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: 09/27/10 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

August 1, 2010 - August 31, 2010

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

Requested Date Filed

8/7/09 9/16/09 10/6/09 11/6/09 12/8/09 01/11/10 02/05/10 03/08/10 04/06/10 05/07/10 06/04/10 07/06/10 08/06/10 09/07/10

Paid Fees Paid

$660.40 $22,546.00 $9,335.00 $4,511.50 $13,755.00 $7,766.88 $16,046.80 $19,621.80 $14,009.00 $9,752.80 $4,965.20 $0.00 $0.00 $0.00

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 August 1, 2010August 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 $5,305.25

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 $91.19

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 $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 August 1, 2010 through August 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 September 27, 2010 at 4:00 p.m. (prevailing Eastern

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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: September 7, 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

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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 August, 2010) was made August 7, 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

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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 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

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Warren H. Smith & Associates, P.C.

325 North St. Paul Street Suite 1250 Dallas, TX 75201 Tax Id# 01-0584406

Invoice submitted to: Pacific Energy

September 03, 2010

Invoice #10088

Professional Services Hours 8/2/2010 MW Draft monthly invoice of WHSA for July 2010 (1.1); send same to J. Wehrmann for preliminary review (.1); revise per J. Wehrmann's comments (.3). 1.50 Amount 210.00

MWS email from Alexa L. Parnell regarding Schully Roberts issues for fourth interim period (0.1); review attached email from Lynn Wolf and consider issues (0.2). 8/3/2010 AL Update database with Schully's June fee application (hard copy)

0.30

81.00

0.20 0.30 0.70 0.10

9.00 81.00 120.75 17.25

8/4/2010 MWS receive and review response of Rutan Tucker to initial report regarding fourth interim period. ALP ALP Reviewed Rutan's response to initial report concerning the 4th interim period (12.09-2.10) (.7) Drafted and responded to e-mails with Amy Tancas (Rutan) regarding Rutan's response to initial report concerning the 4th interim period (12.09-2.10) (.1) Draft monthly application for compensation of WHSA for July 2010 (1.5); send same to J. Wehrmann for preliminary review (.1); revise per J. Wehrmann's comments (.3). Update database with Rutan's 4Q IR Response Receive, review and finalize the IR of Pepper's 5Q (.3); draft email to D. Williams re same (.1); Rutan's 5Q IR (.2); draft email to A. Parnell re Rutan's 5Q IR (.1)

MW

1.90

266.00

AL 8/5/2010 AL

0.10 0.70

4.50 31.50

214 698-3868

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Hours 8/5/2010 AL Update database with Zolfo's March through June fee application (hard copy) (.2); Pachulski's June fee application (hard copy) (.2); Rutan's June fee application (hard copy) (.2); Rutan's June fee application (electronic version) (.1) Drafted final revisions to Pepper Hamilton's initial report regarding the 5th interim period (3-5.10) (.9) Drafted final revisions to Rutan's initial report regarding the 5th interim period (3-5.10) (1.1) Drafted and responded to e-mails with Scotta McFarland regarding hearing on 4Q fee applications (12.09-2.10) (.2) Drafted e-mail to M. Cervi (Zolfo Cooper) regarding initial report concerning 4th interim period (12.09-2.10) (.1) 0.70

Amount 31.50

ALP ALP ALP ALP

0.90 1.10 0.20 0.10 0.40 0.20 0.50 0.40 1.00

155.25 189.75 34.50 17.25 61.00 33.00 22.50 18.00 270.00

JAW Proofread WHSA's July 2010 fee detail and notice (0.30); e-mail to M. White re: any revisions needed to same (0.10) DTW Review and revise Rutan 5th initial report (.1); same re Pepper Hamilton (.1). 8/6/2010 AL AL Electronic filing with court of WHSA's July fee application Electronic filing with court of WHSA's July fee application Interim Fee Application

MWS telephone conference with Lynn Wolf of Schully Roberts regarding initial report regarding fourth interim period (0.2); review initial report (0.1); receive and review Schully Roberts response (0.3); begin work on final report regarding fee application of SRSM for fourth interim period (0.4). ALP ALP Reviewed status of monthly and interim fee applications regarding the 5th interim period (3-5.10) (.5); drafted status chart regarding same (.6) Extended telephone conference with Lynn Wolf (Schully Roberts) regarding initial report issues concerning the 4th interim period (12.09-2.10) (.4)

1.10 0.40 2.00

189.75 69.00 540.00

8/9/2010 MWS draft final report regarding Rutan Tucker for fourth interim period (1.0); email Alexa L. Parnell regarding same and regarding Schully Roberts final report (0.2); work on Schully Roberts final report for fourth interim period (0.8). 8/10/2010 AL Electronic filing with the court of Rutan's 4Q FR (.3); draft email to A. Parnell re same (.1)

0.40 1.20

18.00 324.00

MWS review final fee app of Pachulski (0.2); review Schully Roberts invoices for March through May and check PACER for interim fee application (0.3); begin drafting initial report regarding same (0.1); draft final report regarding fee application of Steptoe & Johnson for fourth interim period (0.4); email from Warren H. Smith regarding Rutan final report (0.1); revise same and email back to Warren H. Smith (0.1).

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Hours 8/10/2010 AL 8/11/2010 ALP AL Update database with Rutan's 4Q FR Drafted final revisions to Rutan's final report regarding the 4th interim period (12.09-2.10) (.7) Update database with Schully's 4Q IR Response (.1); Pachulski's electronic detail for the months of May (.1) and June (.1) 0.10 0.70 0.30 0.30 2.00

Amount 4.50 120.75 13.50 81.00 540.00

MWS receive and review SRSM's response to initial report regarding fourth interim period (0.2); forward same to Alexa L. Parnell and A. Lopez for filing (0.1). 8/13/2010 MWS review May 2010 Pachulski invoice including fee and expense detail (0.8); finish drafting initial report regarding fee application of Pachulski for fifth interim period (1.2). JAW detailed review of Pachulski April 2010 fee application (1.30); prepare summary of same (0.20) 8/16/2010 ALP Reviewed Steptoe's response to initial report regarding 5th interim period (3-5.10) (.5)

1.50 0.50 1.30

228.75 86.25 351.00

8/17/2010 MWS emails with alp re Loeb & Loeb irs (0.1); revise irs (0.1); email from alp re frs (0.1); receive and review Pepper Hamilton's response to initial report for fourth interim period (0.3); work on final report regarding fee application of Pepper Hamilton for fourth interim period (0.7). ALP Reviewed Pepper Hamilton's response to 4th interim period initial report (12.09-2.10) (.4); drafted and responded to e-mails with Jim Carignan (Pepper Hamilton) regarding same (.1) Update database with Pachulski's April summary (.1); Pepper's 4Q IR Response (.1)

0.50

86.25

AL

0.20 0.20

9.00 54.00

8/18/2010 MWS receipt and preliminary review of Rutan Tucker's response to initial report regarding fourth interim period (0.1); email Alexa L. Parnell regarding same (0.1). ALP Reviewed Rutan's response to initial report regarding 5th interim period (3-5.10) (.3); drafted and responded to e-mails with Matt Grimshaw regarding same (.2) Update database with Rutan's 5Q IR Response Reviewed Zolfo Cooper's response to initial report concerning 4th interim period (12.09-2.10) (.6) Drafted final revisions to Pachulski's initial report concerning the 5th interim period (3-5.10) (1.7); drafted e-mail to Scotta McFarland (Pachulski) regarding same (.2)

0.50

86.25

AL 8/19/2010 ALP ALP

0.10 0.60 1.90

4.50 103.50 327.75

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Hours 8/19/2010 MWS receipt and review of final version of initial report regarding fifth interim fee app of Pachulski, as served (0.2); receipt and preliminary review of Zolfo Coopers response to initial report regarding fourth interim period (0.3). AL 8/20/2010 AL AL 8/23/2010 AL 8/25/2010 AL 8/26/2010 MW AL 8/27/2010 AL 8/31/2010 AL ALP ALP Receive and Finalize IR to Pachulski for the 5th interim period (.2); email A. Parnell and D. Williams re same (.1); update database with same (.1) Update database with Pepper's July electronic detail Update database with Zolfo's 4Q IR Response Update database with Pepper's July fee application (hard copy) Update database with Steptoe's July electronic detail Draft CNO for July 2010 fee application of WHSA (.4). Update database with Steptoe's July fee application (hard copy) Electronic filing with court of WHSA's July CNO Update database with Pachulski's 4Q IR response Drafted and responded to e-mails with Scotta McFarland (Pachulski) regarding response due to 4th interim period initial report (12.09-2.10) (.1) Reviewed Pachulski's response to initial report concerning 4th interim period (12.09-2.10) (.8) 0.50

Amount 135.00

0.40 0.10 0.10 0.20 0.10 0.40 0.20 0.30 0.10 0.10 0.80

18.00 4.50 4.50 9.00 4.50 56.00 9.00 13.50 4.50 17.25 138.00

For professional services rendered Additional Charges : 8/30/2010 Copying cost Third party copies & document prep/setup. PACER Charges Total additional charges Total amount of this bill Timekeeper Summary Name Alexa L. Parnell Anthony Lopez Doreen Williams Hours 10.20 5.20 0.20

30.40

$5,305.25

2.50 87.65 1.04 $91.19 $5,396.44

Rate 172.50 45.00 165.00

Amount $1,759.50 $234.00 $33.00

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Name James A. Wehrmann Mark W Steirer Melanie White

Hours 1.90 9.10 3.80

Rate 152.50 270.00 140.00

Amount $289.75 $2,457.00 $532.00