IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELA WARE

InRe: Chapter 11
Case No. 09-10785 (KJC)
PACIFIC ENERGY RESOURCES LTD, et al.,
(Jointly Administered)
Debtors. Objection Deadline: 1/3/11 at 4:00 pm
Hearing Date: To Be Scheduled only If Necessary
TWENTY-FIRST MONTHLY FEE APPLICATION FOR COMPENSATION AND
REIMBURSEMENT OF EXPENSES OF PEPPER HAMILTON LLP, AS DELA, WARE
COUNSEL FOR THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS, FOR
THE PERIOD FROM NOVEMBER 1 THROUGH NOVEMBER 30, 2010
Name of Applicant: Pepper Hamilton LLP
Authorized to Provide
Professional Services to: The Official Committee Of Unsecured Creditors
Date of Retention: April 29, 2009 nunc pro tunc March 19,2009 -------
Period for which compensation
and/or reimbursement is sought: November 1-30,2010'
Total amount of compensation
sought as actual, reasonable and necessary $11,306.50
Total amount of expense reimbursement
sought as actual, reasonable and necessary $229.02
This is a lmonthly interim final application.
The time expended for preparation ofthis Application is not reflected herein. (Total time and
expense of the preparation of this fee application will be reflected in subsequent fee
applications. )
1 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 v21
PRIOR FEE APPLICATIONS FILED
Date Filed Period Covered Requested Fees
Requested
Expenses
Approved
Fees
Approved
Expenses
5122/09 3/19/09 3/31109 $15,942.50 $0.00 $15,942.50 $0.00.
6/23/09 411/09 4130/09 $35,383.50 $1,304.06 $35,383.50 $1,304.06
7/6/09
5/1109 5/31109 $16,947.00 $657.68 $16,947.00 $657.68
8111109 611/09 6130/09 $17,725.50 $2,288.35 $17,725.50 $2,265.29
919/09 7/1109 7/31109 $16,609.50 $1,455.17 $16,609:50 $1,455.17
9/25/09 8/1109 8/31/09 $7,906.50 $334.07 $7,906.50 $334.07
10/13/09 911109 9/30109 $6,087.00 $357.48 $6,087.00 $283.48
11116/09 10/1109 lO/31109 $6,018.00 $550.71 $6,018.00 $550.71
12/11109 1111/09 11130/09 $9,230.00 $189.61 $9,230:00 $189.61
1121110 12/1109 12/31109 $12,091.00 $597.49 $12,091.00 $597.49
2/22110 1I1IlO - 1131110 $4,225.00 $177.83 $4,225.00 $177.83
3/26110 211/lO 2/28/lO $3,143.00 $696.16 $3,143.00 $696.16
4122/10 3/11lO 3/31110 $9,970.50 $196.84
5124110 4111lO 4/30/10 $7,594.50 $841.60
6128110 511110 5/31110 $3,669.50 $238.78
7/211lO 6111lO 6/3011 0 $7,694.00 $485.13
8/19110 7111lO 7/311lO $6,927.50 $374.23
9/16/lO 811110 8/311lO $8,428.00 $171.05
10/22110 9111lO 9/3011 0 $4,480.00 $278.27
11110110 1 OllllO - 10/311lO $11,752.00 $316.43

-2
#I0922359 v21
I
PROFESSIONALS
Hourly
Total Position With the Applicant
Total Billing Rate Name of
Billed and Number of Years
Compensation (Including Professional Individual
Hours In That Position
Changes)
lAO $ 854.00 Partner (16 yrs.) $610.00
I Francis J. Lawall
$ 8,532.00 Associate (7 yrs) $395.00 21.60 James C. Carignan
Senior Paralegal $205.00 040 $ 82.00 Christopher Lano
Christopher A. Lewis Paralegal $175.00 .90 $ 157.50
Judith P. Matour Senior Paralegal $225.00 $ 1,350.00 6.00
Cynthia M. Vernon Paralegal $150.00 lAO $ 210.00
$ 55.00 Angeline Shields I Bankruptcy Assistant 2.20 $ 121.00
Grand Total: $11,306.50
Total Hours: 33.90
Blended Rate: $259.29
-3
# 10922359 v21
COMPENSATION BY CATEGORY
.
Project Categories Total Hours Total Fees
BII0 Case Administration 1.80 $ 543.00 !
B 155 Court Hearings .70 $ 188.50
B160 Fees 8.60 $ 1,859.00
B175 Fee Applications Others 1.80 $ 292.00
B 190 Contested Matters/Motions 1.70 $ 671.50
B320 Plan and Disclosure Statement 19.30 $ 7,752.50
Total 33.90 $ 11,306.50
-4
#10922359 v2!
I
EXPENSE SUMMARY
Expense Summary
Service Provider
(if applicable)
Total Expenses
Duplicating $ 51.90
Messenger Service $ 30.00
Messenger Service - Overnight Courier $ 44.22
Postage $ 18.15
Filing Service $ 20.00
Telephone $ 64.75
Total $ 229.02
-5
#10922359 v21
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: 113/11 at 4:00 pm
Hearing Date: To Be Scheduled only If Necessary
TWENTY-FIRST 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 Twenty-First Monthly
Application for Compensation and Reimbursement of Expenses for the Period from N o ~ e m b e r 1,
2010 through November 30, 2010 (the "Application").
By this Application, Pepper seeks a monthly interim allowance of compensation in
the amount of$11,306.50 and actual and necessary expenses in the amount of$229.02 for a total
allowance of$II,535.52 and payment of$9,045.20 (80% of the allowed fees) and reimbursement
of$229.02 (100% of the allowed expenses) for a total payment of $9,274.22 for the period
#10922474 v21
November 1,2010 through November 30,2010 (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 11 07(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. 1102(a)(1).
3. Pursuant to Section 1103 of the Code, the Committee selected Pepper
Hamilton LLP to serve as Delaware counsel for the Committee. On Apri114, 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 v21
Summary of Services Rendered and Expenses Incurred
6. Applicant has rendered services from November 1,2010 through
November 30,2010 in the amount of33.90 hours.
7. Applicant maintains contemporaneous records of the time expended for the
professional services and expenses related thereto performed in connection with this Cha:{'ter 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
$11,306.50 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 November
1, 2010 through November 30, 2010 are reasonably worth the sum of $11 ,306.50 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: 1.80, total fees $543.00) This category
includes time spent by Applicant attending to coordination and compliance activities in
-3
#10922474 v21
connection with the performance ofits duties as Delaware counsel for the Official Committee of
Unsecured Creditors.
b. Court Hearings (Total hours: .70, total fees $188.50) This category includes
time spent by Applicant coordinating participation ofcounsel at hearing and communicating
with counsel re same.
c. Fees (Total hours: 8.60, total fees $1,859.00) This category includes time
spent by Applicant drafting andfiling certificates ofno objection re previous fee application,
drafting, filing and serving ofOctober 2010 monthly fee application, responding to fee auditor's
report, andfollowing up with related tasks.
d. Fee Applications - Others (Total hours: 1.80, total fees $292.00) This
category includes time spent by Applicant efiling and serving co-counsel's monthly fee
application, efiling related notices and affidavits ofservice and related tasks.
e. Contested Matters/Motions (Total hours: 1.70, total fees $671.50) This
category includes time spent by Applicant participating in settlement negotiations.
f. Plan and Disclosure Statement (Total hours: 19.30, total fees $7,752.50) This
category includes time spent by Applicant preparing memo regarding analysis ojplan
negotiations andproposed settlement and communicating with counsel re plan issues.
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.
10. As outlined above, the attorneys who worked on this case from November
1, 2010 through November 30, 2010 have various levels of expertise. From time to time these
-4
#10922474 v21
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 of law. 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 November 1,2010
through November 30, 2010 in the sum of$229.02 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.
Summary of Services Rendered and Expenses Incurred in Connection with Prosecution of
Avoidance Actions
12. Pursuant to Court Order dated April 19, 2010 Expanding Scope Of
Employment And Retention Of Pepper Hamilton LLP As Counsel To Include Prosecution Of
Avoidance Actions, Nunc Pro Tunc To February 1,2010, Applicant is due $14,751.37 in fees and
$6,184.95 in expenses for the period November 1 through November 30, 2010, as well as an
additional $17,872.89 in fees for the period September 1 through September 30, 2010 and
additional $1,750.00 in fees for the period October 1 through October 31, 2010 as determined by
the fee schedule set forth in Applicant's supplemental application (Docket No. 1480).
13. 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
services 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 requir.ements
-5
#10922474 v21
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 November 1,
2010 through November 30, 2010, an interim allowance be made for compensation in the amount
of$11,306.50 and actual and necessary expenses in the amount of $229.02 for a total allowance
of$II,535.52 and payment of $9,045.20 (80% ofthe allowed fees) and reimbursement of
$229.02 (100% ofthe allowed expenses) be authorized for a total payment of $9,274.22 for such
other and further relief as this Court may deem just and proper.
Respectfully submitted,
Dated: December 13, 2010 PEPPER HAMIL TON LLP
/s/ Francis 1. Lawall
Francis J. Lawall (PA No. 43932)
3000 Two Logan Square
Eighteenth and Arch Streets
Philadelphia, P A 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
#10922474 v21
Exhibit A

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
Inre:
Chapter 11
Case No. 0910785 (.KJC)
PACIFIC ENERGY RESOURCES LTO.t et al.
(Jointly Administered)
Debtors.
Related Docket No. 190
ORDER AUTHORIZING EMPLOYMENT AND RETENTION OF PEPPER
HAMILTON LLP AS DELAWARE COUNSEL TO THE OFFICIAL
COMMITTEE OF UNSECURED CREDITORS
NUNCPRO TUNC TO MARCH 19. 2009

UPON THE APPLICATION of the Official Committee of Unsecured
Creditors (the "Official Committee") of the above oaptioned debtors and debtors-in
possession (the "Debtol'$") p u r s u a n ~ to Fed. R. Bankr. P. 2014(a) for an Order under
sections 328(a) and 1 t03(a) of Title 11 of the United States Code (the "Bankruptcy
Code") authorizing the employment and retention of Pepper Hamilton LLP ("Pepper
Hamilton") as Delaware counsel to the Official Committee !1Yl1 QlQ tunc 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 term is defined in Bankruptcy Code section 101(14), as modified by
Bankruptcy Code section 1l07(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
t
IT IS HEREBY ORDERED THAT:
'lom'30vl

L The Application is GRANTED.
2. In accordance with Bankruptey 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 shall 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.

~ '
14
Dated: ~
Wilmington, DE

610722830 vi
2
Exhibit B
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
December 6, 2010
Invoice: 10656441
Page 11
Summary of Attorney Hours
Name
F.Lawall
J. Carignan
C. Lano
c.A. Lewis
J. Matour
A. Shields
C.M. Vernon
Partner
Assoeiate
Paralegal
Paralegal
Paralegal
Bankruptcy Asst
Document Clerk
Hours
1.40
21.60
0.40
0.90
6.00
2.20
1.40
Rate
610.00
395.00
205.00
175.00
225.00
55.00
150.00
854.00
8,532.00
82.00
157.50
1,350.00
121.00
210.00
33.90 11,306.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
December 6,2010
Invoice: 10656441
Page 2
Summary of Time by Task Code
Task
B 110
B155
B160
B175
B190
B320
Case Administration
Court Hearings
Fees
Fee Applications and Invoices - Others
Contested Matters/Motions
Plan and Disclosure Statement
Total
1.80
0.70
8.60
1.80
1.70
19.30
33.90
543.00
188.50
1,859.00
292.00
671.50
7,752.50
11,306.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Clientl11atter Number: 136019.00002
December 6, 20 I 0
Invoice: 10656441
Page 12
Summary of time by Task Code
TASK: B 110 Case Administration
Name
Lawall. F.
Shields. A.
Total BIIO
Partner
Bankruptcy Asst
Hours
0.80
1.00
1.80
610.00
55.00
Fees
488.00
55.00
543.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientiMatter Number: 136019.00002
December 6, 2010
Invoice: 10656441
Page 3
Time Detail by Task Code
TASK CODE: BII0 Case Administration
Name Services Time Rate
11110110 A. Shields Review pleadings &
incorporate into case
management records as
appropriate.
0.20 55.00 11.00
11111110 F. Lawall Review disclosures and
voice mail J. Carignan re
client review.
0.50 610.00 305.00
11112110 A. Shields Review pleadings &
incorporate into case
management records as
appropriate.
0.20 55.00 11.00
1111611 0 F. Lawall Review cont1ict issues with
A. Fletcher.
0.30 610.00 183.00
11122110 A. Shields Review pleadings &
incorporate into case
management records as
appropria te.
0.30 55.00 16.50
11/2911 0 A. Shields Review pleadings &
incorporate into case
management records as
appropriate.
0.30 55.00 16.50
Total B 110 Case Administration 1.80 543.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
December 6, 2010
Invoice: 10656441
Page 13
TASK: B155 Court Hearings
Carignan, J.
Lewis, C.A.
Total B155
Title
Associate
Paralegal
Hours
0.30
0040
0.70
Rate
395.00
175.00
118.50
70.00
188.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: l36019.00002
December 6, 2010
Invoice: 10656441
Page 4
TASK CODE: B155 Court Hearings
Time R ~ J ~ Fees
11102110 J. Carignan Email from K. Piper re 1113
hearing.
0.10 395.00 39.50
11102110 C.A. Lewis Coordinating with CourtCall
re telephonic appearances of
F. Lawall, J. Carignan and J.
Schanne for 1113/2010
hearing.
0.40 175.00 70.00
11118il 0 J. Carignan Phone call with P. Walsh's
chambers re hearing and
confer with M. Wood and C.
Lewis re same.
0.20 395.00 79.00
Total B 15 5 Court Hearings 0.70 188.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
December 6, 2010
Invoice: 10656441
Page 14
TASK: B 160 Fees
Carignan, J.
Lewis, c.A.
Matour, J.
Shields, A.
Total B 160
Title
Associate
Paralegal
Paralegal
Bankruptcy Asst
Hours
0.90
0.50
6.00
l.20
8.60
Rate
395.00
175.00
225.00
55.00
355.50
87.50
1,350.00
66.00
1,859.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Clientlrvlatter Number: 136019.00002
December 6,2010
TASK CODE: B160 Fees
Date Name Services
1110511 0 J. Matour Review October time and
expenses for 20th monthly
fee application.
11108110 J. Matour Begin work on PH 20th
monthly fee application.
1110911 0 J. Carignan Review PH 20th monthly fee
application.
1110911 0 J. Matour Finalize PH 20th monthly
fee application and forward
to J. Carignan for review.
11110110 J. Matour Prepare PH 20th monthly fee
application for efiling.
11110110 J. Matour Arrange for efiling and
service of PH 20th monthly
application.
11110/10 A. Shields Serve Pepper's 20th
Monthly Fee Application for
October 1 to October 31.
1111211 0 J. Matour Email to fee auditor with
spreadsheets re PH 20th
monthly fee application.
11/23/1 0 J. Carignan Prepare response to
auditor's initial report re 5th
interim application.
11/23/10 J. Matour Confer with F. Lawall
regarding fee issues.
11123110 J. Matour Draft certificate of no
objection regarding PH 19th
monthly fee application and
forward to F. Lawall for
review/signature.
11/23/10 J. Matour Arrange for efiling and
Time
0.50
Rate
225.00
1.20
0.30
0.90
225.00
395.00
225.00
0.90
0.30
225.00
225.00
0.70 55.00
0.30 225.00
0.50 395.00
0.30
0040
225.00
225.00
0.40 225.00
Invoice: 10656441
Page 5
Fee,';
112.50
270.00
118.50
202.50
202.50
67.50
38.50
67.50
197.50
67.50
90.00
90.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number:
December 6, 2010
11/23/10 J. Matour
11/23/10 J. Matour
11123/10 A. Shields
1112411 0 J. Matour
11129110 J. Carignan
11129110 c.A. Lewis
'fotal B 160 Fees
136019.00002
service of certificate of no
objection regarding PH 19th
monthly fee application.
Email to Debtor with filed
copy of certificate of no
objection regarding PH 19th
monthly fee applications.
Attention to additional fee
issues and confer with F.
Lawall regarding same.
Service of Certificate of No
Objection re: 19th Monthly
Fee Application for period
9/1 to 9/30/10.
Attention to related
issues and forward
information to F. Lawall.
Confer with OCUC members
re professional fees to date.
Preparing report of aggregate
of fees and expenses
requested by Committee
professionals to date.
Invoice: 10656441
Page 6
0.30 225.00 67.50
0.20 225.00 45.00
0.50 55.00 27.50
0.30 225.00 67.50
0.10 395.00 39.50
0.50 175.00 87.50
8.60 1,859.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
December 6, 2010
Invoice: 10656441
Page 15
TASK: B 175 Fee Applications and Invoices - Others
Hours Rate Fees
Lano, C. Paralegal 0.40 205.00 82.00
Vernon, C.M. Document Clerk 1.40 150.00 210.00
Total B175 1.80 292.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
December 6, 2010
Invoice: 10656441
Page 7
TASK CODE: Bl75 Fee Applications and Invoices - Others
Date Name Rate
11/1211 0 C.M. Vernon Prepare and file Affidavit of
Service re Notice of Filing of
Nineteenth Monthly Fee
Application of Steptoe &
Johnson.
0.20 150.00 30.00
1111211 0 C.M. Vernon Prepare and file Affidavit of
Service re Sixth Interim
Application of Steptoe &
Johnson.
0.20 150.00 30.00
11119110 C.M. Vernon Prepare and file Twentieth
Monthly Fee Application of
Steptoe & Johnson LLP.
0.50 150.00 75,00
11/19/10 C.M. Vernon Prepare and serve Twentieth
Monthly Fee Application of
Steptoe & Johnson LLP.
0.20 150.00 30.00
11119110 C.M. Vernon Prepare and file Notice of
Filing re Twentieth Monthly
Fee Application of Steptoe &
Johnson LLP.
0.30 150.00 45.00
11/22110 C. Lano Update Fee Application
Chart (.3); Confer with
M.Brewer re Scheduling
Order (.1).
0.40 205.00 82.00
Total B175 Fee Applications and Invoices - Others 1.80 292.00
Pacific Energy Resources Ltd. OtTicial Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
December 6,2010
Invoice: 10656441
Page 16
TASK: B 190 Contested Matters/Motions
Name
Carignan, J.
Total B190
Title
Associate
Hours
1.70
1.70
395.00 671.50
671.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
December 6, 2010
Invoice: 10656441
Page 8
TASK CODE: B190 Contested MatterslMotions
Date Name
R ' ! 1 ~
Fees
11109110 J. Carignan Confer with committee re
conference call on Union
settlement negotiations.
0.10 395.00 39.50
1110911 0 J. Carignan Phone call with counsel for
Union re settlement
proposals.
0.20 395.00 79.00
1li091l0 J. Carignan Continue analysis of Union
settlement proposals.
1.00 395.00 395.00
1li09!10 J. Carignan Phone calls with co-counsel
re Union settlement
proposals.
0.30 395.00 118.50
11/10110 J. Carignan Phone call with R. Epling re
settlement negotiations.
0.10 395.00 39.50
Total B190 Contested Matters/Motions 1.70 671.50
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
ClientlMatter Number: 136019.00002
December 6, 2010
Invoice: 1065644 J
Page 17
TASK: B320 Plan and Disclosure Statement
Name
Lawall, F.
Carignan, J.
Total B320
Title
Partner
Associate
0.60
18.70
19.30
Rate
610.00
395.00
366.00
7,386.50
7,752.50
Pacific Encrgy Resources Ltd. OtTicial Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
December 6,2010
TASK CODE: B320 Plan and Disclosure Statement
Datt.: Name Services
11103110 F.Lawall Update from J. Carignan re
plan issue.
11/10/10 F. Lawall Telephone call to J. Carignan
re plan issues.
1111 0/1 0 J. Carignan Confer with F. Lawall re
OCUC plan negotiations.
1111 011 0 1. Carignan Prepare memo re analysis of
plan negotiations.
11110/10 J. Carignan Prepare for telephonic
conerence with OCUC re
plan negotiations.
1111 011 0 J. Carignan Telephonic call with OCUC
re plan negotiations.
11/16/10 J. Carignan Begin preparing memo re
plan settlement.
1111811 0 J. Carignan Continued preparing analysis
of proposed settlement on
distribution to uninsured
creditors.
11/221 I 0 J. Carignan Continued preparing memo
re plan negotiations.
11123/10 J. Carignan Review and revise updated
term sheet re plan
negotiations.
11/23110 J. Carignan Continue drafting memo re
plan negotiations.
11129110 .T. Carignan Prepare for and attend
telephone call with
committee members re
proposed plan settlement;
review budget and claims
status re same.
Time
0.10
0.50
0.20
2.50
0.90
Rate
610.00
610.00
395.00
395.00
395.00
1.00
1.10
6.50
395.00
395.00
395.00
0.60
0.90
395.00
395.00
1.60
2.90
395.00
395.00
In voice: 10656441
Page 9
Fees
61.00
305.00
987.50
355.50
395.00
434.50
2,567.50
237.00
355.50
1,145.50
79.00
632.00
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
December 6, 2010
Invoice: 10656441
Page 10
11/30110 J. Carignan Review spreadsheet re claim
estimates.
0.50 395.00 197.50
Total B320 Plan and Disclosure Statement 19.30 7,752.50
Exhibit C
BIOGRAPHIES
Francis J. Lawall- Francis J. 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 ofNew
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
Client/Matter l:\umber: 136019.00002
December 6, 2010
Summary of Expenses
Expem;es
Duplicating
Messenger Service
Messenger Service - Overnight Courier
Postage
Filing Service
Telephone
Total
Invoice: 10656441
Page 18
51.90
30.00
44.22
18.15
20.00
64.75
229.02
Pacific Energy Resources Ltd. Official Committee
Of Unsecured Creditors
Client/Matter Number: 136019.00002
December 6, 2010
Invoice: 10656441
Page 19
Detail of Expenses
Date
11102110
CQge
MES4

FedEx: WARREN H SMITH DALLAS
Units
13 13.72
11/02110
11102110
11103110
MES4
MES4
TEL
FedEx: Scott Winn LONG BEACH
FedEx: Ira Kharasch, Esq LOS ANGELES
Long Distance Telephone - 1110312010
15.25
15.25
0.10
15.25
15.25
0,10
11/0911 0
11/09110
1111 011 0
DUP
TEL
DUP
DUP - Matour Judith P. - 11109/2010
Long Distance Telephone - 11109/2010
DUP - Shields Angeline L. - 11110/2010
7
2
305
0.10
0.20
0.10
0.70
0.40
30.50
11/10/1 0 POS Postage 14.46 14.46
11/10110 TEL Long Distance Telephone - 1111012010 0.10 0.10
11110110 TEL Soundpath conference call 34.15 34.15
11117110 MES 102510 7.50 7.50
11117110 MES 102510 7.50 7.50
1111811 0 POS LEWIS 102810 1.05 1.05
11/19110 DUP DUP - Parcels - 11119/2010 185 0.10 18.50
1112311 0 DUP DUP - Matour Judith P. - 11123/2010 10 0.10 1.00
11/2311 0 DUP DUP - Shields Angeline L. - 11123/2010 12 0.10 1.20
11123110 POS Postage 2.64 2,64
1112311 0 TEL Telephone - AMERICAN EXPRESS
LOGAN 11112110 COURT CALL
30.00 30.00
11130110 MES 111910 - MESSENGER SERVICE 7.50 7.50
11130/10 MES 111910 - MESSENGER SERVICE 7.50 7.50
11130/10
11/3011 0
SPD
SPD
LAWALL 112310 DDEL-B - E-FILED
CERT OF NO OBJECTION Filing Service
LAWALL 111010 - DDE-B - E-FILED FEE
APP - Filing Service
10.00
10,00
10.00
10.00
Total 229.02
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: 1/3/11 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 Twenty-First 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 November
1,2010 Through November 30, 2010, seeking compensation for services in the amount of
$11,306.50 and reimbursement of costs incurred in the amount of$229.02 (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 January 3, 2011 (the "Objection Deadline").
#10921598 v21
Objections or other responses to the Application, if any, must be served so that
they are received not later than January 3, 2011 at 4:00 p.m. (prevailing Eastern Time), by:
(a) the Debtors, (1) Pacific Energy Resources, 111 W. Ocean Boulevard, Suite 1240, Long
Beach, CA 90802. Attn: Gerry Tywoniuk, Senior VP & CFO and (2) Zolfo Cooper, 1166 Sixth
Avenue, 24th Floor, New York, NY 10036, Attn: Scott W. Winn, Senior Managing Director; (b)
counsel to the Debtors, (1) Pachulski Stang Ziehl & Jones LLP, 919 North Market Street, 17th
Floor, Wilmington, DE 19899-8705, Attn: Laura Davis Jones, Esq.; Fax 302-652-4400, email:
ljones@pszjlaw.com; (2) Pachulski Stang Ziehl & Jones LLP, 10100 Santa Monica Boulevard,
11th Floor, Los Angeles, CA 90067-4100, Attn: Ira D. Kharasch, Esq.; Fax: 310-201-0760, e
mail: ikharasch@pszilaw.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.
-2
#10921598 v21
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: December 13,2010 PEPPER HAMIL TON LLP
lsi 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
-3
#10921598 v21
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELA WARE
InRe: Chapter 11
Case No. 09-10785 (KJC)
PACIFIC ENERGY RESOURCES LTD, et aI.,
(Jointly Administered)
Debtors.
AFFIDAVIT OF SERVICE
COMMONWEALTH 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 13
th
day of
December, 201 0 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:
Twenty-First Monthly Fee Application 0/Pepper Hamilton LLPlor November 1-30,2010
Sworn to and Subscribed before
~ ~
Notary Public
Commission Exp.: {-.;;; 9-01 0,a.. LTH c:..F PENNSYLVANIA
NOTARIAL SEAL
MAlTHEW A. SULLIVAN. Notary Public
City of PhHadelphia. P h ~ a . County
My Commission Expires January 29,2012
#10928572 v20
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
17
th
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