IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

In re:
PACIFIC ENERGY RESOURCES LTD, et al.,

Chapter 11 Case No. 09-10785 (KJC) (Jointly Administered) Objection Deadline: 08/26/10 at 4:00 p.m. Hearing Deadline: Only if Objections are Filed

Debtors.

NOTICE OF MONTHLY FEE AND EXPENSE INVOICE

To: The Notice Parties Listed on Exhibit A hereto

Name of Applicant:

Warren H. Smith & Associates, P.C.

Authorized to Provide Professional Services to: Date of Retention: Period for which compensation and/or reimbursement is sought:

The United States Bankruptcy Court July 9, 2008

July 1, 2010 - July 31, 2010

1 Pac Energy July Invoice.doc

Summary of Monthly Fee and Expense Invoice Statements for Compensation Period:

Requested Date Filed

Paid Fees Paid

Period Covered
July 1, 2009July 31, 2009 August 1, 2009August 31, 2009 September 1, 2009September 30, 2009 October 1, 2009October 31, 2009 November 1, 2009November 30, 2009 December 1, 2009December 31, 2009 January 1, 2010January 31, 2010 February 1, 2010February 28, 2010 March 1, 2010March 31, 2010 April 1, 2010April 30, 2010 May 1, 2010May 31, 2010 June 1, 2010June 30, 2010 July 1, 2010July 31, 2010

Fees
$825.50 $28,182.50 $9,335.00 $4,511.50 $13,755.00 $9,708.50 $20,058.50 $24,527.25 $17,511.25 $12,191.00 $6,206.50 $14,034.25 $8,633.00

Expenses
$0.00 $42.93 $74.31 $132.52 $233.77 $178.19 $101.85 $177.44 $419.10 $106.00 $28.44 $190.48 $142.18

Expenses Paid
$0.00 $42.93 $74.31 $132.52 $237.77 $178.19 $101.85 $0.00 $419.00 $106.00 $28.44 $0.00 $0.00

PLEASE TAKE NOTICE that Warren H. Smith and Associates, P. C. (the "Applicant") has today filed this Notice of Amended Monthly Fee and Expense Invoice for July 1, 2010 through July 31, 2010 (this "Monthly Fee Statement") pursuant to the Order Appointing Fee Auditor and Establishing Related Procedures Concerning the Allowance and Payment of Compensation and Reimbursement of Expenses of Applicants and Consideration of Fee Applications (the "Fee Auditor Order). PLEASE TAKE FURTHER NOTICE that responses or objections to this Monthly Fee Statement, if any, must be filed on or before August 26, 2010 at 4:00 p.m. (prevailing Eastern

2 Pac Energy July Invoice.doc

Time) (the "Objection Deadline") with the United States Bankruptcy Court for the District of Delaware, 5th Floor, 824 Market Street, Wilmington, Delaware 19801. PLEASE TAKE FURTHER NOTICE that upon the expiration of the Objection Deadline, the Applicant shall certify in writing to the Debtors and Counsel to the Debtors that no objection, or an objection, has been filed with the Court relative to his Notice, whichever is applicable, after which the Debtors shall pay to the Professional an amount equal to the lesser of (i) 80 per cent of the fees and 100 percent of the expenses requested in this Monthly Fee Statement or (ii) 80 percent of the fees and 100 percent of the expenses not subject to an objection. All fees and expenses in this Monthly Fee Statement will be included in the next interim application for compensation and reimbursement of expenses to be filed and served by the Applicant at a later date, and will be subject to objection at such time. Dated: August 6, 2010

Respectfully submitted,

WARREN H. SMITH & ASSOCIATES, P. C.

By: Warren H. Smith State Bar No. 18757050 325 N. Saint Paul Suite 1250 Dallas, Texas 75201 (214) 698-3868 (214) 722-0081 (FAX) FEE AUDITOR

3 Pac Energy July Invoice.doc

CERTIFICATE OF SERVICE I, Warren H. Smith, certify that I am not less than 18 years if age, and that service of a copy of the attached Notice of Monthly Fee and Expense Invoice (for Warren H. Smith & Associates, P. C. for July, 2010) was made August 6, 2010, upon the Notice Parties identified as "Exhibit A" in the Order Appointing Fee Auditor and Establishing Related Procedures Concerning the Allowance and Payment of Compensation and Reimbursement of expenses of Professionals and Members of Official Committees and Consideration of Fee Applications (as modified) via email, or by hand delivery to those Parties located in Wilmington, Delaware. Under penalty of perjury, I declare that the foregoing is true and correct.

Warren H. Smith

4 Pac Energy July Invoice.doc

Exhibit A
United States Trustee Office of the United States Trustee 844 N. King Street, Room 2207 Lock Box 35 Wilmington, DE 19801 Counsel to the Debtors Laura Davis Jones, Esq. James E. ONeill, Esq. Kathleen P. Makowski, Esq. Pachulski Stang Ziehl & LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington DE 19899 Counsel to the Debtors Ian S. Fredericks, Esq. Skadden Arps, Slate, Meagher & Flom LLP One Rodney Square P.O. Box 636 Wilmington, DE 19899 Special Counsel to the Debtors Penelope Parmes, Esq. Rutan & Tucker, LLP 611 Anton Boulevard 14th Floor Costa Mesa, CA 92626 Canadian Counsel to the Debtors Jensen Lunny MacInnes Law Corporation H.C. Ritchie Clark, Q.C. P.O. Box 12077 Suite 2550 555 West Hastings Street Vancouver, BC V6B 4N5 Engineering Consultant to the Debtors Mark A. Clemans Millstream Energy, LLC 4918 Menlo Park Drive Sugarland, TX 77479 Special Oil and Gas Transactional Counsel to the Debtors
5 Pac Energy July Invoice.doc

Anthony C. Marino, Esq. Schully, Roberts, Slattery & Marino PLC Energy Centre 1100 Poydras Street, Suite 1800, New Orleans, LA 70163 Financial Advisor to the Debtors Curtis A. McClam Deloitte Financial Advisory Services LLP 350 South Grand Ave, Ste. 200 Los Angeles, CA 90071 Financial Advisor to the Debtors John Rutherford Lazard Freres & Co. LLC 30 Rockefeller Plaza, 61st Floor New York, NY 10020 Co-Counsel to the Official Committee of Unsecured Creditors David B. Stratton, Esq. James C. Carignan, Esq. Pepper Hamilton LLP Hercules Plaza, Suite 1500 1313 Market Street Wilmington, DE 19899 Co-Counsel to the Official Committee of Unsecured Creditors Filiberto Agusti, Esq. Steven Reed, Esq. Joshua Taylor, Esq. Steptoe & Johnson LLP 1330 Connecticut Avenue NW Washington, DC 20036 Debtors Pacific Energy 111 W. Ocean Blvd., Suite 1240 Long Beach, CA 90802

Warren H. Smith & Associates, P.C.

Invoice submitted to: Pacific Energy

August 03, 2010

Invoice #10044

Professional Services Hours 7/1/2010 AL Update database with Pepper's May fee application (hard copy) 0.20 Amount 9.00

AL

Receive and finalize the IR of Steptoe's 4Q

0.40

18.00

AL

Update database with Loeb's 4Q FR

0.10

4.50

DTW Review and revise Loeb 4th interim final report (.1); same re Steptoe initial report (.1). JAW Proofread WHSmith June 2010 fee detail and Notice (0.3); draft summary of same (0.1) MW Draft monthly fee application of WHSA (.9);preliminary review of same (.1); send same to J. Wehrmann for review (.1). Draft final revisions to WHSA's June Invoice

0.20

33.00

0.40

61.00

1.10

154.00

7/6/2010 AL

0.30

13.50

AL

Electronic filing with the Court of WHSA's June Invoice

0.30

13.50

AL

Electronic filing with the court of Loeb's 4Q FR

0.40

18.00

214 698-3868

Pacific Energy

Page

Hours 7/6/2010 WHS detailed review of, and revisions to, FR Loeb 4th int 12.09-2.10 0.30

Amount 88.50

7/7/2010 MWS Review Rutan Tucker fee and expense detail.

1.40

378.00

MWS Draft initial report regarding fee application of Pachulski for fourth interim period (0.7). MWS Draft initial report regarding fee application of Pepper Hamilton for fourth interim period (0.7); email Alexa L. Parnell re same (0.1). ALP Drafted and responded to e-mails with Katherine Piper (Steptoe) regarding initial report concerning the 4th interim period (12.09-2.10) (.2) Update database with Jensen's June fee application (hard copy) (.2), Rutan's May electronic detail (.1)

1.10

297.00

0.80

216.00

0.20

34.50

AL

0.30

13.50

7/8/2010 MWS Further review of fee and expense detail for fee application of Rutan Tucker for fourth interim period (1.2); draft initial report regarding same (1.3). 7/9/2010 ALP Drafted final revisions to Pepper Hamilton's initial report regarding 4th interim period (12.09-2.09) (.6) Draft email to A. Parnell re Jensen's 10.09-6.10 fee application

2.50

675.00

0.60

103.50

AL

0.10

4.50

AL

Update database with Jensen's 10.09-6.10 fee application (electronic pdf only) (.1); Pepper's 5Q fee application (hard copy) (.2); Rutan's May fee application (.2) Research PACER for 4Q fee applications for all applicants

0.50

22.50

AL

0.60

27.00

DTW Review and revise 4th interim initial report for Pepper Hamilton and telephone call with A. Parnell re same (.3). AL Receive, review and respond to email from A. Parnell re filed 4Q fee applications

0.30

49.50

0.10

4.50

MWS Draft initial report regarding fee and expense request of Zolfo Cooper for fourth interim period (0.8).

0.80

216.00

Pacific Energy

Page

Hours 7/9/2010 AL Receive, review and finalize the IR of Pepper's 4Q 0.40

Amount 18.00

MWS Draft initial report regarding fee application of Rutan Tucker for fourth interim period. 7/12/2010 AL Update database with Pachulski's April fee application (hard copy)

1.00

270.00

0.20

9.00

MWS Email from A. Lopez regarding review of Millstream transaction fee (0.1); review email exchanges in January regarding same (0.2); draft responsive emails to A. Lopez (0.1). MWS Review application and attempt to reconcile discrepancies between Schully Roberts invoices and fee app and discrepancies between handwritten interlineations and typed figures (1.5); draft initial report regarding fee application of Schully Roberts Slattery & Marino for fourth interim period (0.7). 7/13/2010 MWS Finalize initial report regarding fee application of Schully Roberts Slattery & Marino for fourth interim period (0.2); email same to Alexa L. Parnell (0.1). 7/15/2010 MW Draft e-mail to Tang at Pacific Energy regarding holdback fees (.1).

0.40

108.00

2.20

594.00

0.30

81.00

0.10

14.00

7/16/2010 AL

Update database with Pachulski's 5Q fee application (hard copy)

0.20

9.00

7/19/2010 ALP

Drafted and responded to e-mails with Mark Steirer regarding status of initial reports concerning the 4th interim period (12.09-2.10) (.1)

0.10

17.25

MWS receive and review Steptoe & Johnson's response to initial report regarding fee application for fourth interim period. 7/20/2010 MWS meet with Alexa L. Parnell regarding new files and assignments. MWS read monthlies and review fee and expense detail of Rutan Tucker for fifth interim period (3.1); draft initial report regarding

0.20

54.00

0.20

54.00

4.20

1,134.00

Pacific Energy

Page

Hours fee application of Rutan Tucker for fifth interim period (1.1). 7/20/2010 AL Update database with Steptoe's 4Q IR response 0.10

Amount

4.50

ALP

Reviewed Steptoe's response to initial report concerning the 4th interim period (12.09-2.10) (.4)

0.40

69.00

7/21/2010 MWS compare figures in Pepper Hamilton's fifth interim application with figures in monthlies (0.1); review initial reports for prior periods (0.3); read monthlies for March through May and review fee and expense detail (1.4). JAW detailed review of Pachulski's March 2010 fee application (2.60)

1.80

486.00

2.60

396.50

7/22/2010 MWS locate, review, and consider supplemental retention docs for Pepper Hamilton (0.5); draft initial report regarding fifth interim period of Pepper Hamilton (1.8). JAW Draft summary of Pachulski's March 2010 fee application (0.4)

2.30

621.00

0.40

61.00

7/23/2010 AL

Update database with Pepper's June electronic detail

0.10

4.50

AL

Receive, review and finalize the IR of Zolfo's 4Q

0.30

13.50

ALP

Drafted final revisions to Zolfo Cooper's initial report regarding 4th interim period (2.1) Drafted final revisions to Schully's initial report concerning the 4th interim period (12.09-2.10) (.9) Drafted final revisions to Pachulski's initial report concerning the 4th interim period (12.09-2.10) (1.1)

2.10

362.25

7/24/2010 ALP

0.90

155.25

ALP

1.10

189.75

Pacific Energy

Page

Hours 7/24/2010 ALP Drafted final revisions to Rutan's initial report concerning the 4th interim period (12.09-2.10) (.7) Receive, review and finalize the IR of Schully's 4Q (.3); Rutan's 4Q IR (.4); Pachulski's 3Q IR (.3) Update database with Pepper's June fee application (hard copy) 0.70

Amount 120.75

7/26/2010 AL

1.00

45.00

AL

0.20

9.00

AL

Update database with Steptoe's June electronic detail

0.10

4.50

7/27/2010 MWS review Pacer and locate and review Steptoe & Johnson's fee application for fifth interim period (0.2); compare figures with figures in monthlies (0.1); read monthlies and review fee and expense detail (1.2); draft initial report regarding fifth interim application of Steptoe & Johnson (0.3).; email completed Steptoe initial report to Alexa L. Parnell (0.1). AL Update database with Steptoe's June fee application (hard copy)

1.90

513.00

0.20

9.00

7/28/2010 MW

Draft CNO for June invoice of WHSA (.4); research PACER to verify no objections (.4). Electronic filing with the court of WHSA's June CNO

0.80

112.00

AL

0.40

18.00

7/29/2010 AL

Update database with Pachulski's March summary

0.10

4.50

7/30/2010 ALP

Drafted final revisions to Steptoe's initial report concerning the 5th interim period (3.5) Receive, review, and finalize the IR of Steptoe's 5Q

3.50

603.75

AL

0.30

13.50

For professional services rendered

43.80 $8,633.00

Pacific Energy

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Additional Charges : Amount 7/31/2010 PACER Charges 23.76

Third party copies & document prep/setup.

118.42

Total additional charges

$142.18

Total amount of this bill

$8,775.18

Timekeeper Summary Name Alexa L. Parnell Anthony Lopez Doreen Williams James A. Wehrmann Mark W Steirer Melanie White Warren H Smith

Hours 9.60 6.90 0.50 3.40 21.10 2.00 0.30

Rate 172.50 45.00 165.00 152.50 270.00 140.00 295.00

Amount $1,656.00 $310.50 $82.50 $518.50 $5,697.00 $280.00 $88.50