15,2010
Invoice: 10627742
Page 11
Summary of Attorney Hours
Hours Rate
J. Carignan
lH. Schanne, II
Lano
J. Matour
A Shields
D. Smith
Associate
Associate
Paralegal
Paralegal
Bankruptcy Asst
Document Clerk
4.10
0.20
0.50
7.00
1.50
0.50
395.00
275.00
205.00
225.00
55.00
50.00
1,619.50
55.00
102.50
1,575.00
82.50
25.00
CM. Vernon Document Clerk 1.40 150.00 210.00
15.20 3,669.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
June 15,2010
Summary of Time by Task Code
BllO Case Administration
B155 Court Hearings
B160 Fees
B170 Employment of Professionals
B175 Fee Applications and Invoices - Others
B190 Contested MatterslMotions
B3l0 Claims Administration - General
Total
Hours
1.30
2.00
S.30
0.20
1.70
1.40
0.30
15.20
Invoice: 10627742
Page 2
Fees
69.00
741.00
I,S50.50
30.00
307.50
553.00
11S.50
3,669.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
June 15,2010
Summary of time by Task Code
TASK: B 110 Case Administration
Name Title
Shields, A. Bankruptcy Asst
Smith, D. Document Clerk
Invoice: 10627742
Page 12
Hours
0.80 55.00 44.00
0.50 50.00 25.00
Total Bl10 1.30 69.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
June 15,2010
Invoice: 10627742
Page 3
Time Detail by Task Code
TASK CODE: B11 0 Case Administration
Name Services Time Rate
05/10110 A. Shields Review pleadings and
incorporate into case
management records as
appropriate.
0.30 55.00 16.50
05114110 D. Smith Review docket and organize
pleadings file.
0.50 50.00 25.00
05/1911 0 A. Shields Review pleadings and
incorporate into case
management records as
appropriate.
0.50 55.00 27.50
Total BI10 Case Administration 1.30 69.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: l36019.00002
June 15,2010
Invoice: 10627742
Page 13
TASK: B155 Court Hearings
Name
Carignan, J.
Vernon, CM.
Total B155
Title
Associate
Document Clerk
Hours
1.80
0.20
2.00
Rate
395.00
150.00
Fees
711.00
30.00
741.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
June 15,2010
Invoice: 10627742
Page 4
TASK CODE: B155 Court Hearings
Name Services Time Rate Fees
05117/1 0 J. Carignan Review hearing agenda,
confer with co-counsel re
same, review Union
objections.
0.50 395.00 197.50
05/17/10 C.M. Vernon Schedule teleconference
attendance for Katherine
Piper, Esquire re May 19,
2010 hearing.
0.20 150.00 30.00
05118/10 J. Carignan Receipt of multiple e-mails
from debtors' counsel re 5/19
hearing.
0.20 395.00 79.00
05/19/10 J. Carignan Prepare for and attend
omnibus hearing.
1.10 395.00 434.50
Total B 155 Court Hearings 2.00 741.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
June 15,2010
Invoice: 10627742
Page 14
TASK: B160 Fees
Name
Carignan, J.
Matour, J.
Shields, A.
Total B160
Associate
Paralegal
Bankruptcy Asst
Hours
0.60
7.00
0.70
8.30
395.00
225.00
55.00
237.00
1,575.00
38.50
1,850.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
June 15,2010
TASK CODE: B160 Fees
Date Services
05/01110 J. Matour Draft certificate of no
objection re PH 4th interim
fee application and forward
to F. Lawall for review.
05/05/10 J. Matour Arrange for efiling of
certificate of no objection re
PH 4th interim fee
application.
05111/10 J. Matour Begin work on PH April
2010 monthly fee
application.
05117110 J. Carignan Review and revise Pepper
Hamilton 14th monthly fee
application.
05117110 J. Matour Draft PH April 2010
monthly fee application and
related documents.
05/17110 J. Matour Draft certificate of no
objection re March 2010
monthly fee application.
05/17/10 J. Matour Email draft of April 2010 fee
application for comment.
05/19/10 J. Carignan Confer with A. Sima re time
entries on fee application.
05119110 J. Matour Arrange for efiling and
service of certificate of no
objection re PH March
monthly statement.
05119110 J. Matour Continue work on PH 14th
monthly fee application.
05119110 A. Shields Prepare for and service of
certificate of no objection re
Time
0.30
Rate
225.00
0.30 225.00
0040 225.00
0.30 395.00
2.10 225.00
0040 225.00
0.20
0.10
0.30
225.00
395.00
225.00
0.30
0.30
225.00
55.00
Invoice: 10627742
Page 5
Fees
67.50
67.50
90.00
118.50
472.50
90.00
45.00
39.50
67.50
67.50
16.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number:
June 15,2010
05122/10 J. Matour
05124110 J. Matour
05124/10 J. Matour
OS/24/10 J. Matour
05/24/10 J. Matour
OS/24110 A. Shields
05/25/10 1. Matour
05/27110 J. Carignan
05/28110 J. Carignan
Total B160 Fees
136019.00002
13th Monthly Fee
Application of Pepper
Hamilton for period 3/1 to
3/31110.
Integrate revisions into PH
14th monthly fee application
package and forward to F.
Lawall for review.
Docket research re recently
filed omnibus fee orders and
updated coversheet to PH
14th monthly fee application.
Prepare PH 14th monthly fee
application for efiling.
Arrange for efiling and
service of PH 14th monthly
fee application.
Arrange for preparation of
spreadsheet for fee auditor
detailing time and expenses
for April 2010.
Prepare for and service of
Pepper Hamilton's 14th
Monthly Application for
period 411 to 4/30/10.
Email spreadsheet re fee and
expense detail for April
monthly fee application to
fee auditor.
Email from 1. Matour re fee
auditor issues.
Email from debtor re May
fees and expenses.
0.60
0.60
0.70
0.30
0.20
0.40
0.30
0.10
0.10
8.30
Invoice: 10627742
Page 6
225.00 135.00
225.00 135.00
225.00 157.50
225.00 67.50
225.00 45.00
55.00 22.00
225.00 67.50
395.00 39.50
395.00 39.50
1,850.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
June 15,2010
Invoice: 10627742
Page 15
TASK: B 170 Employment of Professionals
Vernon, CM.
Total B170
Title
Document Clerk
Hours
0.20
0.20
Rate
150.00 30.00
30.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
June 15,2010
Invoice: 10627742
Page 7
TASK CODE: B 170 Employment of Professionals
Date
05/25110 C.M. Vernon Prepare and file Second 0.20 150.00 30.00
Supplemental Declaration of
Filiberto Agusti.
Total B 170 Employment of Professionals 0.20 30.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
June 15,2010
TASK: B 175 Fee Applications and Invoices - Others
Name
II, J.H. Schanne, Associate
Lano,C. Paralegal
Vernon, CM. Document Clerk
Invoice: 10627742
Page 16
Hours Rate Fees
0.20 275.00 55.00
0.50 205.00 102.50
1.00 150.00 150.00
Total B175 1.70 307.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientMatter Number: 136019.00002
June 15,201 0
TASK CODE: B175 Applications and Invoices - Others
Date Services
05/1811 0 J.R. Schanne, II Review and execute CNO re
Steptoe fee application.
0511811 0 C. Lano Review docket and prepare
CNO to Steptoe & Johnson's
13th Fee Application.
05118110 C.M. Vernon Prepare and file certificate of
no objection re 13th monthly
application of Steptoe &
Johnson LLP.
05/25110 J.H. Schanne, II Review and execute Steptoe
notice of fee application.
05/25/10 C. Lano Confer with C.Vernon and
K.Hollingsworth re Steptoe
& Johnson's 14th
Application.
05/25110 C.M. Vernon Prepare and file 14th
Monthly Application of
Steptoe & Johnson LLP.
05125/10 C.M. Vernon Prepare and serve 14th
Monthly Fee Application of
Steptoe & Johnson LLP.
05/25110 eM. Vernon Prepare and file Notice of
Filing re 14th Monthly Fee
Application of Steptoe &
Johnson LLP.
TotalB175 Fee Applications and Invoices Others
0.10
0.30
Rate
275.00
205.00
0.20 150.00
0.10
0.20
275.00
205.00
OAO 150.00
0.20 150.00
0.20 150.00
1.70
Invoice: 10627742
Page 8
Fees
27.50
61.50
30.00
27.50
41.00
60.00
30.00
30.00
307.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: l36019.00002
June 15,2010
Invoice: 10627742
Page 17
TASK: B 190 Contested MatterslMotions
Name
Carignan, J.
Total B190
Title
Associate
Hours
1.40
1.40
395.00
Fees
553.00
553.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: l36019.00002
June 15,2010
TASK CODE: B190 Contested MatterslMotions
Date Services
05/03/10 1. Carignan Confer with co-counsel and
debtors' counsel re sale and
abandonment motions.
05/27/10 1. Carignan Phone call with debtor's
counsel re Union settlement
offer and confer with
committee members re same.
OS/27110 1. Carignan Confer with K. Piper re
Union settlement offer.
Total B190 Contested MatterslMotions
Invoice: 10627742
Page 9
0.20
Rate
395.00
Fees
79.00
0.70 395.00 276.50
0.50
1.40
395.00 197.50
553.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
June 15,2010
Invoice: 10627742
Page 18
TASK: B31 0 Claims Administration - General
Carignan, J.
Total B310
Associate 0.30
0.30
Rate
395.00 118.50
118.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
June 15,2010
Invoice: 10627742
Page 10
TASK CODE: B310 Claims Administration - General
Name Services
OS/27110 J. Carignan Receipt of email re Exxon
settlement, review Exxon
claim and confer with OCUC
re same.
Total B310 Claims Administration General
0.30
0.30
395.00
Fees
118.50
118.50
Exhibit C
BIOGRAPHIES
Francis J. Lawall - Francis 1. Lawall is a Partner in the Bankruptcy Practice Department in the
Philadelphia office of Pepper Hamilton LLP and has been practicing law since 1985. He
concentrates his practice in national bankruptcy and creditors' rights matters, including the
representation of major oil companies in bankruptcy proceedings throughout the United States.
He also has broad experience in the reorganization of companies plagued with massive toxic tort
liabilities, as well as companies in the textile, automotive, clothing, and construction materials
industries. He is a member of the Pennsylvania and New Jersey bars and is admitted to practice
before the U.S. District Court for the Eastern District of Pennsylvania, the U.S. District Court for
the District of New Jersey, the U.S. District Court for the Eastern and Southern Districts of New
York and the U.S. Court of Appeals for the Second and Third Circuits.
David B. Stratton Mr. Stratton is a Partner in the Corporate Restructuring and Bankruptcy
Practice Group of Pepper Hamilton LLP and has been practicing law since 1978. He is co-chair
of the firm's Corporate Restructuring and Bankruptcy Practice Group. He is also a member of
the American Bar Association Business Law Section and a member of the Bankruptcy
Subcommittee of the Banking Committee. He is admitted to the bar of Delaware.
James C. Carignan - Mr. Carignan is an Associate with the Corporate Restructuring and
Bankruptcy Practice Group of Pepper Hamilton LLP and has been practicing law since 2002. He
is admitted to the bar of Delaware.
#10928595 vI (136019.2)
Exhibit D
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ChentlMatter Number: 136019.00002
June 15,2010
Summary of Expenses
Expenses
Duplicating
Messenger Service
Messenger Service - Overnight Courier
Postage
Reference Service
Filing Service
Telephone
Total
Invoice: 10627742
Page 19
Value
53.80
5.00
43.81
16.08
80.40
20.00
19.69
238.78
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002 Invoice: 10627742
June 15,2010 Page 20
Detail of Expenses
Da1t: Co4t: Description Units Cost
04/30110 TEL Soundpath conference call 19.54 19.54
05104110 MES4 FedEx: Warren H Smith DALLAS 13.59 13.59
05104110 MES4 FedEx: Scott Winn LONG BEACH 1 15.11 15.11
05104110 MES4 FedEx: Ira Kharasch, Esq LOS ANGELES 15.11 15.11
05105110 DUP DUP - Matour Judith P. - 0510512010 4 0.10 OAO
05/19110 DUP DUP - Matour Judith P. - 05/19/2010 20 0.10 2.00
05119110 POS Postage 2.64 2.64
05120/10 MES CARIGNAN 041510 PARCELS 5.00 5.00
COURIER SERVICE
05121110 SPD Filing Service - 511511 0 - LA WALL 10.00 10.00
EFILECNO
05/24110 DUP DUP - Matour Judith P. - 0512412010 98 0.10 9.80
05124110 DUP DUP - Shields Angeline L. - 0512412010 270 0.10 27.00
05/24/10 POS Postage 13A4 13A4
OS/25ilO DUP DUP - Vernon Cynthia M. - 05125/2010 146 0.l0 14.60
05125/1 0 SPD Filing Service - 5119/10 - LAWALL 10.00 10.00
EFILECNO
05127110 REF3 PACER REFERENCE SERVICE 010110 80AO 80AO
033110
05127110 TEL Long Distance Telephone - 05/27/2010 0.l5 0.15
Total 238.78


#10921598 v15
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)

Objection Deadline: 7/19/10 at 4:00 pm
Hearing Date: To Be Scheduled only If Necessary


NOTICE OF FILING OF FEE APPLICATION
TO: (i) The Debtors; (ii) Counsel to the Debtors; (iii) The United States Trustee; (iv) Counsel
to the Official Committee of Unsecured Creditors (the Notice Parties):

Pepper Hamilton LLP, Delaware counsel to the Official Committee of Unsecured
Creditors in the above-captioned case (the Applicant) has filed its Fifteenth Monthly
Application For Compensation and Reimbursement Of Expenses Of Pepper Hamilton LLP, as
Delaware Counsel to the Official Committee Of Unsecured Creditors For The Period May 1,
2010 Through May, 2010, seeking compensation for services in the amount of $3,669.50 and
reimbursement of costs incurred in the amount of $238.78 (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. Sections 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. (prevailing
Eastern Time) on July 19, 2010 (the Objection Deadline).

-2-
#10921598 v15
Objections or other responses to the Application, if any, must be served so that
they are received not later than July 19, 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, 24
th
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, 17
th

Floor, Wilmington, DE 19899-8705, Attn: Laura Davis Jones, Esq.; Fax 302-652-4400, email:
ljones@pszjlaw.com; (2) Pachulski Stang Ziehl & Jones LLP, 10100 Santa Monica Boulevard,
11
th
Floor, Los Angeles, CA 90067-4100, Attn: Ira D. Kharasch, Esq.; Fax: 310-201-0760, e-
mail: ikharasch@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 to the Creditors Committee (the Committee),
(1) Steptoe & Johnson LLP, 2121 Avenue of the Stars, 28
th
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, Suite 5100, 1313 Market Street, Wilmington, DE 19801, Attn:
James C. Carignan, Esq.; Fax: 302-421-8390, e-mail: carignaj@pepperlaw.com, (the Notice
Parties).
PLEASE TAKE FURTHER NOTICE 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
will be considered by the Bankruptcy Court at such hearing.

-3-
#10921598 v15
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 be paid an amount equal to the lesser of (i) 80 percent of the fees and 100 percent
of the 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 28, 2010 PEPPER HAMILTON LLP

/s/ Francis J. Lawall_________________
Francis J. Lawall (PA No. 43932)
3000 Two Logan Square
Eighteenth and Arch Streets
Philadelphia, PA 19103-2799
Telephone: (215) 981-4000
Facsimile: (215) 981-4750

And

David B. Stratton, Esq. (DE No. 960)
James C. Carignan, Esq. (DE No. 4230)
Hercules Plaza, Suite 5100
1313 N. Market Street
P.O. Box 1709
Wilmington, Delaware 19899-1709
Tel: (302) 777-6500
Delaware Counsel for The Official
Committee of Unsecured Creditors


#10921598 v15
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELA WARE
lnRe: Chapter 11
Case No. 09-10785 (KJC)
PACIFIC ENERGY RESOURCES LTD, et aI.,
(Jointly Administered)
Debtors.
AFFIDAVIT OF SERVICE
COMMONWEAL TH OF PENNSYLVANIA )
) ss:
COUNTY OF PHILADELPHIA )
Judith P. Matour, being duly sworn according to law, deposes and says that she is
employed by the law firm of Pepper Hamilton LLP, Delaware counsel for the Official
Committee of Unsecured Creditors in the above-captioned action, and that on the 28th day of
June, 2010 she caused a copy of the following document(s) to be served upon the parties on the
attached service list via first class mail, postage prepaid:
Fifteenth Monthly Fee Application o/Pepper Hamilton LLPfor May 1-31,2010
Subscribed before
of June 2010
Notary Public
Commission Exp.: _____
COMMONWEALTH OF PENNSYLVANIA
NOTARIAL SEAL
P ~ T R I C K WAGNER. Notary Public
City of Philadelphia, Phila. Coon
" . .
#10928572 vIS
Pacific Energy Resources LTD
c/o Scott Winn, CRO
111 W. Ocean Boulevard
Suite 1240
Long Beach, CA 90802
Pacific Energy Resources, LTD
c/o Ira Kharasch, Esquire
Pachulski Stang Ziehl & Jones, LLP
10100 Santa Monica Boulevard
11 th Floor
Los Angeles, CA 90067-4100
Official Committee of Unsecured Creditors
c/o Katherine C. Piper, Esquire
Steptoe & Johnson, LLP
2121 Avenue of the Stars
28
th
Floor
Los Angeles, CA 90067
#10858072 vI
Pacific Energy Resources LTD
c/o Laura Davis Jones, Esquire
Pachulski Stang Ziehl & Jones, LLP
919 North Market Street
1t
h
Floor
PO Box 8705
Wilmington, DE 19899
Joseph McMahon
Office of the U. S. Trustee
J. Caleb Boggs Federal Building
Room 2207
844 N. King Street
Wilmington, DE 19801
Warren H. Smith
Warren H. Smith & Associates, P.C.
Republic Center
325 N. St Paul, Ste 1250
Dallas, TX 75201