IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELA WARE

In re: ) Chapter 11
)

PACIFIC ENERGY RESOURCES LTD., et al.,1 ) Case No. 09-10785(KJC)

Debtors. ) Objection Deadline: March 15,2010 at 4:00 p.m.

) (Jointly Administered)
Hearing Date: To be scheduled

THIRD APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF SCHULL Y, ROBERTS, SLATTERY & MARINO, PLC., AS SPECIAL OIL & GAS AND TRANSACTIONAL COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR THE PERIOD FROM SEPTEMBER 1. 2009 THROUGH NOVEMBER 30. 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:

September 1,2009 through November 30, 20092

Amount of Compensation Sought as Actual,

Reasonable and Necessary:

$ 312,231.25 $ 2,148.09
_ final application.

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

This is a:
_ monthly
x interim

The total time expended for fee application preparation is approximately 4.0 hours and
the corresponding compensation requested is approximately $1,400.00.

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 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 mailing address for all of the Debtors is ILL W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802. 2 This Application may include time expended before the time period indicated above that has not been included in

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 2834a perl thirdquarterly.docx

PRIOR APPLICATIONS FILED

Date Filed

Period Covered
09/01/09 - 09/30/09

Requested
Fees $101,985.00
$ 80,202.50

Requested Expenses
$ $

Approved Fees

Approved Expenses

1 % 1/09 - 10/31/09
11/01/09 - 11/30/09

30.89 863.91

$130,043.75

$ 1,253.29

SRSM PROFESSIONALS

Name of Professional Individual

Position of the Applicant, Number of

Years in the Position,

Hourly

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

Bar since 1985

$550.00

48.3

$26,565.50

Gerald F. Slattery

Shareholder 1992; Joined

Firm 1992; Member of LA

Bar since 1978

$450.00

1.1

$495.00
$318.75

Herman E. Garner
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

$425.00 $350.00
$250.00 $225.00 $210.00

.75

674.76

$252,900.00

.30

$67.50

of LA Bar since 2005

Associate 2006; Member

Goldman
Joan S. Seelman

of LA Bar since 2006

Paralegal Paralegal

$275.00 $225.00 $200.00

$150.00

8.90

$2,447.50

Diane Castle
Susan A. Hymel
Chantelle C.

86.40
5.70

$19.440.00
$1,140.00 $6,307.50

Legal Assistant Legal Assistant

53.80

Boudreaux

Grand Total:

Total Hours: Blended Rate:

$312,231.25 885.01 $352.80

021 2834a perl thirdquarterly.docx

COMPENSATION BY CATEGORY
Pro,ject Categories

Total Hours
652.37 184.20
7.3 15.2 3.8

Total Fees
$250,246.25 53,200.00 2,702.00 4,845.00 1,237.50

Asset Disposition Bankuptcy Litigation

Business Operations

Claims Admin/Objections Compensation of Professionals/F ees Applications

EXPENSE SUMMARY

Expense Category
Delivery/Courier Service F edEx

Service ProviderJ (if applicable)

$530.23
$1,541.41 ($677.50 + $863.91)
,

Total Expenses
$530.23
$1,541.41

Legal Research - PACER, WESTLA W, Capitol Services, EDGAR, SEDAR Reproduction Expense at $0.10/page Long Distance Telephone

$15.25
$61.50 ($15.94 + $45.56)

$61.50

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 2834a perl thirdquarterly.docx

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: March 15,2010 at 4:00 p.m.

) (Jointly Administered)
Hearing Date: To be scheduled

THIRD 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 SEPTEMBER 1. 2009 THROUGH NOVEMBER 30. 2009
Pursuant to sections 330 and 331 of Title 11 of

the United States Code (the "Bankruptcy

Code"), Rule 2016 ofthe Federal Rules of

Bankruptcy 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 15,2009 (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 Third Quarterly Application
for Compensation and for Reimbursement of Expenses for the Period from September 1, 2009

through November 30, 2009 (the "Application"). By this Application SRSM seeks a quarterly interim allowance of compensation in the
amount of $312,231.25 and actual and necessary expenses in the amount of $2, 148.09 for a total

allowance of$314,379.34 for the period September 1,2009 through November 30,2009 (the
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 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 mailing address for all of the Debtors is ILL W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

021 2834a perl thirdquarterly.docx

"Interim Period"). In support of

this Application, SRSM respectfully represents as follows:

Backe:round
1. On March 9,2009, (the "Petition Date"), the Debtors fied voluntary petitions for

relief under chapter 11 of the Bankruptcy 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 Bankrptcy Code. A trustee or examiner has been 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 15,2009, the Court signed the Amended 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 ofthe Petition Date by this Court's "Order Pursuant to Section
327(a) of the Bankruptcy Code, Rule 2014 of the Federal Rules of

Bankuptcy Procedure and

021 2834a perl thirdquarterly.docx

Local Rule 2014-1 Authorizing the Employment and Retention ofSchully, Roberts, Slattery &
Marino, PLC as Counsel for the Debtors and Debtors in Possession Nunc Pro Tunc to the

Petition Date," entered on April 15, 2009 (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.

Monthly Fee Applications Covered Herein

5. The Monthly Fee Applications for the periods September 1, 2009 through

November 30, 2009 of SRSM have been filed and served pursuant to the Administrative Order.
6. On December 1, 2009, SRSM fied its Seventh 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 September 1, 2009 through

September 30,2009 ("Seventh Monthly Fee Application") requesting $101,985.00 in fees and

$30.89 in expenses.
7. Pursuant to the Administrative Order, SRSM has been paid $81,588.00 of

the

$101,985.00 in fees and $30.89 of

the expenses requested in the Seventh Monthly Fee

Application.

8. On December 8, 2009, SRSM filed its Eighth 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 October 1, 2009 through

October 31, 2009 ("Eighth Monthly Fee Application") requesting $80,202.50 in fees and
$863.91 in expenses.

021 2834a perl thirdquarterly.docx

9. Pursuant to the Administrative Order, SRSM has been paid $64,162.00 of

the

$80,202.50 in fees and $863.91 of

the expenses requested in the Eighth Monthly Fee

Application.

10. On January 12,2010, SRSM fied its Ninth Monthly Application ofSchully, Roberts, Slattery & Marino, PLC for Compensation and for Reimbursement of Expenses as Counsel to the Debtors and Debtors in Possession for the Period from November 1, 2009 through

November 30, 2009 ("Third Monthly Fee Application") requesting $130,0434.75 in fees and
$1,253.29 in expenses.
11. Pursuant to the Administrative Order, SRSM has been paid $104,035.00 of

the

$130,043.75 in fees and $1,253.29 of

the expenses requested in the Ninth Monthly Fee

Application.
12. 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
13. 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

September 1,2009 through November 30,2009.

14. At all relevant times, SRSM has been a disinterested person as that term is

defined in 1 01 (14) of the Bankruptcy Code and has not represented or held an interest adverse

to the interest of the Debtors.

15. 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.

021 2834a perl thirdquarterly.docx

16. 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
payments from the Debtors during the year prior to the Petition Date in the amount of $-0-,

including the Debtors' aggregate fiing 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
Bankuptcy Code.
17. 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.
18. In accordance with the factors enumerated in section 330 of the Bankuptcy 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 Bankuptcy Code. Moreover, SRSM has reviewed the requirements of DeL.

021 2834a perl thirdquarterly.docx

Bankr. LR 2016-2 and the Administrative Order and believes that this Application complies
with such Rule and Order.

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
September 1,2009 through November 30, 2009 in the sum of $312,23 1.25, as compensation for
necessary professional services rendered, and the sum of $2, 148.09, for reimbursement of actual

necessary costs and expenses, for a total of $314,379.34; that the Debtors be authorized and directed to pay to SRSM the outstanding amount of such sums; and for such other and further
relief as may be just and proper.

Dated: February 23, 2010

Schully, Roberts, Slattery & Marino, PLC

/s/ Anthony C. Marino

Anthony C. Marino (Bar No. 17307) Lynn G. Wolf (Bar No. 18230)
1100 Poydras Street, Suite 1800

New Orleans, Louisiana 70163-1800

Telephone: (504) 585-7800
Facsimile: (504) 585-7890

Counsel for the Debtors and Debtors in Possession

021 2834a perl thirdquarterly.docx

VERIFICATION

STATE OF LOUISIANA

PARH OF ORIAN
Anthony C. Mao, after being duly sworn accordig to law, deposes and says:
I am a shareholder of the applicant law fir Schuly, Robert, Slattery & Mao ("the "Fimi").
a) I am thoroug

fam with the work perfonnd on beha of the

Debtors by the lawyrs and parprofessional of SRSM

b) I have reviewed the foregoing Application and the facts set forth therein

are tre and correct to the best of my knowledge, inormtion and belief. Moreover, I have

reewed Del Bankr. LR 2016-2 and the AdtmtIe Order entered on or about Apri15, 2009,

and submit that the Application substantIy complies with such Rule and Order.

~/

ANO c. ~O

SWORN,( S~fore me

Th '2~~ day 0 , 20\Q .

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. )

) (Jointly Administered)
Objection Deadline: March 15,2010 at 4:00 p.m.
Hearing Date: To be scheduled

ORDER GRANTING THIRD 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 SEPTEMBER 1.2009 THROUGH NOVEMBER 30.2009
Schully, Roberts, Slattery & Marino, PLC ("SRSM"), as counsel for the Debtor in the
above-captioned case, filed a Third Quarterly application for allowance of compensation and

reimbursement of expenses for September 1, 2009 through November 30, 2009 (the "Third

Quarterly Application"). The Court has reviewed the First Quarterly Application and finds that:
(a) the Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334; (b) notice
of

the Third Quarterly Application, and any hearing on the Third Quarterly Application, was

adequate under the circumstances; and (c) all persons with standing have been afforded the

opportunity to be heard on the Third Quarterly Application. Accordingly, it is hereby

ORDERED that the Third Quarterly Application is GRANTED, on an interim basis.
Debtors in the above cases shall pay to SRSM the sum of$2,148.09, for reimbursement of

actual

necessary costs and expenses, $312,231.25 as compensation for necessary professional services

rendered, for a total of$314,379.34 for services rendered and disbursements incurred by SRSM

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.

021 2834a perl thirdquarterly.docx

for the period September 1,2009 through November 30,2009.

Dated:

United States Bankuptcy Judge

021 2834a perl thirdquarterly.docx

IN THE UNITED STATES BANKRUPTCY COURT

In re: )

FOR THE DISTRICT OF DELAWARE

Chapter 11

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

Debtors. )
)

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

Hearing Date: To be scheduled

Objection Deadline: March 15,2010, at 4:00 p.m.

NOTICE OF FILING OF APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF SCHULL Y, ROBERTS, SLATTERY & MARINO, PLC AS SPECIAL OIL & GAS AND TRANSACTIONAL COUNSEL TO THE DEBTORS FOR THE THIRD QUARTERLY PERIOD SEPTEMBER 1. 2009 THROUGH NOVEMBER 30.2009

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 parties 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 Applicationfor Compensation and Reimbursement of Expenses ofSchully, Roberts,

Slattery & Marino, P LC, as Special Oil & Gas and Transactional Counsel to the Debtors and
Debtors in Possession, for the Periodfrom September 1, 2009 through November 30, 2009 (the
"Application") with the United States Bankruptcy Court for the District of Delaware, 824 Market

Street, Wilmington, Delaware 19801 (the "Bankruptcy Court"). Pursuant to the Application,
Schully seeks compensation for services rendered to the Debtors in the amount of $312,23 1.25
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 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 mailing address for all of the Debtors is ILL W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.

and reimbursement of costs incurred upon the Debtors' behalf in the amount of $2,148.09 (the
"Application").

Objections or responses to the Application, if any, must be made in writing, filed

with the United States Bankuptcy Court for the District of Delaware, Marine Midland Plaza,
824 Market Street, 3rd Floor, Wilmington, Delaware 19801 no later than March 15,2010, 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 March 15,2010,4:00 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: James E. O'Neil, Esq.; Fax: 302-652-4400, e-mail:
ioneill~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 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 for the Offcial 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 of

the

Court before The Honorable Kevin J. Carey, at the United States Bankuptcy 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: February 23,2010

PACHULSKI STANG ZIEHL & JONES LLP

ra D. Kharasch (CA Bar No.1 09084) tta E. McFarland (DE Bar No. 4184, CA Bar No. 165391) obert 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

~
com

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

smcfarland~pszi law.com

rsaunders~pszilaw.com
i oneil~pszi law.

kmakowski~pszi law.com

Counsel for Debtors and Debtors in Possession.

68773-002\DOCS_DE: i 57769. 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 23 rd day of February 2010 she caused a
copy of

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

the manner indicated:

Notice and Third Quarterly Fee Application of Schully, Roberts, Slattery & Marino,

PLC as Special Oil & Gas and Transactional Counsel for the Debtors for the Period
September 1 - November 30,2009

leen Forte Finlayson

DEBRA L. YOUNG

NOTARY PUIC
STATE OF DELAWAR

My CO exp JW 18, 201

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 mailing address for all of i The Debtors in th e cases, along with the last four digits of each of

the Debtors is 111 W.

Ocean Boulevard, Suite 1240, Long Beach, CA 9080~.

Pacific Energy Resources Ltd. Fee App Service List

Case No. 09-10785
Document No. 147432

Hand Delivery
(Counsel to Official Committee of

Unsecured

03 - Hand Delivery 05 - First Class Mail 02- Overnight Delivery

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., 11th Floor

First Class Mail (Debtors)

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

New York, NY 10026

Los Angeles, CA 90067

Hand Delivery (United States Trustee) Joseph McMahon, Esquire Office of the United States Trustee 1. Caleb Boggs Federal Building 844 North King Street, Suite 2207
Lockbox 35

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, P A 19103

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

First Class Mail

(counsel to Official Committee of

Unsecured Creditors)

Filiberto Agusti, Esquire

Steven Reed, Esquire

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

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
2121 Avenue of

the Stars, 28th Floor

Los Angeles, CA 90067

(Overnight Delivery)

(The Fee Auditor)

Warren H. Smith

Warren H. Smith & Associates, P.C.

Republic Center

325 N. St. Paul, Ste 1250

Dallas, Texas 75201

Overnight Delivery
(Office of

the Fee Auditor)

Ms. Melanie M. White Warren H. Smith & Associates, P.C.

Republic Center

325 N. St. Paul, Ste 1250

Dallas, Texas 75201

68773-001\DOCS_DE: 147432.\